Crown Equity Holdings, Inc 10-Q for FY2026 Q1
Crown Equity Holdings, Inc. (CRWE)
About this 10-Q
Crown Equity Holdings, Inc filed this 10-Q on May 11, 2026, covering the quarter ended March 31, 2026 (FY2026 Q1).
Headline figures
Quarter ended March 31, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Revenue
- $0
- compared with $135 a year earlier
- Net loss
- $45.59K
- compared with a net loss of $3259 a year earlier
- Diluted EPS
- $0.00
- compared with $0.00 a year earlier
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
OR
TRANSITION REPORT UNDER SECTION 13 OF 15(d) OF THE EXCHANGE ACT OF 1934 |
For the transition period from ___________ to ____________
Commission File Number
(Exact name of registrant as specified in its charter) |
(State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) |
(Address of principal executive offices)
(
(Issuer’s telephone number)
Indicate by check mark whether the Company (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the Company was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days:
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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
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. See the definitions of "large accelerated filer", "accelerated filer", "smaller reporting company", and "emerging growth company" in Rule 12b-2of the Exchange Act.
Large accelerated filer | ☐ | 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 Company is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
As of May 11, 2026, the number of shares outstanding of the registrant’s class of common stock was
TABLE OF CONTENTS
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Item 1. | Financial Statements (Unaudited) | |||
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| Balance Sheets as of March 31, 2026 (Unaudited) and December 31, 2025 (Audited) | 4 | ||
| Statements of Operations for the Three Months Ended March 31, 2026 and 2025 (Unaudited) | 5 | ||
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| Statements of Cash Flows for the Three Months Ended March 31, 2026 and 2025 (Unaudited) | 7 | ||
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PART I. FINANCIAL INFORMATION
DEFINITIONS
In this Quarterly Report on Form 10-Q, the words “Crown Equity”, the “Company”, the “Registrant”, “we”, “our”, “ours” and “us” refer to Crown Equity Holdings, Inc.
DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q includes certain statements that may be deemed “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, all of which are based upon various estimates and assumptions that the Company believes to be reasonable as of the date hereof. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “could,” “should,” “expect,” “plan,” “project,” “intend,” “anticipate,” “believe,” “seek,” “estimate,” “predict,” “potential,” “pursue,” “target,” “continue,” the negative of such terms or other comparable terminology. These statements involve risks and uncertainties that could cause the Company’s actual future outcomes to differ materially from those set forth in such statements. Such risks and uncertainties include, but are not limited to:
| · | the possibility that certain tax benefits of our net operating losses may be restricted or reduced in a change in ownership or a further change in the federal tax rate; |
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| · | the inability to carry out plans and strategies as expected |
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| · | limitations on the availability of sufficient credit or cash flow to fund our working capital needs and capital expenditures and debt service; |
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| · | difficulty in fulfilling the terms of our convertible note payables, which could result in a default and acceleration of our indebtedness under our convertible note payables; |
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| · | the possibility that we issue additional shares of common stock or convertible securities that will dilute the percentage ownership interest of existing stockholders and may dilute the book value per share of our common stock; |
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| · | the relatively low trading volume of our common stock, which could depress our stock price; |
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| · | competition in the industries in which we operate, both from third parties and former employees, which could result in the loss of one or more customers or lead to lower margins on new projects; |
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| · | a general reduction in the demand for our services; |
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| · | our ability to enter into, and the terms of, future contracts; |
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| · | uncertainties inherent in estimating future operating results, including revenues, operating income or cash flow; |
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| · | complications associated with the incorporation of new accounting, control, and operating procedures; |
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| · | the recognition of tax benefits related to uncertain tax positions; |
You should understand that the foregoing, as well as other risk factors discussed in this document and in Part I, of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, could cause future outcomes to differ materially from those experienced previously or those expressed in such forward-looking statements. We undertake no obligation to publicly update or revise any information, including information concerning our controlling shareholder, net operating losses, borrowing availability or cash position, or any forward-looking statements to reflect events or circumstances that may arise after the date of this report. Forward-looking statements are provided in this Quarterly Report on Form 10-Q pursuant to the safe harbor established under the Private Securities Litigation Reform Act of 1995 and should be evaluated in the context of the estimates, assumptions, uncertainties, and risks described herein.
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CROWN EQUITY HOLDINGS, INC.
