Welcome to our dedicated page for OneMeta SEC filings (Ticker: ONEI), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
OneMeta Inc. filings document a Nevada public company focused on AI-driven multilingual communication technology and the capital arrangements used to fund and structure that business. Recent Form 8-K reports cover promissory notes, convertible secured notes, warrants, registration rights, security interests in assets and patents, and related common-stock issuance terms.
The filing record also includes disclosures on board observer rights, officer separation and settlement arrangements, stock repurchase agreements, unregistered equity sales, direct financial obligations, exhibits to material agreements, and a Form 12b-25 notice tied to an annual report filing deadline.
OneMeta Inc. received a major investment from Jeffrey Canter and his entity WHPH AI LLC, which now report beneficial ownership of 15,500,000 shares of Common Stock, or 28.9% of the company. This stake comes entirely from convertible securities rather than currently issued shares.
The position is composed of a $1,000,0000 convertible note issued to WHPH under an October 31, 2025 Note and Warrant Purchase Agreement, convertible at $0.08 per share, and a warrant for 3,000,000 shares with a $0.001 exercise price. The note bears 14% interest and matures on October 31, 2028, while the warrant is exercisable at any time until October 31, 2030.
Canter owns 100% of WHPH and has sole voting and dispositive power over the reported shares. The filing states the securities were acquired for passive investment purposes without a present plan to change OneMeta’s management or control. WHPH also received a security interest in certain OneMeta assets and customary demand and piggyback registration rights.
OneMeta Inc. reported sharply higher activity in Q3 2025 but remains unprofitable with tight liquidity. Quarterly revenue reached $474,604 (vs. $3,478 a year ago), and year‑to‑date revenue rose to $1,303,877. Net loss was $827,480 for the quarter and $2,249,160 year‑to‑date. Gross profit for the quarter was $429,074, offset by operating expenses of $1,119,712 and interest expense of $136,842.
As of September 30, 2025, cash was $138,447, current liabilities were $4,307,032, and working capital deficit was $4,076,930. Management disclosed “substantial doubt” about the company’s ability to continue as a going concern. Deferred revenue stood at $405,000, including a $700,000 OEM prepayment from NICE of which $360,000 has been recognized year‑to‑date.
Financing during 2025 included $940,000 in 0% convertible notes (third‑party) and $250,000 (related parties), plus a $353,050 promissory note with a one‑time 12% interest. Subsequent events added an $88,550 promissory note (one‑time 15%) and $2,000,000 of 14% convertible secured notes (fixed conversion price $0.08) with warrants for 6,000,000 shares at $0.08. The company used proceeds to repay $917,966 of notes and $408,486 of credit card balances to its former President, who resigned on October 31, 2025.
OneMeta Inc. entered into definitive agreements for a private placement of 14% secured convertible notes with an aggregate original principal of $2,000,000 at a fixed conversion price of $0.08 per share, alongside 5-year warrants to purchase 6,000,000 common shares at $0.08.
Proceeds are being used to repay prior obligations to the former President, including $917,966 of 14% secured promissory notes and $408,486 of credit card balances, with the balance for working capital and general corporate purposes. The notes amortize over 36 monthly payments, accrue 14% annual interest, and any remaining principal and interest are due on October 31, 2028.
The notes are secured by a security interest, including patents, and include customary events of default and negative covenants limiting additional liens, new debt (other than ordinary-course trade payables), and mergers or major asset sales without holder consent. Holders received one demand and piggy-back registration rights. No placement agent was used; issuance relied on Section 4(a)(2)/Rule 506 of Regulation D.
OneMeta Inc. (ONEI) announced a settlement and leadership change. The company entered into a Confidential General Release and Settlement Agreement and a related Stock Repurchase Agreement with former executive and director Rowland W. Day II and his family trust.
Mr. Day resigned from all roles effective October 31, 2025. OneMeta agreed to pay $917,966.43 for outstanding loans and reimbursable credit card balances and $408,486.01 for accrued salary, payable no later than December 15, 2025. The company will repurchase 4,309,710 shares of Series B-1 Preferred Stock and 307,647 common shares from the trust at per‑share prices of $0.605–$0.66 for the preferred and $0.055–$0.06 for the common, in one or more closings prior to March 27, 2026.
Both parties provided mutual releases, with customary confidentiality and non‑disparagement terms. If the salary payment or repurchase is not completed by the stated dates, the agreements require reappointing Mr. Day to his former executive roles within two days. The company states the resignation was not due to any disagreement on operations, policies, or practices.
OneMeta Inc. reported the entry into material definitive agreements through an 8-K filed September 23, 2025. The filing states the company executed a Secured Promissory Note, a Security Agreement and a Patent Security Agreement, each dated July 30, 2025, between OneMeta Inc. and Rowland W. Day II and the Jaime D. Day Family Trust. The cover page interactive XBRL is embedded and the filing is signed by Rowland Day as President. The filing lists the exhibits but does not disclose monetary amounts, repayment terms, collateral valuation, or other financial details within the provided text.
OneMeta Inc. reported the entry into material definitive agreements through an 8-K filed September 23, 2025. The filing states the company executed a Secured Promissory Note, a Security Agreement and a Patent Security Agreement, each dated July 30, 2025, between OneMeta Inc. and Rowland W. Day II and the Jaime D. Day Family Trust. The cover page interactive XBRL is embedded and the filing is signed by Rowland Day as President. The filing lists the exhibits but does not disclose monetary amounts, repayment terms, collateral valuation, or other financial details within the provided text.