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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q/A

 

Amendment No. 1

 

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended June 30, 2026

 

OR

 

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from April 1, 2026 to June 30, 2026

 

HyOrc Corporation

(Exact name of registrant as specified in its charter)

 

Wyoming   000-51048   91-1910791

State or other jurisdiction of

incorporation or organization

  Commission
File Number
 

(I.R.S. Employer

Identification No.)

 

3050 Post Oak Boulevard, Suite 510-Q60

Houston, Texas 77056

(Address of principal executive offices)

 

Registrant’s telephone number, including area code: (281) 532-9034

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock   HYOR   OTCQB

 

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

 

☒ Yes ☐ No

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

 

☒ Yes ☐ No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.

 

Large accelerated filer ☐   Accelerated filer ☐
Non-accelerated filer ☒   Smaller reporting company ☒
    Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

 

☐ Yes ☒ No

 

As of the latest practicable date, the registrant had 758,010,000 shares of common stock outstanding.

 

 

 

 

 

 

EXPLANATORY NOTE

 

HyOrc Corporation (the “Company”) is filing this Amendment No. 1 on Form 10-Q/A (the “Amendment”) to its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, originally filed with the Securities and Exchange Commission on August 6, 2026 (the “Original Report”).

 

The Original Report was filed before completion of the independent review of the Company’s interim financial information contemplated by Rule 10-01(d) of Regulation S-X. Subsequent to that filing, Suri & Co., the Company’s independent registered public accounting firm, completed its review of the interim financial information for the three and six months ended June 30, 2026, in accordance with PCAOB AS 4105, Reviews of Interim Financial Information.

 

Suri & Co. communicated completion of its review in October 2026 and reported an unqualified review conclusion with no material adjusted or unadjusted differences. The Company has not changed the financial statements or accompanying notes as originally filed in connection with completion of that review.

 

This Amendment is intended to disclose the subsequent completion of the review. Except as expressly described in this Amendment, the Company has not modified the Original Report. This Amendment should be read in conjunction with the Original Report and the Company’s subsequent SEC filings.

 

 

 

  

PART II — OTHER INFORMATION

 

Item 6. Exhibits

 

Exhibit 31.1 — Certification pursuant to Rule 13a-14(a)/15d-14(a) by the principal executive officer.

 

Exhibit 31.2 — Certification pursuant to Rule 13a-14(a)/15d-14(a) by the person performing the principal financial officer function.

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Amendment to be signed on its behalf by the undersigned, thereunto duly authorized.

 

HYORC CORPORATION  
     
By: /s/ K. Reginald Fubara  
  K. Reginald Fubara  
  Chief Executive Officer (Principal Executive Officer)  
Date: October 8th, 2026