BALANCE SHEETS
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| December, 31, 2025 |
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Current assets |
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Cash and cash equivalents |
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Prepaid expenses |
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Other current assets |
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Total Current Assets |
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Property and Equipment, net |
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Total Assets |
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Liabilities and Stockholders’ Deficit | ||||||||
Current liabilities |
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Accounts payable and accrued expenses |
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Accounts payable and accrued expenses to related party |
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Notes payable to related parties |
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Total Liabilities |
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Stockholders' deficit |
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Series A Convertible Preferred Stock, |
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Common Stock, |
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Additional paid-in capital |
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Accumulated deficit |
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Total stockholders' deficit |
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Total liabilities and stockholders' deficit |
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The accompanying notes are an integral part of these unaudited financial statements.
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CROWN EQUITY HOLDINGS, INC.
STATEMENTS OF OPERATIONS
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Revenue |
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Revenue |
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Total Revenue |
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Operating expenses |
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General and Administrative |
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Total Operating Expenses |
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Net Operating Income (Loss) |
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Other (expense) |
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Interest expense |
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Gain (Loss) on AP Conversion |
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Gain on Debt Forgiveness |
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Other expense |
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Total other income (expense) |
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Net (loss) |
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Net (loss) per common share – basic and diluted |
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Weighted average number of common shares outstanding - basic and diluted |
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The accompanying notes are an integral part of these unaudited financial statements.
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CROWN EQUITY HOLDINGS, INC.
STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
FOR THE THREE MONTHS ENDED MARCH 31, 2026 AND 2025
For the Three Months Ended March 31, 2026
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Balances at December 31, 2025 |
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Net loss |
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Balances at March 31, 2026 |
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For the Three Months Ended March 31, 2025
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Balances at December 31, 2024 |
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Conversion to Common Stock of Note Payable and Accrued Interest |
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Common Stock issued for Accounts Payable settlement |
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Net loss |
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Balances at March 31, 2025 |
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The accompanying notes are an integral part of these unaudited financial statements.
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CROWN EQUITY HOLDINGS, INC.
STATEMENTS OF CASH FLOWS
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Cash flows from operating activities |
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Net (loss) |
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Depreciation |
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Loss on AP Conversion |
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(Gain) Loss on Debt Conversion |
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Changes in operating assets and liabilities |
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Prepaid expenses |
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Accounts payable and accrued expenses |
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Net cash (used in) operating activities |
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Cash flows from investing activities |
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Net cash provided by investing activities |
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Cash flows from financing activities |
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Borrowings from notes payable, related party |
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Net cash provided by financing activities |
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Net increase (decrease) in cash |
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Cash, beginning of period |
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SUPPLEMENTAL DISCLOSURE: |
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Interest paid |
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Income taxes paid |
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NONCASH INVESTING AND FINANCING ACTIVITIES |
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AP Converted into common stock |
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RP Note Payable and Interest Converted into common stock |
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CROWN EQUITY HOLDINGS, INC.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1 – NATURE OF BUSINESS AND SUMMARY OF ACCOUNTING POLICIES
Nature of Business
Crown Equity Holdings Inc. ("Crown Equity" or the "Company") was incorporated in August 1995 in Nevada. The Company offers through its digital network of websites, advertising branding, marketing solutions and other services to boost customer awareness, as well as merchant visibility as a worldwide online multi-media publisher. The Company focuses on the distribution of information for the purpose of bringing together its audience with the advertisers that want to reach them. Its advertising services cover and connect a range of marketing specialties, as well as provide search engine optimization for clients interested in online media awareness. Crown Equity Holdings' objective is making its endeavor known as CRWE WORLD into a global online news and information source, as well as a global one stop shop for various distinct products and services. The Company also offers services to companies seeking to become public entities in the United States, as well as providing various consulting services to companies and individuals dealing with corporate structure and operations globally.
Basis of Preparation
The accompanying financial statements include the financial information of Crown Equity Holdings Inc. (“Crown Equity”, the “Company”) have been prepared in accordance with U.S. GAAP and SEC rules and regulations. The preparation of these financial statements and accompanying notes in conformity with U.S. generally accepted accounting principles (“GAAP”). In the opinion of management, the financial statements contained in this report include all known accruals and adjustments necessary for a fair presentation of the financial position, results of operations, and cash flows for the periods reported herein.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires the use of estimates and assumptions by management in determining the reported amounts of assets and liabilities, disclosures of contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates are primarily used in our revenue recognition, long-lived asset impairments and adjustments, deferred tax, stock-based compensation, and reserves for legal matters.
