STOCK TITAN

Hawkeye Digital (OTC: HWKE) pivots to merchant banking, expands share pool

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Hawkeye Systems, Inc. (OTC: HWKE), now doing business as Hawkeye Digital, Inc., amended and restated its Articles of Incorporation and Bylaws effective August 20, 2026. The amendments change the corporate name to Hawkeye Digital, Inc. and significantly expand its authorized capital structure.

The company increased authorized shares of capital stock from 450,000,000 (400,000,000 common; 50,000,000 preferred) to 10,050,000,000 (10,000,000,000 common; 50,000,000 preferred) and classified its Board of Directors into three classes, each serving three-year staggered terms. Hawkeye also rebranded around a strategy as a private equity and merchant banking platform focused on digital assets and advanced technology, relocated its headquarters to Miami Beach, Florida, and began building an advisory and capital markets team.

The company announced that ThinkEquity LLC has become its financial advisor. ThinkEquity’s team has served as underwriter and/or bookrunner for over $10 billion in capital raises for the crypto community, including work with Bitmine Immersion Technologies, Inc., described as a $13 billion company.

Positive

  • None.

Negative

  • None.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Authorized capital stock before amendment 450,000,000 shares Prior authorization: 400,000,000 common and 50,000,000 preferred shares
Authorized capital stock after amendment 10,050,000,000 shares New authorization: 10,000,000,000 common and 50,000,000 preferred shares
Board term length 3 years Each of three director classes serves a three-year term in a staggered board
Effective date of Amended and Restated Articles August 20, 2026 Filing date with the Secretary of State of Nevada
ThinkEquity crypto capital raises over $10 billion Cumulative capital raises for the crypto community as underwriter and/or bookrunner
Bitmine Immersion Technologies size $13 billion Described size of Bitmine Immersion Technologies, Inc. in the press release
Amended and Restated Articles of Incorporation regulatory
"filed the amendment and restatement of the Articles of Incorporation of the Company"
A company's amended and restated articles of incorporation are an updated, single-version legal document that replaces its original founding papers to reflect changes in the company’s basic rules—like its capital structure, classes of stock, voting rights, or board arrangements. Investors care because these updates can change who controls the company, how dividends or profits are shared, or whether existing shares are diluted; think of it as an updated blueprint that can alter ownership and value.
authorized shares of capital stock financial
"increase the total number of authorized shares of capital stock which the Company"
classified the Board into three classes regulatory
"amends and restates the Company’s Articles of Incorporation to classify the Board into three classes"
merchant banking financial
"a private equity and merchant banking platform focused on digital assets and advanced technology"
Merchant banking is a type of financial service where a firm provides large-scale business financing, takes equity stakes, and advises on mergers, acquisitions and capital raising for companies rather than serving everyday customers. It matters to investors because merchant banks put money into deals and influence corporate decisions, so their involvement can signal growth prospects, change risk exposure, or create opportunities for higher returns—think of them as a contractor who both builds part of a project and helps fund it.
digital assets financial
"initial focus is digital asset businesses, including tokenization, wallets, stablecoins"
Digital assets are electronic files or representations of value stored electronically, such as cryptocurrencies, digital tokens, or digital art. They matter to investors because they can be bought, sold, and used for transactions much like physical assets, but exist entirely in digital form, offering new opportunities for investment and financial innovation.
tokenization technical
"initial focus is digital asset businesses, including tokenization, wallets, stablecoins"
Tokenization is the process of converting real-world assets or rights into digital tokens stored on a computer network. This allows assets, such as property or investments, to be divided into smaller parts, making them easier to buy, sell, or transfer electronically. For investors, tokenization can increase access to a wider range of investments and make transactions faster and more efficient.

FAQ

What corporate changes did HWKE (Hawkeye Digital, Inc.) announce on August 20, 2026?

