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Item 1. Financial Statements

2026-02-13 compared with 2025-08-28 · 101 added, 91 removed, 96 unchanged (67% of the section changed)

FINANCIAL STATEMENTS

TO UNAUDITED INTERIM FINANCIAL STATEMENTS

OF AND FOR THE THREE AND NINE MONTHS ENDED JUNE 30, 2025

Financial Statements

Sheets as of June 30, 2025 (unaudited) and September 30, 2024

Statements of Operations for the Three and Nine Months Ended June 30, 2025 and the period of May 3, 2024 (Inception) through June

Statements of Changes in Shareholder’s Deficit For the Nine Months Ended June 30, 2025 and the period of May 3, 2024 (Inception)

through June 30, 2024

Statement of Cash Flows for the Nine Months Ended June 30, 2025 and the period of May 3, 2024 (Inception) through June 30, 2024

to Unaudited Financial Statements

AS OF JUNE 30, 2025 AND AUDITED AS OF SEPTEMBER 30, 2024)

Other current

Total current

AS OF DECEMBER 31, 2025 AND AUDITED AS OF SEPTEMBER 30, 2025)

As of December

As of September

Current assets:

Total current assets

and equipment, net

LIABILITIES AND EQUITY

Current liabilities:

Accrued liabilities

Current Liabilities

Common stock, $ 0.0001 par

value, 100,000,000 shares authorized;

41,193,052 and 38,397,052 shares issued and outstanding at

June 30, 2025 and September

current liabilities

Common stock, $ 0.0001

par value, 100,000,000 shares authorized;

9,804,362 and 41,193,052 shares issued and outstanding at December 31, 2025 and September

30, 2025, respectively.

paid in capital

Additional paid in capital

( 4,823,312 )

( 4,170,677 )

equity (deficit)

liabilities and equity

accompanying notes are an integral part of these unaudited financial statements.

The accompanying notes are an integral part of these financial statements.

STATEMENT OF OPERATIONS

3, 2024 (Inception)

June 30, 2024

Months Ended December 31,

Cost of revenue

and administrative

Operating expenses:

( 3,040,539 )

(loss) income

and administrative

Total operating expenses

Loss from operations

$ ( 652,635 )

$ ( 837,458 )

(loss) per common share:

average common shares outstanding:

(1) The Company was incepted May 3,

2024 and therefore the prior period information may not be comparable

Net loss per common share:

Weighted average common

shares outstanding:

accompanying notes are an integral part of these financial statements.

STATEMENT OF SHAREHOLDERS’ EQUITY

Inception as of May 3, 2024

Issuance of founders shares

June 30, 2024

September 30, 2024

3 unchanged sentences

( 1,188,057 )

Issuance of common stock

Stock-based compensation

( 1,404,996 )

September 30, 2025

( 4,170,677 )

March 31, 2025

( 4,170,677 )

Issuance of common stock

Common stock cancellation

( 31,752,690 )

Stock-based compensation

June 30, 2025

December 31, 2025

( 4,823,312 )

1 unchanged sentence

accompanying notes are an integral part of these unaudited financial statements.

VERTICAL DATA INC.

STATEMENT OF CASH FLOWS

3, 2024 (Inception)

June 30, 2024

from operating activities:

(loss) income

( 3,040,539 )

to reconcile net (loss) income to net cash used in operating activities

in assets and liabilities:

( 1,744,000 )

Other current

Months Ended December 31,

Cash flows from operating

Adjustments to reconcile

net (loss) income to net cash used in operating activities

Stock-based compensation

Depreciation expense

Changes in operating assets

and liabilities:

Prepaid expenses

Other current assets

Accrued liabilities

current liabilities

cash from (used) in operating activities

( 1,089,017 )

from investing activities:

of property and equipment

cash used in investing activities

from financing activities:

common stock, net of fees and costs

received from issuance of founder shares

Cash flows from financing

of common stock, net of fees and costs

cash provided by financing activities

in cash and cash equivalents

Net change in cash and cash

and cash equivalents, beginning of period

and cash equivalents, end of period

(1) The Company was incepted May 3,

2024 and therefore the prior period information may not be comparable

Supplemental disclosures

of cash flow information:

Cash paid for interest

Cash paid for taxes

accompanying notes are an integral part of these unaudited financial statements.

8 unchanged sentences

The Company’s corporate office is located in Las Vegas, Nevada.

OF SIGNIFICANT ACCOUNTING POLICIES AND NEW ACCOUNTING STANDARDS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND NEW ACCOUNTING STANDARDS

accompanying notes to the Company’s unaudited interim financial statements have been prepared in accordance with the requirements

10 unchanged sentences

The financial statements include Vertical Data Inc.

and for the three and nine months ended June 30, 2025 and the period of May 3, 2024, the Company’s inception, through June 30,

and for the three months ended December 31, 2025 and 2024.

The Company’s fiscal year-end is September 30.

14 unchanged sentences

To that extent, the Company incurred

a net loss of approximately $ 0.8 million and $ 3.0 million during the three and nine months ended June 30, 2025, respectively.

the Company had cash on hand of approximately $ 0.7 million as of June 30, 2025.

Based on the above, the Company determined that there

was substantial doubt about its ability to continue as a going concern.