Cash and Cash Equivalents
Crown Equity considers all highly liquid investments purchased with an original maturity of three months or less to be cash and cash equivalents. The objectives of the Company’s cash management policy are to safeguard and preserve funds, to maintain sufficient liquidity to meet its cash flow requirements and to attain a market rate of return. The Company deposits its cash in financial institutions that it believes have high credit quality and has not experienced any losses on such accounts and does not believe it is exposed to any significant credit risk on cash and cash equivalents
Stock-Based Compensation
The Company accounts for stock-based compensation to employees in accordance with ASC 718 requiring employee equity awards to be accounted for under the fair value method. Accordingly, share-based compensation is measured at grant date, based on the fair value of the award and is recognized as expense over the requisite employee service period. The Company accounts for stock-based compensation to other than employees in accordance with ASU 2018-07 Equity instruments issued to other than employees are valued at the earlier of a commitment date or upon completion of the services, based on the fair value of the equity instruments and is recognized as expense over the service period. The Company estimates the fair value of share-based payments using the Black-Scholes option-pricing model for common stock options and the closing price of the company's common stock for common share issuances.
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Revenue Recognition
The core principles of revenue recognition under ASC 606 include the following five criteria:
1. | Identify the contract with the customer | |
Contracts with our customers may be oral, written, or implied. A written and signed invoice stating the terms and conditions is the Company’ preferred method. The terms of a written contract may be contained within the body of an invoice or in an email. No work is commenced without an understanding between the Company and our client that a valid contract exists. |
2. | Identify the performance obligations in the contract | |
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| Our sales and account management teams define the scope of services to be offered, to ensure all parties are in agreement and obligations are being delivered to the customer as promised. The performance obligation may not be fully identified in a mutually signed contract, but may be outlined in email correspondence, face-to-face meetings, additional proposals or scopes of work, or phone conversations. |
3. | Determine the transaction price | |
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| Pricing is discussed and identified by the operations team prior to submitting an invoice to the customer. |
4. | Allocate the transaction price to the performance obligations in the contract | |
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| If a contract involves multiple obligations, the transaction pricing is allocated accordingly, during the performance obligation phase. |
5. | Recognize revenue when (or as) we satisfy a performance obligation | |
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| The Company uses digital marketing that includes digital advertising, SEO management and digital ad support. We provide whether presenting a vibrant but simple message about our clients that will enlighten their audience or deploying an influential digital marketing campaign on our online site or across one or multiple social media platforms. Revenue is recognized when ads are run on the Company’s advertising platform.
The company generates analytical reports monthly or as required to show how the ad dollars were spent and how the targeting resulted in click-through. The report satisfies the performance obligation, regardless of the outcome or effectiveness of the campaign. |
The company generates analytical reports monthly or as required to show how the ad dollars were spent and how the targeting resulted in click-through. The report satisfies the performance obligation, regardless of the outcome or effectiveness of the campaign.
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Sales are recognized when promised services are started in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. Sales for service contracts generally are recognized as the services that are being provided.
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Advertising |
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Click Based and Impressions Ads |
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Publishing and Distribution |
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Revenues are received through click-based, and impression ads located on the Company’s websites, as well as from the publishing and disseminating of news and press releases.
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Deferred Revenue |
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Deferred revenue is based on cash received or billings in excess of revenue recognized until revenue recognition criteria are met. Client prepayments are deferred and recognized over future periods as services are delivered or performed. These amounts are included in the line item accounts payable and accrued expenses on the balance sheet.
Accounts Receivable and Allowance for Doubtful Accounts
The Company establishes an allowance for bad debts through a review of several factors including historical collection experience, current aging status of the customer accounts, and financial condition of our customers. The Company does not generally require collateral for our accounts receivable. There were no accounts receivable and allowance for doubtful accounts as of March 31, 2026 and December 31, 2025.
Risk Concentrations
For the three months ended March 31, 2026, the Company had no revenues. During the three-month period ending March 31, 2025, 100% of the Company's revenues earned were received from the display of click-based and impressions ads on the company's online sites. All revenue earned was through a third party. All revenues earned were from third party.
