10-K/A: Catalyst Crew Technologies Corp. Amends 2025 10-K Filing
Annual Report Amendment
Catalyst Crew Technologies Corp. files an amendment to its 2025 10-K to update disclosures on business, risks, cybersecurity, and related party transactions.
Summary
- Catalyst Crew Technologies Corp. (CCTC) has filed an amendment (10-K/A) to its Annual Report for the fiscal year ended December 31, 2025.
- The amendment revises and updates disclosures in various sections, including Business (Item 1), Risk Factors (Item 1A), Cybersecurity (Item 1C), Properties (Item 2), Security Ownership (Item 12), and Certain Relationships and Related Party Transactions (Item 13).
- These updates are to reflect subsequent events, correct inconsistencies, and enhance disclosures.
- The company's audited financial statements and other financial information from the original filing remain unchanged.
- CCTC is a development-stage technology company focused on AI-enabled healthcare technology solutions, including an AI healthcare analytics platform and a technology-enabled healthcare services coordination model.
- As of December 31, 2025, the company had not generated revenue and had limited operations, with its current business focus established in February 2026 following an acquisition of healthcare technology assets.
- The company operates through its Venezuelan subsidiary, Inversiones Long 33, C.A.
- Key events in early 2026 include a change in control, acquisition of AI healthcare assets from CEO Kevin Rodan Levy, and the appointment of Levy as sole director and CEO, along with Carlos Pena as CFO.
- The company has a history of losses and a significant accumulated deficit, with substantial doubt raised about its ability to continue as a going concern by its auditors.
- The company is seeking additional financing to fund its operations and development.
Sentiment
Score: 2
Explanation: StockSavvy.ai views this filing as having a very negative sentiment due to the company's development-stage status, lack of revenue, significant accumulated losses, going concern issues, and identified material weaknesses in internal controls.
Positives
- The company has refocused its strategy on AI-enabled healthcare technology solutions.
- A change in control occurred in February 2026, bringing in new leadership with relevant experience.
- The company acquired AI healthcare technology assets, including an analytics platform and a services coordination model.
- New management has been appointed, including a CEO with a medical degree and MBA, and a CFO with accounting experience.
- The company is actively seeking additional financing to support its operations and development.
Negatives
- The company is in the development stage and has not generated any revenue as of December 31, 2025.
- The company has incurred significant cumulative net losses since inception ($29,600,786).
- There is substantial doubt about the company's ability to continue as a going concern, as noted by its independent registered public accounting firm.
- The company has a working capital deficit of $630,860 as of December 31, 2025.
- The company has no cash flow from operations and relies on external financing.
- Material weaknesses in internal control over financial reporting have been identified due to a lack of segregation of duties and limited resources.
- The company's operations are planned to be conducted in Venezuela, which presents significant economic, regulatory, and political risks.
- The company does not anticipate paying dividends in the foreseeable future.
Risks
- The company is a development-stage entity with no revenue and a history of losses, with no assurance of achieving profitability.
- The company may not be able to continue as a going concern without obtaining additional financing.
- The company has no cash flow from operations and is dependent on external financing, which may not be available.
- The loss of key personnel could adversely affect the business.
- The company relies on intellectual property acquired from its CEO, and any dispute regarding this IP could be detrimental.
- Operations in Venezuela present significant economic, regulatory, and political risks.
- The controlling shareholder has significant voting power, potentially not aligning with other shareholders' interests.
- The healthcare technology and AI industry is highly competitive and rapidly evolving.
- Rapid technological change could render the company's technology obsolete.
- Healthcare, data privacy, and AI regulations may limit the development, deployment, or adoption of its technology.
- The company's technology has not been clinically validated and may not achieve market acceptance.
- The use of AI in healthcare raises ethical, legal, and operational concerns that may impact adoption.
- Market adoption of the company's technology may be slower than anticipated or may not occur at all.
- The company's complex technology may contain errors, defects, or vulnerabilities.
