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Rank One Computing signs DOJ deal worth up to $64.3M

The seven one-year options depend on government election and available appropriations; only the base period is presently funded.

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Form Type
8-K

Rhea-AI Filing Summary

Rank One Computing Corp. (ROC) entered into a contract with the U.S. Department of Justice’s Executive Office for United States Attorneys to develop and support a Digital Evidence Review Platform for reviewing, analyzing, and producing digital evidence, including cellphone and social media data. The one-year base period runs from September 22, 2026 through September 21, 2027, and EOUSA is obligated to pay $7,414,143.80 for that period.

The contract includes seven successive one-year options. If EOUSA exercises all seven, the potential amount payable over the eight-year term is $64,301,418.24. EOUSA may elect to exercise the options, subject to the availability of appropriations, and only the base period is presently funded. The base period includes setup services on a time-and-materials basis subject to a not-to-exceed amount; later option periods include operations, maintenance, and support services. The government may terminate or decline to renew the contract, in whole or in part, at its convenience.

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Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Base-period payment $7,414,143.80 EOUSA is obligated to pay this amount for the period from September 22, 2026 through September 21, 2027.
Potential contract amount $64,301,418.24 Potential amount payable if EOUSA exercises all seven one-year option periods.
Base period 1 year September 22, 2026 through September 21, 2027.
Option periods 7 one-year periods EOUSA may elect to exercise them successively.
Contract term 8 years One-year base period followed by seven one-year option periods.
time and materials financial
"services on a time and materials basis"
A time and materials contract is an agreement where a buyer pays for work based on the actual hours spent plus the cost of supplies used, typically billed at agreed hourly rates and material markups. For investors, it matters because revenue and profits are tied to how much work and materials are consumed—like paying a mechanic by the hour plus parts—so costs are less predictable but the provider is reimbursed for actual effort and resources.
firm fixed price financial
"on a firm fixed price basis"
A firm fixed price is a contract where the buyer and seller agree on a single, unchanging price for goods or services that does not shift if the seller’s costs go up or down. Investors care because it makes revenue and profit more predictable for the seller while transferring cost risk to the seller; like agreeing to buy a meal at a set price even if ingredient costs later rise, it can boost short-term stability but increase exposure to cost overruns.
not-to-exceed amount financial
"subject to a not-to-exceed amount"
cold-tier storage technical
"review of data in cold-tier storage"
hot-tier storage technical
"analyze data in hot-tier storage"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much is ROC’s DOJ contract worth?

The potential amount payable is $64,301,418.24 if EOUSA exercises all seven one-year options. EOUSA is obligated to pay $7,414,143.80 for the one-year base period.

How is ROC’s DOJ contract priced?

The base period includes time-and-materials setup services and travel costs, each subject to a not-to-exceed amount. It also includes a firm fixed-price one-year ROC Evidence license, per-device processing and analysis licenses, and storage-based licenses for review and analysis.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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false 0002077709 0002077709 2026-09-14 2026-09-14 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

UNITED STATES

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): September 14, 2026

 

RANK ONE COMPUTING CORPORATION

(Exact name of registrant as specified in its charter)

 

Colorado   001-43137   47-3970528
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

1290 Broadway, Suite 1200, Denver, Colorado 80203

(Address of principal executive offices, including zip code)

 

(303) 317-6118

(Registrant’s telephone number, including area code)

 

N/A

(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:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, $0.01 par value per share   ROC   The Nasdaq Stock Market LLC

 

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 1.01 Entry into a Material Definitive Agreement.

 

On September 14, 2026, Rank One Computing Corporation (the “Company”) entered into a Contract for Commercial Products and Commercial Services (the “Contract”) with the U.S. Department of Justice (“DOJ”) Executive Office for United States Attorneys (“EOUSA”) to develop and support a Digital Evidence Review Platform (DERP) for ingestion, review, analysis, and production of eDiscovery content, including cell phone and social media data, for use in federal prosecutions. The Contract provides for a one-year base period, followed by seven one-year option periods that EOUSA may elect to exercise successively.

 

Fees. The one-year base period runs from September 22, 2026 through September 21, 2027, for which EOUSA is obligated to pay the Company $7,414,143.80 for the following services, licenses and costs (i) services on a time and materials basis, subject to a not-to-exceed amount, to create, customize, initialize and establish the DERP environment, (ii) a one-year base license to ROC Evidence on a firm fixed price basis for deployment in the DERP environment, (iii) licenses to use ROC Evidence to process and analyze devices on a firm fixed price per device, (iv) licenses to use ROC Evidence for review of data in cold-tier storage on a firm fixed price per amount of data stored, charged annually, (v) licenses to use ROC Evidence to analyze data in hot-tier storage on a firm fixed price per amount of data analyzed, and (vi) travel costs, subject to a not-to-exceed amount. Each of the seven one-year option periods includes the same categories of ROC Evidence licenses, at annually escalating unit prices, and travel costs. Services in the first option period continue on a time and materials basis, subject to a not-to-exceed amount, and services in the second through seventh option periods consist of environment operations, maintenance and support on a firm fixed price basis. If EOUSA exercises its options for all seven option periods, the aggregate potential amount payable to the Company by EOUSA under the Contract would be $64,301,418.24 over the eight-year term.

 

Additional Terms. The Contract incorporates by reference applicable flow-down clauses under the Federal Acquisition Regulation (FAR) and the Company’s quote.