Property and Equipment
Property and equipment are carried at the cost of acquisition or construction and depreciated over the estimated useful lives of the assets. Costs associated with repair and maintenance are expensed as incurred. Costs associated with improvements which extend the life, increase the capacity, or improve the efficiency of our property and equipment are capitalized and depreciated over the remaining life of the related asset. Gains and losses on dispositions of equipment are reflected in operations. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets.
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Earnings (Loss) Per Share
Earnings (loss) per share attributable to the common equity holders of the Company are calculated in accordance with ASC 260 “Earnings per Share”. The weighted average number of common shares outstanding during each period is used to compute basic earnings (loss) per share. Diluted earnings per share are computed using the weighted average number of shares and potentially dilutive common shares outstanding. Potentially dilutive common shares are additional common shares assumed to be exercised. Potentially dilutive common shares consist of stock warrants and convertible preferred shares and are excluded from the diluted earnings per share computation in periods where the Company has incurred a net loss, as their effect would be considered anti-dilutive.
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Net Loss attributable to common shareholders of Crown Equity Holdings, Inc. |
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Denominator: |
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Loss per Share attributable to Crown Equity Holdings, Inc.: |
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Basic and diluted |
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When an entity has a net loss, it is prohibited from including potential common shares in the computation of diluted per share amounts. Accordingly, we have utilized basic shares outstanding to calculate both basic and diluted loss per share for the three months ended March 31, 2026 and 2025.
Income Taxes
In December 2017,
Uncertain tax position
The Company also follows the guidance related to accounting for income tax uncertainties. In accounting for uncertainty in income taxes, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more likely than not threshold,
Fair Value of Financial Instruments
The Company’s financial instruments consist of cash and cash equivalents, accounts payable and debt. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.
Under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”)820, Fair Value Measurements and Disclosures, and ASC 825, Financial Instruments, the FASB establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. This Statement reaffirms that fair value is the relevant measurement attribute. The adoption of this standard did not have a material effect on the Company’s financial statements as reflected herein. The carrying amounts of cash, prepaid expense and other current assets, accounts payable, accrued expenses and notes payable reported on the accompanying consolidated balance sheets are estimated by management to approximate fair value primarily due to the short-term nature of the instruments.
| 11 |
| Table of Contents |
An entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value using a hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The hierarchy prioritized the inputs into three levels that may be used to measure fair value.
Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.
Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in markets that are not active.
Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.
Our cash and brokerage accounts are measured at fair value on a recurring basis and estimated as follows.
March 31, 2026 |
| Total |
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| Level 1 |
|
| Level 2 |
|
| Level 3 |
| ||||
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|
| ||||
Cash |
| $ |
|
| $ |
|
| $ |
|
| $ |
| ||||
Total |
| $ |
|
| $ |
|
| $ |
|
| $ |
| ||||
December 31, 2025 |
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| ||||
|
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|
|
|
|
|
| ||||
Cash |
| $ |
|
| $ |
|
| $ |
|
| $ |
| ||||
Total |
| $ |
|
| $ |
|
| $ |
|
| $ |
| ||||
The Company's financial instruments consist of cash and cash equivalents, accounts payable and debt. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.
NOTE 2 – GOING CONCERN
As shown in the accompanying financial statements, Crown Equity an accumulated deficit of $
Crown Equity continues to review its expense structure reviewing costs and their reduction to move towards profitability. Management plans to continue raising funds through debt and equity financing to grow the business to profitability. This financing may be insufficient to fund expenditures or other cash requirements. There can be no assurance that additional financing will be available to the Company on acceptable terms or at all. These financial statements do not give effect to adjustments to assets would be necessary for the Company be unable to continue as going concern.
NOTE 3 – PROPERTY AND EQUIPMENT
The Company’s policy is to capitalize all property, and equipment purchases over $
Property and equipment consist of the following on March 31, 2026 and December 31, 2025
|
| March 31, 2026 |
|
| December 31, 2025 |
| ||
Computers – 3 year estimated useful life |
| $ |
|
| $ |
| ||
Less – Accumulated Depreciation |
|
| ( | ) |
|
| ( | ) |
Property and Equipment, net |
| $ |
|
| $ |
| ||
Depreciation has been provided over each asset’s estimated useful life. Depreciation expenses were $
| 12 |
| Table of Contents |
NOTE 4 – NOTES PAYABLE AND CONVERTIBLE NOTE PAYABLES
As of March 31, 2026 and December 31, 2025, the Company had unamortized discount of $
The Company analyzes any convertible notes for derivatives noting there are no convertible notes.