Hawkeye Digital, Inc. filed Amended and Restated Articles of Incorporation and Bylaws effective August 20, 2026, changing its name from Hawkeye Systems, Inc., expanding authorized capital stock, and classifying its Board of Directors into three classes with three-year staggered terms.

How did HWKE change its authorized share capital in the latest 8-K?

Authorized capital stock increased from 450,000,000 shares (400,000,000 common; 50,000,000 preferred) to 10,050,000,000 shares (10,000,000,000 common; 50,000,000 preferred), as set out in the Amended and Restated Articles of Incorporation filed with the Nevada Secretary of State.

What new business focus did HWKE describe after rebranding to Hawkeye Digital, Inc.?

Hawkeye Digital, Inc. described itself as a private equity and merchant banking platform focused on digital assets and advanced technology, pursuing controlling investments in growth companies and advising growth-stage and public companies on capital formation, listings, and strategic transactions.

Where is HWKE now headquartered and what staffing plans were disclosed?

Hawkeye Digital, Inc. relocated its headquarters to Miami Beach, Florida, at 350 Lincoln Road, 2nd Floor, and stated that it is hiring merchant bankers to expand its advisory and capital markets team as it builds out its platform.

What role will ThinkEquity LLC play for HWKE according to the filing?

ThinkEquity LLC has become Hawkeye Digital, Inc.’s financial advisor. The press release notes that ThinkEquity has acted as underwriter and/or bookrunner for over $10 billion in capital raises for the crypto community, including work with Bitmine Immersion Technologies, Inc.

How is HWKE structuring its Board of Directors after the amendments?

The Amended and Restated Articles of Incorporation classify Hawkeye Digital, Inc.’s Board into three classes, with directors in each class serving three-year terms, and one class elected each year by stockholders, creating a staggered board structure.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of Earliest Event Reported): August 20, 2026

 

Hawkeye Digital, Inc.
(Exact Name of Registrant as Specified in its Charter)

 

 

Nevada   000-56332   83-0799093

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

350 Lincoln Road, 2nd Floor,

Miami Beach, Florida

 

 

33139

(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (800) 576-4953

 

 

Hawkeye Systems, Inc.

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act: None

  

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. .

 

 

 

 

   

 

 

Item 5.03Amendments to Articles of Incorporation or Bylaws: Change in Fiscal Year.

 

On August 20, 2026, Hawkeye Digital, Inc. (the “Company”) filed the amendment and restatement of the Articles of Incorporation of the Company (the “Amended and Restated Articles of Incorporation”) with the Secretary of State of the State of Nevada to amend and restate its articles of incorporation. As previously reported, on June 17, 2026, a majority of the stockholders of the Company approved the Amended and Restated Articles of Incorporation.

 

The Amended and Restated Articles of Incorporation amends and restates the Company’s Articles of Incorporation in order to, among other things, change the corporate name from “Hawkeye Systems, Inc.” to “Hawkeye Digital, Inc.”

 

The Amended and Restated Articles of Incorporation also amends and restates the Company’s Articles of Incorporation in order to increase the total number of authorized shares of capital stock which the Company shall have authority to issue from 450,000,000 shares, consisting of 400,000,000 shares of common stock and 50,000,000 shares of preferred stock, to 10,050,000,000 shares, consisting of 10,000,000,000 shares of common stock and 50,000,000 shares of preferred stock.

 

The Amended and Restated Articles of Incorporation also amends and restates the Company’s Articles of Incorporation to classify the Board into three classes. The directors in each class will serve for a three-year term, one class being elected each year by the Company’s stockholders.

 

The Company’s by-laws were amended and restated and the amendment and restatement of the Bylaws of the Company became effective on August 20, 2026.

 

The foregoing summary of the Amended and Restated Articles of Incorporation and the Amended and Restated Bylaws are qualified in their entirety by reference to the text of the Amended and Restated Articles of Incorporation and the Amended and Restated Bylaws, copies of which are filed as Exhibits 3.1 and 3.2 respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.
     