- The use of open-source software may subject the company to additional risks and obligations.
- The company may be unable to adequately protect its intellectual property.
- Intellectual property held and operated through a foreign subsidiary may present additional risks in protection and enforcement.
- The company may be subject to claims that it infringes on the intellectual property rights of third parties.
- The company's technology relies on data, and limitations in access to quality data could adversely affect performance.
- The company's common stock is subject to SEC's penny stock rules, potentially limiting liquidity.
Future Outlook
The company is in the development stage and has not generated revenue. Its future success depends on obtaining additional financing, successfully developing its AI healthcare platform and services model, navigating regulatory environments, and achieving market acceptance. The company plans to seek additional financing through a private equity offering.
Management Comments
- The Company believes that it is important to communicate its future expectations to its investors.
- The Company urges you to be cautious of the forward-looking statements which are contained in this Annual Report because they involve risks, uncertainties and other factors affecting its operations, market growth, service, products, and licenses.
- Management is responsible for establishing and maintaining adequate internal control over financial reporting.
- The Company will endeavor to locate and appoint additional qualified personnel to the board of directors and pertinent officer positions as the Company's financial means allow.
Industry Context
StockSavvy.ai notes that Catalyst Crew Technologies Corp. is positioning itself within the rapidly growing but highly competitive AI in healthcare sector. The company's focus on an AI analytics platform and a services coordination model aligns with industry trends towards data-driven decision-making and optimized patient management. However, its development-stage status and reliance on future funding present significant challenges against established players.
Comparison to Industry Standards
- The company's lack of revenue and significant accumulated deficit contrasts sharply with established healthcare technology companies that have achieved commercialization and profitability.
- Competitors in the AI healthcare analytics space, such as IBM Watson Health (though undergoing changes), Google Health, and numerous specialized startups, often possess substantially larger R&D budgets, established customer bases, and proven clinical validation, setting a higher benchmark for market entry and success.
- The company's reliance on a single subsidiary in Venezuela for operations is atypical compared to global healthcare technology firms that typically operate with a broader international footprint and diversified operational bases.
- The company's current financial reporting controls are identified as having material weaknesses, which is a significant deviation from the robust internal controls expected of publicly traded companies operating in regulated industries like healthcare.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Director and Chief Operating Officer | Andrew Gaudet | 2026-02-17 | Resignation in connection with change in control. | |
| Chairman, Chief Executive Officer, Chief Financial Officer, President, Secretary, and Director | Waqas Nakhwa | 2026-02-17 | Resignation in connection with change in control. | |
| Director | Navneet B. Tayal | 2026-02-17 | Resignation in connection with change in control. | |
| Director | Vineet Jawa | 2026-02-17 | Resignation in connection with change in control. | |
| Sole Director, Chief Executive Officer, President, Chief Financial Officer, Secretary, and Treasurer | Kevin Rodan Levy | 2026-02-17 | Appointment following change in control and acquisition of assets. | |
| Chief Financial Officer | Carlos Pena | 2026-03-31 | Appointment. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Code of Ethics | The Board of Directors has not adopted a code of ethics due to the company's limited number of executive officers and employees and financial resources. The company anticipates adopting one in the future. | Potential risk due to lack of formal ethical guidelines for key personnel. | |
| Audit Committee | The company has not established an audit committee; the full board performs its functions. No current board member qualifies as an audit committee financial expert. | Weakness in financial oversight and governance structure. | |
| Internal Controls | Material weaknesses identified in internal control over financial reporting due to lack of segregation of duties and limited resources. Disclosure controls and procedures were deemed ineffective. | 2025-12-31 | Increased risk of financial misstatements and errors. |
Legal Proceedings
- The Company is not currently a party to any material pending or threatened legal proceedings.
- Management is currently not aware of any legal proceedings or claims that could have a material adverse effect on the business, financial condition, or operating results.
Related Party Transactions
- On February 17, 2026, Kevin Rodan Levy acquired 28,000,000 shares of common stock from Andrew Gaudet.
