Every 8-K that ONAR HOLDING CORP (ONAR) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow ONAR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ONAR filings page.
ONAR Holding Corporation entered into Amendment No. 2 to its non-binding letter of intent with Advertise Purple, Inc. for the proposed acquisition of all Advertise Purple equity. The amendment gives ONAR the right, but not the obligation, to extend the transaction Outside Date from August 27, 2026 to September 28, 2026 if it pays a $250,000 Second Down Payment to Advertise Purple on or before August 27, 2026. Upon such payment, the total down payment under the letter of intent becomes $1,250,000, and the cash consideration payable at closing is increased to $12,825,000, with $1,250,000 credited against the purchase price at closing. The parties have not yet executed a binding Definitive Agreement, and the acquisition remains subject to negotiation, execution of definitive documentation, and closing conditions.
ONAR Holding Corporation entered into Amendment No. 1 to its non-binding letter of intent with Advertise Purple, Inc. on July 27, 2026. Under this amendment, ONAR agreed to pay Advertise Purple a $1,000,000 down payment toward the purchase price for a proposed acquisition of all outstanding equity of Advertise Purple under a fully negotiated but unexecuted Proposed Purchase Agreement attached as an exhibit. The down payment will be credited dollar-for-dollar against the purchase price at closing.
The down payment becomes refundable only if ONAR delivers a Closing Readiness Notice and Advertise Purple, the Seller Parties, or Kyle Mitnick fail to sign the Proposed Purchase Agreement in its attached form and consummate closing within five business days; in that case Advertise Purple must return the funds within three business days of ONAR’s demand. In all other scenarios, including if ONAR chooses not to proceed or the transaction fails for other reasons, the down payment is non-refundable and retained by Advertise Purple. The amendment also sets an Outside Date of August 27, 2026, after which the amendment and original LOI automatically terminate if the Proposed Purchase Agreement has not been executed, or if executed, ONAR does not fund the purchase price within two business days. The company notes that completion of the transaction and its broader plans remain subject to significant risks, including substantial doubt about its ability to continue as a going concern, working capital deficits, need for additional financing, and satisfaction of closing conditions.
ONAR Holding Corporation, through subsidiary ONAR LLC, entered into a settlement agreement and mutual release with the Jeffrey L. Feinberg Personal Trust and related parties resolving litigation over a $1,500,000 Senior Secured Promissory Note dated March 18, 2024. The Trust had alleged breach of contract and unjust enrichment and claimed the note matured on March 18, 2025 without repayment, while the company disputed the claims. Under the agreement, the company will pay $1,500,000 of principal plus simple interest at 18% per annum from March 18, 2024, with an initial payment of $50,000, a $300,000 payment due by August 30, 2026, fourteen quarterly installments of $75,000, and a final true-up payment on the first business day of February 2030 for any remaining principal and accrued interest.
The settlement calls for dismissal of the action as between the company and the Trust and includes mutual releases and non-disparagement commitments among the parties. The Trust and Jeffrey L. Feinberg also agreed not to engage in short sales of ONAR stock and to limit any single-day share sales to 10% of the average daily reported trading volume over the preceding five trading days.
ONAR Holding Corporation amended its Articles of Incorporation, effective June 22, 2026, to increase the authorized number of common shares from 1,000,000,000 to 3,000,000,000. The common stock has a par value of $0.001 per share. The amendment had been approved by the board of directors and by written consent representing approximately 76.8% of the voting power of the outstanding common stock on May 5, 2026. The full text of the amendment is included as an exhibit to this report.
ONAR Holding Corporation reported that subsidiary ONAR, LLC agreed to sell substantially all assets of another subsidiary, VMED Services, LLC, to VMED Consulting, Inc. for aggregate consideration of $1,500,000. The price is structured as a Promissory Note payable in monthly installments of $5,000 starting on January 1, 2026 through December 30, 2031, with a final balloon payment of remaining principal and accrued interest due at maturity.
The purchased assets include VMED Services’ business operations and goodwill, client relationships and contracts, accounts receivable, and certain intellectual property, excluding intellectual property specifically related to the ‘Of Kos’ brand name. The Promissory Note is fully guaranteed by Michael Steven, President of VMED Consulting, Inc., in his individual capacity. ONAR also provided unaudited pro forma condensed consolidated financial information to show how the VMED Services sale would have affected its balance sheet and results of operations for specified historical periods.
ONAR Holding Corporation reported that it amended its Articles of Incorporation, effective September 29, 2025, to increase the authorized number of common shares from 450,000,000 to 1,000,000,000. This change expands the number of shares the company may issue in the future but does not itself issue any new shares.
The amendment was first approved by the board of directors on July 30, 2025, subject to stockholder approval, and then approved by written consent representing approximately 83.5% of the voting power of the outstanding common stock. The full text of the certificate of amendment is filed as an exhibit to the report.
ONAR Holding Corporation reported that a subsidiary completed the acquisition of all outstanding equity interests of Juice Labs LLC on September 15, 2025. The buyer, Storia Agency, LLC, paid initial consideration of $2,000,000, subject to adjustment and holdback under a Securities Purchase Agreement that includes customary covenants and indemnities.
The sellers may also receive additional earnout payments equal to 10% of certain “Net New Revenue” from new clients they refer over several years. Each earnout payment, if any, will be made half in cash and half in shares of ONAR common stock, priced using a 10-day volume-weighted average. Any such shares will be issued in a private transaction relying on a Section 4(a)(2) exemption and will be restricted securities not registered with the SEC.