Mid-year numbers: IQSTEL’s 8-K hints at shifting 2025 performance

Rhea-AI Filing Summary

IQSTEL (Nasdaq: IQST) filed an 8-K to furnish a press release outlining preliminary revenue results for January–May 2025. No specific dollar figures or EPS were included in the filing itself; they reside in Exhibit 99.1. Management’s decision to disclose mid-year performance indicates the information is considered material to investors. The company stated that the exhibit is furnished, not filed, thus limiting Exchange Act liability and preventing automatic incorporation into future registration statements. There were no other financial statements, debt updates, accounting changes, or corporate actions disclosed. CEO Leandro Iglesias signed the report on June 25 2025.

Positive

• Mid-year transparency: Company released preliminary revenue data for January–May 2025, offering investors an early performance checkpoint.

Negative

• None.

Insights

Financial Analyst

TL;DR: Mid-year revenue snapshot suggests material update; actual numbers in exhibit, signal potential deviation from expectations.

The 8-K’s timing—five months into the fiscal year—implies management sees noteworthy movement in top-line performance. Absent figures, investors must consult Exhibit 99.1, but the mere act of disclosure could foreshadow either an outperform or a shortfall versus internal targets. Because the information is furnished, it will not trigger Exchange Act liability, but it still informs models ahead of Q2 results. Watch for subsequent guidance revisions and whether the preliminary trend alters liquidity or margin forecasts.

Corporate Disclosure Analyst

TL;DR: Furnished—not filed—structure limits liability while satisfying Reg FD; signals materiality without full statutory commitment.

By furnishing under Item 2.02, IQSTEL meets Reg FD obligations for selective disclosure yet avoids the legal exposure associated with “filed” status. This approach is common when numbers are still subject to closing adjustments. Investors should note that subsequent filings could revise the preliminary figures. No other 8-K items were triggered, indicating no concurrent financing, governance, or legal developments. The disclosure cadence suggests IQSTEL may adopt more frequent operational updates; monitor for pattern consistency and potential dilution of future market-moving impact.

06/25/2025 - 05:09 PM

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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): June 24, 2025

iQSTEL Inc.
(Exact name of registrant as specified in its charter)

Nevada	000-55984	45-2808620
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

300 Aragon Avenue, Suite 375 Coral Gables, FL 33134	33134
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (954) 951-8191

________________________________________________

(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 (17CFR 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: 

Title of each class		Trading symbol		Name of each exchange on which registered
Common Stock		IQST		Nasdaq Capital Market

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.      [ ]

SECTION 2 – Financial Information

Item 2.02 Results of Operations and Financial Condition.

We have issued a press release concerning our preliminary revenue results for January 2025 through May 2025, and other matters.

The press release is furnished with this Current Report on Form 8-K as Exhibits 99.1. The information furnished under this Item 2.02 and Item 9.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any registration statement or other filing under the Securities Act of 1933, as amended, regardless of any general incorporation by reference language in such filing, except as shall be expressly set forth by specific reference in any such filing.

SECTION 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

	Exhibit No.	Description
	99.1	Press Release, dated June 24, 2025

2

SIGNATURES

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

iQSTEL Inc.

/s/ Leandro Iglesias

Leandro Iglesias
Chief Executive Officer

Date: June 25, 2025

3

FAQ

What period does IQST's preliminary revenue update cover?

The 8-K states the press release provides revenue results for January 2025 through May 2025.

Does the 8-K include specific revenue figures for IQST [[IQST]]?

No. The filing notes that detailed figures are contained in Exhibit 99.1, which is furnished but not reproduced in the 8-K text.

Why did IQSTEL furnish rather than file the revenue information?

Furnishing under Item 2.02 limits Exchange Act liability while satisfying Reg FD, allowing adjustments before audited results are issued.

Were any other material events disclosed in IQST's 8-K dated June 24 2025?

No additional items—such as financing, governance changes, or legal actions—were reported beyond the preliminary revenue press release.