- On February 17, 2026, the Company entered into an Asset Purchase Agreement with Dr. Kevin Rodan Levy, acquiring AI healthcare technology assets in exchange for 12,000,000 shares of common stock.
- The Company utilizes office space provided by Dr. Kevin Rodan Levy at no cost.
- As of December 31, 2025, the Company had notes due to a shareholder totaling $88,042, with a 10% interest rate, due upon demand.
Stakeholder Impact
- Shareholders: Potential for significant dilution from future equity financings. Current shareholders are subject to the risks of a development-stage company with going concern issues. Concentration of voting power with the controlling shareholder may limit influence.
- Employees: As of December 31, 2025, the company had no full-time employees, relying on independent contractors. Future hiring is dependent on capital availability.
- Creditors: The company has current liabilities including notes payable, and a working capital deficit, indicating potential strain on its ability to meet short-term obligations without additional financing.
- Suppliers: No specific impact mentioned, but operational continuity depends on securing funding.
Next Steps
- Continue development of the AI healthcare analytics platform and technology-enabled healthcare services coordination model.
- Secure additional financing through private equity offerings or other means.
- Address material weaknesses in internal control over financial reporting as financial resources allow.
- Pursue appropriate intellectual property protection.
- Develop and finalize go-to-market strategy.
- Comply with regulatory requirements in target markets.
- Effect corporate name change to Catalyst Crew Technologies Corp. at an appropriate time.
Key Dates
| Date | Description |
|---|---|
| 2008-09-11 | Company incorporated in Nevada under the name Hermes Jet Inc. |
| 2011-01-01 | Company filed a registration statement on Form S-1. |
| 2013-06-01 | Company suspended reporting obligations by filing a Form 15. |
| 2016-01-01 | Company ceased operations. |
| 2018-06-01 | Hybrid Titan Management, LLC initiated legal proceedings against the Company. |
| 2019-01-01 | A Nevada state court appointed a receiver to manage the Company's affairs. |
| 2019-01-01 | Receivership concluded. |
| 2023-03-01 | Company entered into an asset purchase agreement to acquire certain data analytics-related assets. |
| 2023-09-01 | Company restructured its executive leadership and board of directors. |
| 2024-06-01 | Company discontinued prior data analytics initiatives and relinquished interests in associated subsidiaries. |
| 2024-10-14 | FINRA announced a 450-for-1 Reverse Stock Split effective for the common stock. |
| 2025-12-31 | Fiscal year end for the report. |
| 2026-02-17 | Change in control of the Company occurred; Kevin Rodan Levy acquired a controlling interest. Company entered into an Asset Purchase Agreement with Dr. Levy to acquire AI healthcare technology assets. Prior officers and directors resigned, and Dr. Levy was appointed as sole director and CEO. |
| 2026-03-23 | Company acquired 100% of Inversiones Long 33, C.A. |
| 2026-03-31 | Carlos Pena appointed as Chief Financial Officer. |
| 2026-04-09 | Certain intellectual property assets were assigned to Inversiones Long 33, C.A. |
| 2026-04-16 | Original Form 10-K for the fiscal year ended December 31, 2025 was filed. |
| 2026-05-04 | Date of filing for Amendment No. 1 on Form 10-K/A. |
Recommendation
holdThe company is in a highly speculative, development-stage phase with significant financial challenges, including a going concern warning and material weaknesses in internal controls. However, the recent strategic pivot to AI in healthcare, coupled with new leadership and asset acquisition, presents a potential turnaround opportunity. Investors should 'hold' and monitor future financing, development progress, and market adoption, while acknowledging the high risk.
Keywords
Catalyst Crew Technologies, AI Healthcare, Healthcare Technology, Form 10-K/A, SEC Filing, Development Stage, Artificial Intelligence, Healthcare Analytics, Going Concern, Venture Capital, Startup, Nevada, Venezuela
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