|
| Original |
| Due |
| Interest |
|
|
| Original | March 31, |
| Dec 31, | ||
Name |
| Note Date |
| Date |
| Rate |
|
|
| Face Value | 2026 |
| 2025 | ||
Related Party Notes Payable: |
|
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|
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|
|
|
| ||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
| $ | $ | $ | ||||||
Mike Zaman |
|
|
|
| % |
|
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|
| ||||||
Mike Zaman Irrevocable Trust |
|
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|
| % |
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| ||||||
Mike Zaman Irrevocable Trust |
|
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| % |
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| ||||||
Mike Zaman Irrevocable Trust |
|
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| % |
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| ||||||
Mike Zaman Irrevocable Trust |
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| % |
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|
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| ||||||
Mike Zaman Irrevocable Trust |
|
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| % |
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|
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| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
| 3.000 |
|
| |||||
Mike Zaman |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
| 07/31/2024 |
| 07/31/2025 |
|
| % |
|
|
|
| ||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| | % |
|
|
|
| |||||
Mike Zaman Irrevocable Trust |
|
|
|
| | % |
|
|
|
| |||||
Mike Zaman |
|
|
|
| | % |
|
|
|
| |||||
Mike Zaman |
|
|
|
| | % |
|
|
|
| |||||
Mike Zaman |
|
| 02/24/2026 |
|
| | % |
|
|
|
| ||||
Mike Zaman |
|
|
|
| | % |
|
|
|
| |||||
Mike Zaman Irrevocable Trust |
|
|
|
| | % |
|
|
|
| |||||
Mike Zaman |
|
|
|
| | % |
|
|
|
| |||||
Mike Zaman |
|
|
|
| | % |
|
|
|
| |||||
Mike Zaman |
|
|
|
| | % |
|
|
|
| |||||
Mike Zaman |
|
|
|
| | % |
|
|
|
| |||||
Mike Zaman Irrevocable Trust |
|
|
|
| | % |
|
|
|
| |||||
Mike Zaman |
|
|
|
| | % |
|
|
|
| |||||
Mike Zaman Irrevocable Trust |
|
|
|
| | % |
|
|
|
| |||||
Mike Zaman Irrevocable Trust |
|
|
|
| | % |
|
|
|
| |||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman |
|
|
|
| % |
|
|
|
| ||||||
Mike Zaman Irrevocable Trust |
|
|
|
| % |
|
|
|
| ||||||
Total Related Party Notes Payable |
|
|
|
|
|
|
|
|
|
|
| $ | $ | ||
| 13 |
| Table of Contents |
NOTE 5 – COMMITMENTS AND CONTINGENCIES
The Company is obligated for payments under related party notes payable.
The following table represents the related party notes payable owed at March 31, 2026 and December 31, 2025.
|
| March 31, 2026 |
|
| December 31, 2025 |
| ||
Notes payable -Mike Zaman – Chief Executive Officer |
| $ |
|
| $ |
| ||
Notes payable – Mike Zaman Irrevocable Trust – Trust of Chief Operating Officer |
|
|
|
|
|
| ||
Total related party notes payable |
| $ |
|
| $ |
| ||
NOTE 6 – RELATED PARTY TRANSACTIONS
On March 19, 2025, our Chief Executive Officer and our Corporate Secretary and Treasurer forgave interest the Company owed them in the amount $
The Company is obligated to related parties for notes payable as follows as of March 31, 2026 and December 31, 2025:
|
| March 31, 2026 |
|
| December 31, 2025 |
| ||
Notes payable -Mike Zaman – Chief Executive Officer |
| $ |
|
| $ |
| ||
Notes payable – Mike Zaman Irrevocable Trust – Trust of Chief Operating Officer |
|
|
|
|
|
| ||
Total related party notes payable |
| $ |
|
| $ |
| ||
The detail of the above notes are listed in Note 4
The Company owed related parties accrued interest in the amount of $
The Company periodically receives operating funds advanced from related parties which are documented with notes payable or convertible notes payable. Additionally, the Company related parties cover account payables by direct payment of the account payables which are also documented with notes payable or convertible notes payable. As of March 31, 2026 and December 31, 2025, the total non-convertible notes from related parties were $
NOTE 7 – STOCKHOLDERS' DEFICIT
The total number of shares of all classes of capital stock which the corporation has the authority to issue is
Series A Preferred Stock
The Company has designated
| 14 |
| Table of Contents |
Preferred Stock (Undesignated)
In addition to the
The shares of each series of Preferred Stock may vary from the shares of any other series thereof in any or all the foregoing respects and in any other manner. The Board of Directors may increase the number of shares of Preferred Stock designated for any existing series by a resolution adding to such series authorized and unissued shares of Preferred Stock not designated for any other series. Unless otherwise provided in a particular Preferred Stock designation, the Board of Directors may decrease the number of shares of Preferred Stock designated for any existing series by a resolution subtracting from such series authorized and unissued shares of Preferred Stock designated for such existing series, and the shares so subtracted shall become authorized, unissued and undesignated shares of Preferred Stock.
