Hypha Labs, Inc. filings document public-company reporting for a Nevada issuer developing functional mushroom technologies. Recent disclosures include Form 8-K material-event reporting on changes in the company's independent registered public accounting firm, including board approval of a new auditor and dismissal of the prior auditor.
The filing record also includes Form 12b-25 notification related to the timing of the company's annual report and audit completion. These disclosures address audit status, prior going-concern language in financial statements, governance actions, reporting obligations, and related certification matters for FUNI.
Hypha Labs, Inc. reported no revenue for the three and six months ended March 31, 2026 and remains pre-commercial as it pivots from cannabis testing to its Hypha Micropearl mushroom bioreactor business. The company posted a net loss of $521,114 for the quarter and $1,042,752 for six months.
At March 31, 2026, Hypha held $82,200 of cash, total assets of $159,819, total liabilities of $2,942,422, and a stockholders’ deficit of $3,116,203. Management disclosed negative working capital of $1,338,365 and an accumulated deficit of $24,692,079, and stated these factors raise substantial doubt about its ability to continue as a going concern.
To fund operations, Hypha raised $150,000 through a new senior secured convertible note, $102,500 from notes payable, and net proceeds of $57,484 from sales of Series D Preferred units under a Regulation A offering, while also converting $90,000 of debt into equity. Interest expense rose sharply to $147,339 for the six months, reflecting higher note and convertible note balances.
Hypha Labs, Inc. reported unaudited results for the three months ended December 31, 2025 with no revenue and a net loss of $521,638, an improvement from a $1,339,641 loss a year earlier. Operating expenses fell sharply as prior-period stock-based compensation dropped.
At December 31, 2025, the company had cash of $42,854, negative working capital of $1,006,193, total liabilities of $2,743,090 and a stockholders’ deficit of $2,685,089. Management states these conditions raise substantial doubt about its ability to continue as a going concern.
Hypha has exited cannabis testing and is developing its Hypha Micropearl bioreactor for at-home functional mushroom production. To support this shift, it relies on debt and equity financing, including $57,485 of net proceeds from a Regulation A offering of Series D preferred stock and warrants during the quarter, alongside increased notes and convertible notes payable.
Hypha Labs, Inc. reported that its board has changed the company’s independent auditor for the fiscal year ending September 30, 2026. The board approved the engagement of Astra Audit and Advisory, LLC and dismissed Fruci & Associates II, PLLC as the current auditor.
Fruci’s audit reports for the years ended September 30, 2024 and 2025 contained clean opinions but included explanatory paragraphs and footnotes raising substantial doubt about Hypha Labs’ ability to continue as a going concern. The company states there were no disagreements or reportable events with Fruci, has requested Fruci’s confirming letter to the SEC, and notes it did not consult with Astra on accounting or audit matters before this appointment.
Hypha Labs, Inc. files its annual report describing a full pivot from its former cannabis testing business to developing the Hypha Micropearl accelerator, a home device that produces functional mushroom "Micropearls" in eight days for use in food and beverages. The company targets a share of a functional mushroom market it cites at $34.75 billion in 2024, growing to $65.83 billion by 2030. It has filed two U.S. patent applications around AI-driven mycelium processing and uses the unregistered Micropearls trademark. The report discloses that the auditor has raised substantial doubt about Hypha Labs’ ability to continue as a going concern due to recurring losses and the need for significant additional financing to complete product development and commercialization. As of January 15, 2026, the company had 155,521,825 common shares outstanding, a non-affiliate market value of $3,069,772 as of March 31, 2025, trades on the OTCQB under “FUNI,” and had 15,420,000 options and warrants outstanding under compensation and consulting arrangements.
Hypha Labs, Inc. filed a Form 12b-25 to notify regulators that its Form 10-K for the fiscal year ended September 30, 2025 will be filed late. The company explains that it could not submit the annual report on time because the audit of its financial statements for that fiscal year had not been completed by the close of business on December 29, 2025, the prescribed due date. By filing this notification of late filing, Hypha Labs formally discloses the delay in its audited annual financial report.