The Company hopes to mitigate the substantial doubt through its

future capital raises and operating income.

a net loss of approximately $ 0.7 million during the three months ended December 31, 2025.

Further, the Company had cash on hand of approximately

$ 0.2 million as of December 31, 2025.

Based on the above, the Company determined that there was substantial doubt about its ability to

continue as a going concern.

The Company hopes to mitigate the substantial doubt through its future capital raises and operating income.

Accounting Pronouncements

standards that have been issued or proposed by the Financial Accounting Standards Board (“FASB”) that do not require adoption

until a future date are not expected to have a material impact on the financial statements upon adoption.

The Company does not discuss

recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations,

cash flows or disclosures.

OTHER CURRENT ASSETS

current assets consisted of the following:

OF OTHER CURRENT ASSETS

from suppliers

Total other current

November 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting—Improvements to Reportable

Segment Disclosures (“ASU 2023-07”), which requires incremental disclosures related to a public entity’s reportable

Required disclosures include, on an annual and interim basis, significant segment expenses that are regularly provided to the

CODM and included within each reported measure of segment profit or loss, an amount for other segment items (which is the difference

between segment revenue less segment expenses and less segment profit or loss) and a description of its composition, the title and position

of the CODM, and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance

and deciding how to allocate resources.

The standard also permits disclosure of more than one measure of segment profit.

is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15,

The Company adopted the new standard on September 30, 2025.

The adoption of the new standard did not have a material impact to

our financial statements.

December 2023, the FASB issued ASU 2023-09-Income Taxes (Topic 740)-Improvements to Income Tax Disclosures, which requires entities to

provide additional information in the rate reconciliation and additional disclosures about income taxes paid.

The guidance should be

applied prospectively and is effective for annual periods beginning after December 15, 2024.

The Company does not expect the issued standard

to have a material impact on its financial statements.

November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures

(Subtopic 220-40).

The amendments in this update require disclosure, in the notes to financial statements, of specified information about

certain costs and expenses at each interim and annual reporting period.

The amendments are effective for annual periods beginning after

December 15, 2026, and reporting periods beginning after December 15, 2027, with early adoption permitted.

The Company is currently evaluating

the impact of the new ASU to its financial statements.

PREPAID EXPENSES

1 unchanged sentence

SCHEDULE OF PREPAID EXPENSES

Prepaid legal fees

Prepaid commissions

Prepaid server storage

Prepaid expenses

5 unchanged sentences

Total property and equipment,

depreciation expense was $ 90 and $ 240 for three and nine months ended June 30, 2025.

depreciation expense was $ 90 and $ 67 for three months ended December 31, 2025 and 2024, respectively.

ACCRUED LIABILITIES

3 unchanged sentences

Expenses accrual

Payroll tax accrual

Credit card accrual

Total accrued liabilities

OTHER CURRENT LIABILITIES

of September 30, 2024, other current liabilities consisted of a customer deposit received during the period for which the order was subsequently

Refund of the amount occurred during the nine months ended June 30, 2025.

There were no other current liabilities as of June 30, 2025.

SCHEDULE OF OTHER CURRENT LIABILITIES

Customer deposit

Total other current

STOCKHOLDERS’ EQUITY

2 unchanged sentences

Stock Issuances

to our formation, the Company issued 36,503,000 founder shares to various individuals at par value.

In accordance with Rule 5-02.30 of

Regulation S-X and SAB Topic 4.E, the Company recognized the corresponding receivable for the issued shares, other than $ 586 in proceeds

received as of the balance sheet date, as a deduction from equity.

the nine months ended June 30, 2025, the Company sold 2,796,000 shares of Company stock in an unregistered offering for net proceeds

the three months ended December 31, 2025, the Company sold 364,000 shares of Company stock in an unregistered offering for net proceeds

of $ 182,000 .

October of 2025, certain founders and other Company shareholders voluntarily surrendered an aggregate of 31,752,690 shares of Common

Stock to the Company for no consideration.

The cancellation was not given retroactive effect on the balance sheet as, pursuant to SAB

Topic 4.C, it was not a stock dividend, stock split or reverse split.

Stock Option Cancellations

During October of 2025, the Company cancelled 2,426,488

stock options that were issued to five individuals.

The Company recorded an immaterial amount of incremental stock-based compensation expense related to these cancellations.

SUBSEQUENT EVENTS

accordance with ASC 855 Subsequent Events , the Company has evaluated events and transactions subsequent to June 30, 2025 through

the date these financial statements were issued.

There are no subsequent events identified that would require disclosure in these consolidated

financial statements.

accordance with ASC 855 Subsequent Events , the Company has evaluated events and transactions subsequent to December 31, 2025

through the date these financial statements were issued.

Other than the items identified below, there are no subsequent events

identified that would require disclosure in these consolidated financial statements.

Stock Option Exercises

During January of 2026, a total of 1,300,000 stock

options were exercised at a weighted average exercise price of $ 0.05 , resulting in proceeds of $ 65,000 .

During January of 2026, a total of 788,198

stock options were exercised.

These stock options were exercised as a cashless exercise whereby the consideration provided for exercise

was forfeiture of 78,820

shares, resulting in net shares issued of 709,378 .

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements