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Red Flags Detected

  • Going Concern (new) — Auditor has expressed substantial doubt about the company's ability to continue as a going concern due to lack of revenues and accumulated losses.
  • Insider Control (new) — Principal shareholders, directors, and executive officers beneficially own more than 50% of outstanding common stock, giving them control over major decisions.
  • Dilution From Variable Conversion Price (new) — Convertible notes to Mast Hill have a conversion price of 85% of the lowest VWAP over ten trading days, which can lead to significant dilution as the stock price falls.
  • Negative Working Capital (new) — The company had negative working capital of $1.9 million as of May 31, 2025, indicating liquidity concerns.
OTC: KARX Karbon-X Corp. 424B3

Karbon-X registers resale of up to 13.8M shares by Mast Hill; company gets no proceeds

Filed February 13, 2026 · ~1 min read

Key Changes

  • high

    Subsequent event: On December 19, 2025, 126,888 shares were issued at $0.45/share as compensation for commissions $57,100. On January 7, 2026, 200,000 shares were issued at $0.38/share as compensation for professional services of $76,0…

    Notes: Subsequent Events verify on EDGAR →
  • high

    This is a secondary offering: Mast Hill Fund may resell up to 13,814,000 shares; Karbon-X receives no proceeds from those sales.

    The Offering verify on EDGAR →
  • high

    The company has a going-concern doubt from its auditor due to lack of revenues and accumulated losses of $16.0M.

    Risk Factors verify on EDGAR →

4 more material changes behind this preview — plus the full narrative summary, section-by-section diffs against the prior filing, and verbatim quotes with EDGAR citations.

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View original filing on SEC.gov

Figures/quotes linked to EDGAR · Narrative written by AI · Sep 2, 2026 · How we verify