The Company issued no shares of common or preferred stock in the three months ended March 31, 2026.
During the year ending December 31, 2025, the Company issued 96,096 shares of common stock of which 76,500 shares of common stock were issued to settle accounts payable, 8,596 common shares for conversion of notes payable and accrued interest and 11,000 common shares for cash as follows:
On February 28, 2025, the Company issued
On March 19, 2025, our Chief Executive Officer and our Corporate Secretary and Treasurer forgave interest the Company owed them in the amount $3,503 and $34,672, respectively. These amounts were credited to additional paid-in-capital.
On March 28, 2025, the Company issued
On May 29, 2025, Stephen Bryan Wilson purchased
On August 20, 2025, Larry Helwig purchased
On December 28, 2025, the Company issued
Equity Incentive Plan
The Company’s
Preferred Stock
The Company has designated
Warrants – the Company has no warrants outstanding.
| 15 |
| Table of Contents |
NOTE 8 – INCOME TAXES
The Company follows ASC 740, Accounting for Income Taxes. In the years ended December 31, 2025 and 2024, deferred income taxes reflect the net tax effects of (a) temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax reporting purposes, and (b) net operating loss carry forwards. For federal income tax purposes, the Company uses the accrual basis of accounting, the same that is used for financial reporting purposes.
The Company did not have taxable income for the three months ended March 31, 2026 or the year ended December 31, 2025.
Federal income tax returns have not been examined and reported upon by the Internal Revenue Service and returns of the years since December 31, 2022 are still open.
Net deferred tax assets consist of the following components as of March 31, 2026 and December 31, 2025:
|
| 2026 |
|
| 2025 |
| ||
Deferred tax assets: |
|
|
|
|
|
| ||
NOL Carryover |
| $ |
|
| $ |
| ||
Valuation allowance |
|
| ( | ) |
|
| ( | ) |
Net deferred tax asset |
| $ |
|
| $ |
| ||
The income tax provision differs from the amount of income tax determined by applying the U.S. federal income tax rates to pretax income from continuing operations for the three months ended March 31, 2026 and 2025 due to the following:
|
| 2026 |
|
| 2025 |
| ||
Federal Tax (21%) |
| $ | ( | ) |
| $ | ( | ) |
Change in Valuation allowance |
|
|
|
|
|
| ||
As of March 31, 2026 and December 31, 2025, the Company’s accumulated net operating loss carryforward was approximately $
NOTE 9 – SUBSEQUENT EVENTS
On April 14, 2026, the company entered into a promissory note with the Mike Zaman in the amount of $
On April 16, 2026, the company entered into a promissory note with the Mike Zaman in the amount of $
Management has analyzed its operations for subsequent events until May 1, 2026, and the date this financial statement was issued and has determined that no other subsequent events occurred.
| 16 |
| Table of Contents |
ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS
The following discussion and analysis should be read in conjunction with our Financial Statements and the notes thereto, set forth in Item 8. “Financial Statements” as set forth in our Annual Report on Form 10-K for the year ended December 31, 2025, and the Condensed Consolidated Financial Statements and notes thereto included in Part I of this Quarterly Report on Form 10-Q. The following discussion may contain forward-looking statements. For additional information, see “Disclosure Regarding Forward Looking Statements” in Part I of this Quarterly Report on Form 10-Q.
OVERVIEW
Crown Equity Holdings Inc. (“Crown Equity”) was incorporated in August 1995 in Nevada. The Company is offering its services to companies seeking to become public entities in the United States. It has launched a website, www.crownequityholdings.com, which offers its services in a wide range of fields. The Company provides various consulting services to companies and individuals dealing with corporate structure and operations globally. The Company also provides public relations and news dissemination for publicly and privately held companies.
