8-K: Catalyst Crew Pivots to AI Digital Health, New Leadership

Catalyst Crew Technologies Corp. has completed a change in control and acquired AI-driven healthcare assets, pivoting from a shell company to a digital health technology firm under new leadership.

Summary

• Catalyst Crew Technologies Corp. (CCTC) has undergone a change in control and acquired assets related to an artificial intelligence-enabled healthcare analytics system and a technology-enabled healthcare services coordination platform.
• The company has transitioned from its prior status as a shell company and intends to operate as a development-stage digital health technology company, integrating AI-driven analytics, telehealth, and hybrid home-based medical services.
• Kevin Rodan Levy acquired 28,000,000 shares of common stock for $10,000 in cash, becoming the majority shareholder.
• As consideration for the acquired assets, CCTC issued 12,000,000 shares of restricted common stock to Kevin Rodan Levy.
• Following these transactions, Kevin Rodan Levy beneficially owns approximately 40,000,000 shares, representing about 71.1% of the company's 56,296,895 issued and outstanding common shares.
• Andrew Gaudet, Waqas Nakhwa, Navneet B. Tayal, and Vineet Jawa resigned from their director and officer positions.
• Kevin Rodan Levy was appointed as the company's sole Director, Chief Executive Officer, President, Chief Financial Officer, Secretary, and Treasurer.
• The company has not generated revenue to date and remains in the development and pre-commercialization stage, incurring net losses for the year ended December 31, 2025, and the nine months ended September 30, 2025.
• CCTC's AI platform includes disease-focused modules (CardioAI, PulmoAI, NeuroAI) under development, with patents issued in Venezuela.
• The company plans a phased deployment strategy, initially focusing on Latin America, with Colombia identified as a prospective initial expansion market.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this as a highly speculative development-stage company with significant potential but also substantial risks, including no revenue, limited capital, and a going concern warning. The pivot to digital health and AI is strategically sound but execution is unproven.

Positives

• The company has a new strategic direction, pivoting from a shell company to a digital health technology firm with a focus on AI-driven healthcare analytics and telehealth.
• Acquisition of intellectual property related to AI healthcare analytics and a technology-enabled healthcare services coordination platform provides a foundational asset for future operations.
• The new CEO, Kevin Rodan Levy, brings a combined background in clinical medicine, healthcare operations, business administration, and technology-focused training relevant to the new business model.
• The company holds issued patents in Venezuela for its CardioAI, PulmoAI, and NeuroAI modules, providing some intellectual property protection in that jurisdiction.
• The focus on Latin America, particularly Colombia, targets a region with expanding digital health adoption and growing private healthcare expenditures.

Negatives

• The company is a development-stage entity with no operating history and has not generated any revenue to date.
• CCTC has incurred recurring operating losses and has limited financial resources, raising substantial doubt about its ability to continue as a going concern.
• The company will require substantial additional capital to fund operations, software development, regulatory compliance, and international expansion.
• The asset acquisition and change in control involved a related-party transaction, as Kevin Rodan Levy is the sole director and executive officer.
• The company's artificial intelligence models are in development, have not undergone clinical validation studies, and have not obtained regulatory clearance for any diagnostic claims.
• Intellectual property protection is currently limited to Venezuela, with no issued patents in the United States or other major jurisdictions.
• Material weaknesses in internal control over financial reporting due to limited accounting personnel and lack of segregation of duties were identified.

Risks

• Limited operating history and lack of revenue, with future success dependent on development completion, regulatory approvals, customer acquisition, and sustainable revenue generation.
• Need for substantial additional capital to fund operations, with no assurance of obtaining financing on acceptable terms or at all.
• Substantial doubt about the company's ability to continue as a going concern, potentially impacting investor confidence and financing ability.
• Risk that the business model may not achieve market acceptance due to reluctance of healthcare providers and patients to adopt new technologies, pricing structures, reimbursement limitations, and integration challenges.
• Artificial intelligence models may not perform as intended, producing inaccurate, incomplete, or biased outputs, leading to liability claims or limiting adoption.
• AI software may be classified as regulated medical device software, requiring lengthy, uncertain, and costly regulatory clearance processes.
• The highly regulated healthcare industry and evolving regulatory frameworks (including for AI in healthcare) could increase compliance costs or restrict the business model.
• Potential medical liability exposure if errors or misinterpretation of AI outputs contribute to adverse clinical outcomes.
• Intense competition in the digital health, AI healthcare analytics, and telehealth industries from companies with greater resources, operating histories, and established networks.
• Patent protection is limited to Venezuela, and there is no assurance that these patents will provide meaningful competitive protection or that equivalent protection will be obtained elsewhere.
• Enforceability and practical value of Venezuelan patents may be limited due to legal, economic, and political uncertainties.
• Patents may be challenged, invalidated, or circumvented by third parties.
• Patent claims may not be broad enough to cover commercially valuable implementations.
• Inability to obtain patent protection in additional jurisdictions due to cost and time constraints.
• Issuance of patents does not constitute regulatory approval for medical use.
• Potential for intellectual property infringement claims from third parties.
• Risks associated with the use of open-source software components, including licensing restrictions.
• Data privacy, cybersecurity, and cross-border data transfer risks due to processing sensitive healthcare information.
• Additional risks associated with expansion into foreign markets, including political instability, regulatory uncertainty, currency fluctuations, and economic volatility.
• Dependence on key personnel, specifically the sole officer and director, Kevin Rodan Levy.
• Majority stockholder control, which may discourage change-of-control transactions.
• Common stock may be volatile and illiquid due to development-stage status and lack of revenue.
• Future issuances of common stock may result in dilution to existing stockholders.
• Planned corporate name and symbol change is subject to approval by the Nevada Secretary of State and FINRA, with no assurance as to timing or approval.