Exhibit No.   Description
     
3.1   Amended and Restated Articles of Incorporation of Hawkeye Digital, Inc.
3.2   Amended and Restated Bylaws of Hawkeye Digital, Inc.
99.1   Press Release published on August 24, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

 

 2 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

HAWKEYE DIGITAL, INC.

 
       
Date: August 24, 2026 By: /s/ David Wachsman  
  Name: David Wachsman  
  Title: President  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 3 

Exhibit 99.1

 

Hawkeye Systems Rebrands as Hawkeye Digital, Inc.

 

ThinkEquity LLC, One of Wall Street’s Leading Investment Banks, Becomes Financial Advisor to the Company

 

MIAMI BEACH, FL – August 24, 2026 – Hawkeye Systems, Inc. (OTC:HWKE) (“Hawkeye” or the “Company”) today announced that the Company’s name has been changed from Hawkeye Systems, Inc. to Hawkeye Digital, Inc. The new name, along with a new logo, reflects Hawkeye’s transformation into a private equity and merchant banking platform focused on digital assets and advanced technology.

 

Alongside the rebrand, Hawkeye has relocated its headquarters to Miami Beach, Florida. The Company is currently hiring merchant bankers to expand its advisory and capital markets team as it builds out the platform.

 

Hawkeye operates two complementary businesses. Its private equity arm pursues controlling investments in category-defining growth companies, while its merchant banking arm advises growth-stage and public companies on capital formation, public market preparation, exchange listings, and strategic transactions. The Company’s initial focus is digital asset businesses, including tokenization, wallets, stablecoins, and blockchain-based financial infrastructure businesses, alongside artificial intelligence businesses as a foundational layer for financial services and other high-growth sectors.

 

David Wachsman, President of Hawkeye, said: “Our new name reflects who we are today, and with our new name, we’ve launched a new brand identity for a platform built to identify and back the companies shaping the next era of digital finance. Miami Beach puts us at the center of that opportunity, and the bankers joining our team will help us act on it.”

 

“We are also pleased to announce that ThinkEquity LLC, one of Wall Street’s leading investment banks, has become the Company’s financial advisor. The team at ThinkEquity has been the underwriter and/or bookrunner for over $10 billion in capital raises for the crypto community, most notably Bitmine Immersion Technologies, Inc. (NYSE:BMNR), a $13 billion dollar company,” said Wachsman.

 

“David Wachsman is one of the most connected and influential figures in the crypto and digital finance community. Marty Sumichrast has been a long-standing client of our firm with over 35 years of Wall Street experience. Hawkeye Digital is in the right place at the right time with the right people. The opportunity for us to participate in what they are building is exciting, and we are honored to be part of the Hawkeye team,” said Joe Jaigobind, CEO of ThinkEquity LLC.

 

For more information, please visit www.hwke.com

 

###

 

About Hawkeye Digital, Inc.

 

Hawkeye Digital, Inc. (OTC: HWKE) (“Hawkeye”) is a publicly traded private equity and merchant banking platform dedicated to investing in and advising businesses at the forefront of the digital economy and emerging technologies. Through its private equity platform, Hawkeye pursues controlling investments in category-defining growth companies with the potential to become long-term market leaders. Through its merchant banking platform, the firm provides strategic advisory services encompassing capital formation, public market preparation, and broader corporate positioning.

 

While Hawkeye’s initial focus is the rapidly evolving digital asset industry, the firm intends to expand its investment and advisory activities across select high-growth sectors within financial services and advanced technology.

 

For more information, please contact:

 

350 Lincoln Road, 2nd Floor Miami Beach, FL 33139 United States

 

Phone: +1-332-334-9551
Email: info@hwke.com
Website: www.hwke.com
Investor Relations: ir@hwke.com
Media Contact: hawkeye@wachsman.com

 

Filing Exhibits & Attachments

6 documents