In December 2010, the Company formed two wholly owned subsidiaries Crown Tele Services, Inc. and CRWE Direct, Inc. Crown Tele Services, Inc. was formed to provide voice over internet (“VoIP”) services to clients at a competitive price and Crown Direct, Inc. was formed to provide direct sales to customers. Both entities had minimum sales during the quarter.
In March, 2011, the Company formed a wholly owned subsidiary CRWE Real Estate, Inc. as a subsidiary to engage in potential real estate holdings. The entity had minimal activity during the quarter.
The Company has focused its primary vision to using its network of websites to provide advertising and marketing services, as a worldwide online media advertising publisher, dedicated to the distribution of quality branding information. The Company offers Internet media-driven advertising services, which cover and connect a wide range of marketing specialties, as well as search engine optimization for clients interested in online media awareness. As part of its operations, the Company has utilized the services of software and hardware technicians in developing its websites and adding additional websites. This allows the Company to disseminate news and press releases for its customers as well as general news and financial information on a much bigger scale than it did previously. The Company markets its services to companies seeking market awareness of them and the services or goods that they offer. The Company then publishes information concerning these companies on its many websites.
Crown Equity’s office is located at 11226 Pentland Downs Street, Las Vegas, NV 89141.
During the period ending March 31, 2026, the Company utilized the services of independent contractors and its following officers, Mike Zaman, Kenneth Bosket, and Montse Zaman,
RESULTS OF OPERATIONS
Three months ended March 31, 2026 Compared to the Three months ended March 31, 2025
For the three months ended March 31, 2026, revenues were $0 and $135 for the same period ended in 2025.
Revenues for the three months ended March 31, 2026 were lower than March 31, 2025 due to no earned revenues through click-based, and impression ads, and the publishing and disseminating of press release in 2026.
Operating expenses were $39,703 for the three months ended March 31, 2026 and $17,091 for the same period in 2025. The increase in operating expenses was primarily due to an increase in professional fees.
Other expenses for the three-month period ended March 31, 2026 were $5,890 and $13,697 for the same quarter in 2025. The decrease in other expenses was primarily due to only having interest expense in the three months ended March 31, 2026. In the three months ended March 31, 2025, had interest expense of $4,859 loss on accounts payable conversion of $19,579, a miscellaneous loss of $40 and a gain on debt forgiveness of $38,175.
Interest expenses for the three months ended March 31, 2026 and 2025 were $5,890 and $4,859, respectively.
| 17 |
| Table of Contents |
LIQUIDITY AND CAPITAL RESOURCES
As of March 31, 2026, Crown Equity had current assets of $6,666 and current liabilities of $366,321 resulting in a working capital deficit of $359,655. Net cash used by operating activities for the three months ended March 31, 2026 was $30,262 compared to net cash used of $12,313 for the same period in 2025.
For the three months ended March 31, 2026, we borrowed $30,231 from related parties.
Our existing capital may not be sufficient to meet Crown Equity’s cash needs, including the costs of compliance with the continuing reporting requirements of the Securities Exchange Act of 1934, as amended. This condition raises substantial doubt as to Crown Equity’s ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary if Crown Equity is unable to continue as a going concern.
ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
As a “smaller reporting company” as defined by Item 12b-2 of the securities exchange act of 1934 (the “exchange act”) and are not required to provide information required under this Item.
ITEM 4: CONTROLS AND PROCEDURES
(a) Evaluation of Disclosure Controls and Procedures
Based on their evaluation of our disclosure controls and procedures(as defined in Rule 13a-15e under the Securities Exchange Act of 1934 the “Exchange Act”), our principal executive officer and principal financial officer have concluded that as of the end of the period covered by this quarterly report on Form 10-Q such disclosure controls and procedures were not effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms because of the identification of material weaknesses in our internal control over financial reporting which we view as an integral part of our disclosure controls and procedures. The material weaknesses relate to the lack of segregation of duties in financial reporting, as our financial reporting and all accounting functions are performed by an external consultant with no oversight by a professional with accounting expertise. Our CEO and CFO also do not possess accounting expertise and our company does not have an audit committee. These material weaknesses are due to the company’s lack of working capital to hire additional staff. To remedy this material weakness, we intend to engage another accountant to assist with financial reporting as soon as our finances will allow.
