Stark Focus Group, Inc. (SKFG) identifies Matthew K. Szot as its Chief Financial Officer and a reporting person on a Form 3.
Stark Focus Group, Inc. director David I. Rosenberg reported indirect ownership of 2,075,000 shares through MJG Polo LLC, based on his 25% equity interest in the entity. MJG directly holds 8,300,000 shares. MJG acquired those shares from Compass North Holdings Limited, the selling stockholder, on June 25, 2026, for an aggregate purchase price of $355,000 under a Purchase Agreement dated June 9, 2026.
Stark Focus Group, Inc. (SKFG) CEO, director and 10% owner John C. Lipman reported indirect ownership of 4,150,000 common shares through MJG Polo LLC. The LLC directly holds 8,300,000 shares, which it acquired from selling stockholder Compass North Holdings Limited on June 25, 2026, for an aggregate purchase price of $355,000. Lipman owns half of MJG’s equity interest.
Stark Focus Group, Inc. (SKFG) appointed Matthew Szot as chief financial officer effective October 8, 2026, replacing John Lipman, who remains chief executive officer. Szot will report to the CEO.
Szot’s initial annual base salary is $450,000. He is eligible for a cash bonus targeted at 50% of base salary if Board-set performance targets are met, and annual long-term incentive awards targeted at 50% to 75% of base salary starting in 2027, subject to Board approval. The agreement provides a fully vested equity award with a $200,000 grant-date fair value within 30 days after common stock first lists and begins trading on The Nasdaq Stock Market LLC, if Szot is employed in good standing that day. If employment ends earlier through termination without cause, resignation for good reason, or company non-renewal, and the uplisting occurs within six months, the company will pay $200,000 cash instead.
The agreement has a one-year initial term, with successive one-year renewals unless either party gives at least 60 days’ prior written notice. During the first six months, company termination may trigger four weeks’ base-salary severance; after probation, termination without cause or resignation for good reason may trigger three months’ salary and acceleration of time-based unvested awards, subject to a release.
Stark Focus Group, Inc. (SKFG) has undergone a major strategic shift following a June 25, 2026 change of control under which MJG Polo LLC acquired approximately 83.43% of the outstanding common stock and new leadership was installed. The company has exited its prior drone and apparel activities and now plans to develop, own, and operate powered-shell data centers globally to support AI and high-performance computing workloads. It has signed a non-binding memorandum of understanding for a joint venture data center project in South Asia and is actively evaluating multiple U.S. sites with significant power availability, while relying entirely on external advisers and contractors.
Stark currently has no operating data centers, no real estate, minimal staff, and limited capital, and its auditor has expressed substantial doubt about its ability to continue as a going concern based on an accumulated deficit of $225,686, a 2025 net loss of $42,124, and negative working capital of $81,794. It raised $400,000 in a recent private placement but discloses that its new strategy will require substantial additional financing, faces intense competition from well-capitalized data-center operators, and is exposed to extensive regulatory, environmental, power, water, cyber-security, AI-export-control and international-jurisdiction risks. Common stock trades on the OTC Pink market, is thinly traded, considered a penny stock, and approximately 91.02% of voting power is concentrated with executives, directors and 5% holders.
Stark Focus Group, Inc. (SKFG) reported that on September 10, 2026 its board discharged Boladale Lawal & Co. as independent registered public accounting firm and engaged CBIZ CPAs P.C. instead, citing a desire to work with a firm closer to its new New York City operating headquarters.
The prior auditor’s reports for the two most recent fiscal years contained explanatory paragraphs expressing substantial doubt about the Company’s ability to continue as a going concern but no adverse or qualified opinions. The Company also notes previously reported material weaknesses in internal control over financial reporting, including inadequate segregation of duties, insufficient written policies and procedures, and a lack of formal review and approval for related party transactions. The Company states there were no disagreements or other reportable events with either the prior or new auditor beyond these disclosed weaknesses.
Stark Focus Group, Inc. (SKFG) reports that its Board on September 8, 2026 and holders of a majority of its common stock on September 9, 2026 approved the Stark Focus Group, Inc. Equity Incentive Plan, which became effective immediately upon stockholder approval. The plan covers employees, directors and consultants and permits a wide range of equity awards, including stock options, restricted stock, stock appreciation rights, performance awards, unrestricted stock and distribution equivalent rights. It initially reserves 5,000,000 shares of common stock for issuance and includes an annual increase each January 1 for five years, starting in 2027, so that reserved shares equal 15% of common shares outstanding at the prior December 31. During any fiscal year, total equity awards plus cash fees to a non-employee director may not exceed $1,000,000 in aggregate value.
Separately, the Board on August 31, 2026 and majority stockholders on September 1, 2026 approved a corporate action to increase authorized common stock from 100,000,000 to 500,000,000 shares. A Certificate of Amendment reflecting this change was filed with the Nevada Secretary of State on September 9, 2026 and became effective immediately.
Stark Focus Group, Inc. reported no cash, no assets, and total liabilities of $5,087 at June 30, 2026, resulting in a stockholders’ deficit of $5,087. During the quarter the company eliminated $201,333 of debt, accrued interest, and payables, mainly via forgiveness by its former controlling shareholder and termination of third-party convertible notes.
The company posted net income of $65,004 for the first half of 2026, driven entirely by an $88,612 one-time gain on debt forgiveness; it generated no revenue and continues to incur general and administrative and finance costs. Management states that the lack of cash and operating revenues raises substantial doubt about its ability to continue as a going concern.
On June 25, 2026, MJG Polo LLC acquired 8,300,000 shares, or 83.43% of the then-outstanding shares, and the company shifted strategy to developing and operating data centers for AI infrastructure, including a non-binding MOU for a potential Asia-Pacific data center. After quarter-end, it raised $400,000 in a private placement of 8,400,000 shares. Disclosure controls were deemed not effective due to a material weakness in internal controls.
On July 20, 2026, Stark Focus Group, Inc. entered into separate Share Purchase Agreements with HCDC LLC and Great Ocean Invest LLC to privately sell common stock. Each investor agreed to purchase 4,200,000 shares of common stock, par value $0.0001 per share, for cash consideration of $200,000.
After giving effect to the new shares, each investor’s holdings will represent 22.89% of Stark Focus Group’s issued and outstanding shares, or 45.78% in total. The transactions, expected to close in the next few days, rely on an exemption from registration under Section 4(a)(2) of the Securities Act of 1933.
Stark Focus Group, Inc. reported a change in control and a leadership transition. On June 25, MJG Polo LLC completed a stock purchase agreement with Compass North Holdings Limited to buy 8,300,000 common shares for $355,000, representing about 83.43% of the company’s outstanding stock.
Following this transaction, longtime officer Cao Zhi Fen resigned from all roles. David I. Rosenberg was appointed chairman and director, and John Lipman became chief executive officer, chief financial officer and director. Both new leaders bring extensive investment banking and capital markets experience, suggesting a strategic shift in the company’s direction under new majority ownership.