Future Outlook

The company intends to operate as a digital health technology company, integrating AI-driven healthcare analytics, telehealth infrastructure, and hybrid home-based medical services. It plans a phased deployment strategy, initially focusing on Latin America, with Colombia identified as a prospective initial expansion market. The revenue model is anticipated to include subscription-based software licensing, usage-based platform access fees, and coordination fees for telehealth and hybrid care services. Commercial deployment will require completion of platform development, regulatory compliance, strategic partnerships, marketing, and additional capital investment.

Management Comments

• Management intends to address the going concern risk by pursuing capital raising activities and advancing development of its technology platform.
• Management does not believe that historical period-to-period comparisons are meaningful indicators of future operating performance because the company has not yet commenced revenue-generating operations.
• Management intends to address material weaknesses in internal control over financial reporting as resources permit, though remediation may require additional personnel and financial investment.

Industry Context

StockSavvy.ai notes that Catalyst Crew's pivot into AI-driven digital health and telehealth aligns with a significant global trend towards technology integration in healthcare, aiming to improve access, efficiency, and patient outcomes. The focus on Latin America, particularly Colombia, targets a growing but fragmented market with increasing digital health adoption and structural inefficiencies in care access. This move positions the company in a highly competitive landscape, where established virtual care platforms, healthcare IT vendors, and global technology companies are already vying for market share.

Comparison to Industry Standards

• StockSavvy.ai notes that direct comparison to established digital health and AI healthcare analytics companies like Teladoc Health, Amwell, or even regional players in Latin America is premature given Catalyst Crew's development stage, lack of revenue, and absence of clinical validation.
• The company's strategy to integrate AI analytics with telehealth and hybrid home-based services aligns with broader industry trends towards integrated care models, but execution risk is high.
• Unlike many established players with extensive clinical trial data and regulatory clearances, Catalyst Crew's AI modules are still in development and lack regulatory approvals, placing it at a significant disadvantage in terms of market readiness and credibility.

Management Changes

Corporate Governance

Legal Proceedings

• The company is not currently a party to any material legal proceedings.
• Management is not aware of any pending or threatened litigation that would have a material adverse effect on the company's business, financial condition, or results of operations.

Related Party Transactions

• **Asset Purchase Agreement:** On February 17, 2026, the company entered into an Asset Purchase Agreement with Kevin Rodan Levy (the company's CEO and sole Director) to acquire AI healthcare analytics and technology-enabled healthcare services platforms. As consideration, the company issued 12,000,000 shares of its restricted common stock to Dr. Levy.
• **Affiliate Stock Purchase Agreement:** On February 17, 2026, Kevin Rodan Levy acquired 28,000,000 shares of the company's common stock from Andrew Gaudet (a former majority shareholder) for $10,000 in cash. This transaction resulted in Dr. Levy becoming the company's majority stockholder and a change in control.

Stakeholder Impact

• **Shareholders:** Existing shareholders experienced a significant change in control and business direction. The issuance of 12,000,000 shares to Dr. Levy for assets, combined with his purchase of 28,000,000 shares, resulted in a substantial concentration of ownership (71.1%) by one individual, potentially limiting the influence of other shareholders. Future capital raises could lead to further dilution.
• **Employees:** The company currently has no employees, with operations managed by its sole officer and director. Future growth would necessitate hiring, creating new employment opportunities.
• **Customers:** Potential future customers (healthcare providers and patients) could benefit from the integrated digital health platform, but market acceptance and regulatory approvals are critical for adoption.
• **Creditors:** The company's 'going concern' warning and need for additional capital indicate a higher risk profile for potential creditors.
• **Regulatory Authorities:** The company's new business model in digital health and AI will subject it to extensive healthcare, telemedicine, and data protection regulations, requiring significant compliance efforts.

Next Steps

• Prepare and file appropriate corporate action documentation with the Nevada Secretary of State and FINRA to effect a change of the company's corporate name and trading symbol.
• Complete development of the artificial intelligence platform and telehealth/hybrid medical services infrastructure.
• Pursue regulatory clearance for AI modules if classified as medical device software.
• Establish strategic partnerships with licensed healthcare providers and service organizations.
• Initiate phased geographic expansion, with initial operational development efforts focused on Latin America, particularly Colombia.
• Pursue capital raising activities to fund development and operations.
• Address material weaknesses in internal control over financial reporting.

Key Dates

Keywords

Digital Health, Artificial Intelligence Healthcare, Telehealth, Healthcare Analytics, Medical Services Platform, AI, Health Tech, Shell Company, Change in Control, Asset Acquisition, CCTC, Catalyst Crew Technologies