Changes in Internal Control over Financial Reporting
There have been no changes in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during our first quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
| 18 |
| Table of Contents |
PART II – OTHER INFORMATION
ITEM 1: LEGAL PROCEEDINGS.
None
ITEM 1A: RISK FACTORS.
There have been no material changes to Crown Equity’s risk factors as previously disclosed in our most recent 10-K filing for the year ended December 31, 2025.
ITEM 2: SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
During the three months ended March 31, 2026, Crown Equity did not issue any shares of common stock for operating capital.
ITEM 3: DEFAULTS UPON SENIOR SECURITIES.
None
ITEM 4: MINE SAFETY INFORMATION.
None
ITEM 5: OTHER INFORMATION.
None
ITEM 6: EXHIBITS
| ||
| ||
| ||
| ||
| ||
| ||
|
101.INS ** |
| Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document). |
| ||
101.SCH ** |
| Inline XBRL Taxonomy Extension Schema Document. |
| ||
101.CAL ** |
| Inline XBRL Taxonomy Extension Calculation Linkbase Document. |
| ||
101.DEF ** |
| Inline XBRL Taxonomy Extension Definition Linkbase Document. |
| ||
101.LAB ** |
| Inline XBRL Taxonomy Extension Labels Linkbase Document. |
| ||
101.PRE ** |
| Inline XBRL Taxonomy Extension Presentation Linkbase Document. |
|
|
|
104** |
| Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
________________
** | XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections. |
| 19 |
| Table of Contents |
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
| CROWN EQUITY HOLDINGS INC. | ||
| |||
Date: May 11, 2026 | By: | /s/ Mike Zaman | |
| Mike Zaman, CEO | ||
Date: May 11, 2026 | By: | /s/ Kenneth Bosket | |
| Kenneth Bosket, CFO | ||
EXHIBIT 31.1
FORM OF CERTIFICATION
PURSUANT TO RULE 13a-14 AND 15d-14
UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
CERTIFICATION
I, Mike Zaman, certify that:
| 1. | I have reviewed this March 31, 2026 quarterly report on Form 10-Q of Crown Equity Holdings Inc.; |
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
| 3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
| 4. | The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15 (e) and 15d-15(e) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
| (a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; | |
| (b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; | |
| (c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and | |
| (d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
| 5. | The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
| (a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and | |
| (b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
| Date: May 11, 2026 | By: | /s/ Mike Zaman | |
| Mike Zaman | |||
|
|
| Chief Executive Officer |
|
EXHIBIT 31.2
FORM OF CERTIFICATION
PURSUANT TO RULE 13a-14 AND 15d-14
UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
CERTIFICATION
I, Kenneth Bosket, certify that:
| 1. | I have reviewed this March 31, 2026 quarterly report on Form 10-Q of Crown Equity Holdings Inc.; |
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
| 3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
| 4. | The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15 (e) and 15d-15(e) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
| (a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; | |
| (b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; | |
| (c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and | |
| (d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
| 5. | The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
| (a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and | |
| (b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
| Date: May 11, 2026 | By: | /s/ Kenneth Bosket | |
| Kenneth Bosket | |||
|
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| Chief Financial Officer |
|
EXHIBIT 32.1
CERTIFICATIONS PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(18 U.S.C. SECTION 1350)
In connection with the Quarterly Report of Crown Equity Holdings Inc. on Form 10-Q for the quarterly period ended March 31, 2026, as filed with the Securities and Exchange Commission (the “Report), Mike Zaman, Chief Executive Officer of the Company, does hereby certify, pursuant to § 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. §1350), that to his knowledge:
| 1. | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
| 2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company. |
| Date: May 11, 2026 | By: | /s/ Mike Zaman | |
| Mike Zaman | |||
| Chief Executive Officer |
This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
EXHIBIT 32.2
CERTIFICATIONS PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
(18 U.S.C. SECTION 1350)
In connection with the Quarterly Report of Crown Equity Holdings Inc. on Form 10-Q for the quarterly period ended March 31, 2026, as filed with the Securities and Exchange Commission (the “Report”), Kenneth Bosket, Chief Executive Officer of the Company, does hereby certify, pursuant to § 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. §1350), that to his knowledge:
| 1. | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
| 2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company. |
| Date: May 11, 2026 | By: | /s/ Kenneth Bosket | |
| Kenneth Bosket | |||
| Chief Financial Officer |
This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.