Palermo Technologies Inc. Filed Primary
First filed Jan 20, 2026 · CIK 2101355
Effective prospectus: S-1/A Jun 8, 2026 (0002097570-26-000020) · terms available
“Palermo Technologies Inc. ("we", "us", or the "Company") is offering for sale a maximum of 3,500,000 shares of its common stock, par value $0.0001 per share, at the purchase price of $0.10 per common share.”
What the company does
Palermo Technologies Inc. is a development-stage software infrastructure company building a sovereign-grade, AI-enhanced encrypted communications mesh platform. The planned platform is designed to deliver secure communications across email, messaging, file transfer, voice/video conferencing, and decentralized identity, running atop a proprietary peer-to-peer protocol called PalermoMesh. The product is currently under development and does not yet exist as a commercially available offering. The company was incorporated in Wyoming on July 2, 2025 and has not generated any revenues since inception.
Use of proceeds
The company intends to use the net proceeds, estimated at approximately $325,000 if the maximum offering is sold, for working capital, product development, marketing, and technology infrastructure/platform operations. Allocations include product design, development and research, testing, marketing (website, communications, trade shows, strategic marketing), and cloud infrastructure and platform operations, with amounts scaled to the portion of the offering actually sold.
Underwriters
The completed effective-prospectus read stated no underwriters.
Extracted from S-1/A 0002097570-26-000020, filed Jun 8, 2026 and verified against that filing text.
Key risk factors
-
Early stage / development stage with no revenue
“Our Company was incorporated on July 2, 2025. We have not generated revenues and have experienced net losses from our operations to date.”
-
Going concern doubt
“Our auditors have indicated in their opinion on our financial statements as of and for the year ended July 31, 2025 that there exists substantial doubt as to our ability to continue as a going concern.”
-
No minimum offering; no firm commitments
“There is no minimum number of shares that must be sold by us for the offering to close, and we will retain the proceeds from the sale of any of the offered shares that are sold.”
-
Arbitrary offering price
“The Offering price of $0.10 per share has been arbitrarily determined by our management and does not bear any relationship to the assets, net worth or projected earnings of the Company, or any other generally accepted criteria of value.”
-
No firm commitments to purchase shares
“We have no firm commitment for the purchase of any shares. Therefore, there is no assurance that a trading market will develop or be sustained.”
-
Majority control by sole officer/director
“Our Sole Officer and Director beneficially owns a substantial majority of our voting securities.”
-
No listing; OTC Pink application not assured
“Our securities are not currently listed on any exchange. Immediately following completion of this offering, we plan to contact a market maker to apply to have the shares listed and quoted on the OTC Pink Market; however, we cannot guarantee that our application will be accepted or approved.”
-
Penny stock risk
“Our common stock is expected to trade at a price substantially below $5.00 per share, subjecting trading in the stock to certain SEC rules requiring additional disclosures by broker-dealers.”
Financials before the first trade
The completed SEC companyfacts import produced no qualifying full-year financial history for this filer.
Filing history
| Filed | Form | Accession | |
|---|---|---|---|
| 2026-06-08 | S-1/A | 0002097570-26-000020 | View on EDGAR |
| 2026-05-29 | S-1/A | 0002097570-26-000018 | View on EDGAR |
| 2026-05-15 | S-1/A | 0002097570-26-000016 | View on EDGAR |
| 2026-04-02 | S-1/A | 0002097570-26-000013 | View on EDGAR |
| 2026-03-05 | S-1/A | 0002097570-26-000011 | View on EDGAR |
| 2026-01-20 | S-1 | 0002097570-26-000005 | View on EDGAR |
Source quotes
Offer price: “Offering Price per Share | $0.10”
Shares offered: “Up to a maximum of 3,500,000 Shares of Common Stock at $0.10 per share”