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. reported higher Q1 2026 revenue of $180,117, up from $128,518 a year earlier, but losses and leverage increased sharply. Operating expenses rose to $2.5 million, driven mainly by higher general and administrative and research and development spending, leading to a net loss of $3,306,954 versus $954,215.
Interest expense surged to $926,373 as the company added substantial convertible notes and promissory debt, including 14% secured instruments with attached warrants. Cash was $60,124 and the working capital deficit widened to $6,075,967, with current liabilities of $6,319,486 against total assets of $245,199.
Management states there is substantial doubt about OneMeta’s ability to continue as a going concern and is seeking additional debt and equity financing. Subsequent events include a $3,000,000 reseller prepayment, a $2,850,000 repurchase of Series B‑1 preferred shares, and a default on secured promissory notes that triggered issuance of 8,750,000 common shares. The company also reports material weaknesses in internal controls over financial reporting.
OneMeta Inc. filed Amendment No. 1 to its Annual Report for the year ended December 31, 2025 to correct and restate its patents and trademarks list. The amendment does not change previously reported financial results, which continue to show an early‑stage AI language technology business with significant losses.
In 2025, OneMeta generated revenue of $1,505,866 compared with $31,304 in 2024, reflecting initial commercial traction for its VerbumSuite translation and interpretation platform. The company still reported a net loss of $3,839,617 in 2025, after $4,595,555 in 2024, and its auditor highlighted substantial doubt about its ability to continue as a going concern.
As of December 31, 2025, OneMeta had total assets of $123,780 and total liabilities of $4,431,863, indicating a constrained balance sheet. The company focuses on AI‑driven, real‑time multilingual communication tools and holds a growing portfolio of patents and global trademarks for the OneMeta and Verbum brands.
OneMeta Inc. filed its annual report describing a small but growing AI translation business that remains unprofitable and under financial strain. Revenue for the year ended December 31, 2025 rose to $1,505,866, yet the company recorded a net loss of $3,839,617 and its auditor raised substantial doubt about its ability to continue as a going concern.
OneMeta develops proprietary AI-based interpretation and translation products under its VerbumSuite brand, targeting enterprises needing real-time multilingual communications. It holds multiple patents and global trademarks, but operates with only one employee, material weaknesses in internal control over financial reporting, and relies on equity and convertible debt financing.
OneMeta Inc. disclosed that on April 9, 2026 it issued a warrant to Avaya LLC to purchase up to 22,222,222 shares of its common stock. The warrant carries an exercise price of $0.135 per share and is exercisable on a cash or cashless basis from April 9, 2026 until April 8, 2036, with the exercise price adjustable under certain conditions.
Avaya also received observer rights for meetings of OneMeta’s Board of Directors. The companies entered into a registration rights agreement granting Avaya demand and piggyback registration rights for the shares issuable upon exercise of the warrant. The warrant was issued under a private placement exemption from registration under Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D.
OneMeta Inc. filed a Notification of Late Filing (Form 12b-25) stating it cannot timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and expects to file the Annual Report by April 15, 2025, within the 15 calendar day extension permitted under Rule 12b-25.
The notification is signed by Saul Leal, Chief Executive Officer, dated March 31, 2026. Contact for the notice is provided as (702) 550-0122.
OneMeta Inc. amended its Note and Warrant Purchase Agreement covering existing convertible debt. The company consolidated previously issued notes with aggregate principal of $2.2 million into a single set of Existing Notes and set their maturity date as the earlier of March 26, 2026 or an event of default.
Holders may elect to receive repayment of principal and interest in cash or in shares of common stock, based on a conversion price defined in the notes. If the company has issued a new series of preferred stock after the agreement date, holders can instead choose that preferred stock, valued at the lowest price paid by an unaffiliated investor.
The amendment also adds a “most-favored nation” feature: if OneMeta later issues a convertible note or similar security to another investor on more favorable terms, existing holders may elect within thirty days to revise their notes to incorporate any or all of those better terms.
On February 11, 2026, OneMeta Inc. entered into two short-term promissory notes with an aggregate principal of $200,000, maturing on February 26, 2026. As interest, the company will issue 125,000 restricted common shares to each noteholder. If the principal and these shares are not paid on the maturity date, an additional 125,000 shares will accrue and become payable starting the day after maturity and on each three‑month period thereafter while amounts remain unpaid.
OneMeta Inc. investor Paul Jarman and Jarman Family Holdings LLC report beneficial ownership of 15,500,000 shares of common stock, representing 28.9% of the company. This stake comes entirely from a convertible note and warrant investment, not from open-market share purchases.
Under an October 31, 2025 Note and Warrant Purchase Agreement, Jarman Family Holdings received a $1,000,0000 convertible note bearing 14% interest, convertible at $0.08 per share and maturing on October 31, 2028, plus a warrant for 3,000,000 shares at an exercise price of $0.001, expiring October 31, 2030. The 15,500,000 shares reflect 12,500,000 shares issuable upon conversion of the note and 3,000,000 issuable upon warrant exercise, calculated against 38,090,943 shares outstanding as of November 14, 2025.
The filing describes the position as a passive investment, stating no present plans to change management or control. Jarman has been appointed a strategic adviser to OneMeta, providing non-binding advice. Jarman Family Holdings also holds a security interest in certain issuer assets and customary demand and piggyback registration rights tied to this financing.
OneMeta Inc. insider Paul Jarman, reporting as a 10% owner, has filed an initial statement of beneficial ownership showing indirect holdings through Jarman Family Holdings, LLC. The LLC holds a convertible note that can be turned into 12,500,000 shares of common stock at a conversion price of $0.08 per share. The note bears 14% interest and matures on October 31, 2028, so the eventual share count could rise as interest accrues. The LLC also holds a warrant to buy up to 3,000,000 common shares at an exercise price of $0.001 per share, exercisable at any time until October 31, 2030. Jarman and his wife own 100% of the LLC and he has sole voting and dispositive power over these securities.
OneMeta Inc. insider Jeffrey Canter, a 10% owner, filed an initial Form 3 reporting indirect holdings through WHPH AI, LLC. WHPH holds a convertible note for 12,500,000 underlying shares of common stock at a conversion price of $0.08, bearing 14% interest and maturing on October 31, 2028. WHPH also holds a warrant to purchase up to 3,000,000 common shares at an exercise price of $0.001 per share, exercisable at any time until October 31, 2030. Canter and his wife own 100% of WHPH and he has sole voting and dispositive power over these securities.