 

The foregoing description of the Contract does not purport to be complete and is qualified in its entirety by reference to the full text of the Contract, including its incorporated terms, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. Portions of Exhibit 10.1 have been redacted in accordance with Item 601(b)(10)(iv) of Regulation S-K.

 

Item 7.01 Regulation FD Disclosure.

 

On September 28, 2026, the Company issued a press release announcing its entry into the Contract described in Item 1.01 of this Current Report on Form 8-K. A copy of the press release is furnished as Exhibit 99.1 and is incorporated herein by reference.

 

The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

1

 

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
10.1†   Contract for Commercial Products and Commercial Services, dated September 14, 2026, between the Company and the Department of Justice Executive Office of United States Attorneys (certain information redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K)
99.1   Press Release, dated September 28, 2026
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

†Portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K because the omitted information is both (i) not material and (ii) the type that the Company treats as private or confidential.

 

2

 

 

SIGNATURE

 

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.

 

RANK ONE COMPUTING CORPORATION  
   
Date: September 30, 2026  
     
By: /s/ B. Scott Swann  
Name: B. Scott Swann  
Title:  Chief Executive Officer  

 

3

 

Exhibit 99.1

 

 

ROC Secures $64.3 Million U.S. Department of Justice Contract for Digital Evidence Technology

 

Eight-year DOJ contract establishes strategic beachhead for ROC Evidence

 

Validates ROC’s expanded digital evidence platform and the strategic value of its ZTC acquisition

 

DENVER, CO, September 28, 2026 - Rank One Computing Corporation d/b/a ROC, (Nasdaq: ROC) (“ROC” or the “Company”), a U.S. leader in Vision AI, building unified biometric, video analytics, and digital evidence solutions, today announces that it has been awarded an eight-year contract with the United States Department of Justice (DOJ) at a total contract value of $64.3 million. Under the contract, ROC Evidence will support the DOJ’s Digital Evidence Review Platform (DERP) program, with review, analysis, and production of digital evidence for federal prosecutions.

 

“We are honored that the DOJ has selected ROC Evidence for this significant competitive win and consequential beachhead contract for ROC,” said ROC CEO B. Scott Swann. “This award signals trust and validation for our product, demonstrates our ability to execute on long-term federal programs, and leaves ROC well-positioned to capture additional government opportunities with durable, high-margin revenue.”

 

This eight-year DOJ contract has a total value of $64.3 million, including a committed one-year base period valued at approximately $7 million. The contract also includes seven one-year option periods, which, if exercised at the DOJ’s sole discretion and subject to the availability of appropriations, would generate ongoing revenue for ROC. Under the contract, ROC will develop and support DERP, enabling the ingestion, review, analysis, and production of e-discovery content, including cellphone and social media data, in support of federal prosecutions.

 

“This win builds on the momentum from our recent federal ABIS award, ROC’s first win of a strategic beachhead customer, and represents another important step for ROC’s competitive technologies that are gaining adoption across the federal market,” added Swann. “From biometric identification to digital evidence, America’s agencies need American-made technology that can perform at scale, support real-world workflows, and break down siloed systems, data sources, and teams.”

 

The award also reinforces the strategic value of ROC’s acquisition of ZTC, bringing together teams that have worked alongside one another for many years with decades of operational experience supporting consequential investigations and events. ZTC’s digital forensics technology and more than two decades of federal experience expand ROC Evidence’s capabilities for large-scale data ingestion, processing, and analysis, strengthening ROC’s ability to support major federal and national security programs at scale.

 

 

 

 

About ROC

 

ROC is a leading U.S. developer and manufacturer of Vision AI, delivering sovereign biometrics, video analytics, and digital evidence through a unified platform. This enables agency and integrator partners to unlock faster, more accurate, and cost-efficient capabilities. At its core, ROC transforms raw pixels into real-time operational awareness for defense, public safety, and digital commerce. The Company is headquartered in Denver, Colo., with additional hubs in Grand Rapids, Mich., and Morgantown, W.V. For more information, please visit the Company’s website: www.roc.ai.

 

Forward-Looking Statements

 

This Press Release contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident,” and similar expressions that predict or indicate future events or trends or that are not statements of historical fact. Among other things, the description of the obtained contract in this announcement contains forward-looking statements. These forward-looking statements reflect the current analysis of existing information and are subject to various risks and uncertainties. As a result, caution must be exercised in relying on forward-looking statements. Due to known and unknown risks, actual results may differ materially from the Company's expectations or projections. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to: (i) the U.S. Government’s right to terminate or decline to renew the contract, in whole or in part, at its convenience; (ii) the fact that only the base period is presently funded and that exercise of any option period is at the Government’s sole discretion and subject to the availability of appropriations, such that the full $64.3 million total contract value may not be realized; (iii) risks relating to the Company’s performance under, and its ability to satisfy the technical, delivery, and staffing requirements of, the contract; (iv) changes in government budgets, funding levels, spending priorities, and procurement policies; (v) risks relating to the integration of the ZTC acquisition and the realization of its anticipated benefits; and (vi) the Company’s goals, strategies, future business development, financial condition, and results of operations.Further information regarding these and other risks is included in the Company’s filings with the SEC. All information provided in this press release is as of the date of this press release, and the Company undertakes no obligation to update any forward-looking statement, except as required under applicable law.

 

Media inquiries:

 

Matt Aitken, VP of Marketing

media@roc.ai

 

Investor inquiries:

 

CORE IR

ir@roc.ai

 

 

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