Farmhouse, Inc 10-Q for FY2026 Q2

Farmhouse, Inc. /Nv (FMHS)

10-Q 2026-08-20 For: 2026-06-30

Added on August 20, 2026

About this 10-Q

Farmhouse, Inc filed this 10-Q on August 20, 2026, covering the quarter ended June 30, 2026 (FY2026 Q2).

Headline figures

Quarter ended June 30, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $0; compared with $0 a year earlier
Net loss: $2.92M; compared with a net loss of $132.17K a year earlier

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☒	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: _____________ to _____________

NEVADA (NV)	333-238326	46-3321759
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation)	File Number)	Identification No.)

	Large accelerated filer ¨		Accelerated filer ¨
	Non-accelerated filer ¨		Smaller reporting company ☒

INDEX

PART I – FINANCIAL INFORMATION

Item 1.	Interim condensed consolidated financial statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	25
Item 4.	Controls and Procedures	25

PART II – OTHER INFORMATION

Item 1.	Legal Proceedings	26
Item 1A.	Risk Factors	26
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	26
Item 3.	Defaults Upon Senior Securities	26
Item 4.	Mine Safety Disclosures	26
Item 5.	Other Information	26
Item 6.	Exhibits	27

SIGNATURE		28

CERTIFICATIONS

	June 30, 2026	December 31, 2025
	(unaudited)
ASSETS
Current assets:
Cash	`$678,462`	`$14,188`
Prepaid expenses	`4,800`	`2,925`
Due from Axiom	`532,852`	`-`
Due from related party	`1,000`	`-`
Crypto assets	`430,251`	`-`
Deferred offering costs	`40,050`	`40,050`
Total current assets	`1,687,415`	`57,163`

Long-term assets:
Investments, available for sale	`35,182`	`-`
Total long-term assets	`35,182`	`-`
Total assets	`$1,722,597`	`$57,163`

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable	`$4,892`	`$38,095`
Accrued legal fees	`10,070`	`10,070`
Accrued payroll and payroll taxes	`1,582,440`	`1,498,040`
Accrued liabilities	`8,050`	`11,510`
Accrued interest payable	`211,900`	`129,229`
Convertible notes payable, current, net of $1,814,521 and $32,483 debt discount, respectively. $70,000 and $45,000 in default, respectively	`542,256`	`102,072`
Notes payable, in default	`50,000`	`68,400`
Derivative liabilities - convertible instruments	`4,301,556`	`89,455`
Due to related parties	`293,096`	`325,621`
Total current liabilities	`7,004,260`	`2,272,492`

Long-term liabilities:
Convertible notes payable, long-term, net of $880 and $0 debt discount, respectively	`443,220`	`434,100`
Convertible notes payable to related party, long-term	`25,000`	`25,000`
Total long-term liabilities	`468,220`	`459,100`
Total liabilities	`7,472,480`	`2,731,592`
Commitments and contingencies	`-`	`-`

Stockholders’ deficit:
Preferred stock; $0.0001 par value, 5,000,000 shares authorized, no shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively	`-`	`-`
Common stock; $0.0001 par value, 295,000,000 shares authorized, 19,105,950 issued and 19,088,570 outstanding as of June 30, 2026 and 18,925,950 shares issued and outstanding as of December 31, 2025, respectively	`1,911`	`1,893`
Additional paid-in capital	`4,498,397`	`4,486,775`
Treasury stock, 17,380 shares	`(4,789)`	`-`
Accumulated other comprehensive income (loss)	`(3,574)`	`-`
Accumulated deficit	`(10,241,828)`	`(7,163,097)`
Total stockholders’ deficit	`(5,749,883)`	`(2,674,429)`
Total liabilities and stockholders’ deficit	`$1,722,597`	`$57,163`

	For the three months ended June 30,		For the six months ended June 30,
	2026	2025	2026	2025
REVENUES
Revenues	`$-`	`$-`	`$-`	`$-`
Costs of revenues	`-`	`-`	`-`	`-`
Gross margin	`-`	`-`	`-`	`-`

OPERATING EXPENSES
General and administrative	`126,625`	`63,893`	`194,441`	`131,003`
Professional fees	`38,579`	`53,665`	`80,212`	`77,349`
Total operating expenses	`165,204`	`117,558`	`274,653`	`208,352`

LOSS FROM OPERATIONS	`(165,204)`	`(117,558)`	`(274,653)`	`(208,352)`

OTHER INCOME (EXPENSE):
Gain on settlement of debt	`222`	`-`	`222`	`174,935`
Unrealized loss on crypto assets	`(60,786)`	`-`	`(61,977)`	`-`
Interest expense	`(500,647)`	`(14,616)`	`(531,222)`	`(30,469)`
Debt financing cost	`(445,619)`	`-`	`(445,619)`	`-`
Loss on derivative	`(1,751,270)`	`-`	`(1,765,482)`	`-`
Total other income (expense)	`(2,758,100)`	`(14,616)`	`(2,804,078)`	`144,466`

NET LOSS	`(2,923,304)`	`(132,174)`	`(3,078,731)`	`(63,886)`

Other comprehensive income (loss)
Unrealized loss on investments	`(3,574)`	`-`	`(3,574)`	`-`
Total other comprehensive income (loss)	`(3,574)`	`-`	`(3,574)`	`-`

TOTAL COMPREHENSIVE LOSS	`$(2,926,878)`	`$(132,174)`	`$(3,082,305)`	`$(63,886)`

BASIC AND DILUTED NET LOSS PER SHARE	`$(0.15)`	`$(0.01)`	`$(0.16)`	`$(0.00)`

BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING	`19,105,950`	`17,925,950`	`19,053,077`	`17,925,950`

	For the six months ended June 30,
	2026	2025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	`$(3,078,731)`	`$(63,886)`
Adjustments to reconcile net income (loss) to net cash used by operating activities:
Gain on settlement of debt	`(222)`	`(174,935)`
Stock-based compensation on RSA's vested	`8,140`	`6,290`
Common stock issued for services rendered	`3,500`	`-`
Amortization of debt discount	`440,304`	`-`
Unrealized loss on crypto assets	`61,977`	`-`
Loss on derivatives	`1,765,482`	`-`
Derivative recorded as debt financing cost	`445,619`	`-`
Changes in operating assets and liabilities:
Prepaid expenses	`(1,875)`	`(4,986)`
Accounts payable	`(33,203)`	`(23,108)`
Accrued legal fees	`-`	`9,375`
Accrued payroll and payroll taxes	`84,400`	`92,072`
Accrued liabilities	`(3,460)`	`(436)`
Accrued liabilities related party	`24,000`	`24,000`
Accrued interest payable	`82,775`	`20,135`
Accrued interest payable related party	`151`	`960`
Net cash used in operating activities	`(201,143)`	`(114,519)`

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of crypto assets	`(25,080)`	`-`
Purchase of investments	`(38,756)`	`-`
Net cash used in investing activities	`(63,836)`	`-`

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of convertible notes payable - short term	`1,000,000`	`105,000`
Proceeds from issuance of convertible notes payable - long term	`10,000`	`-`
Proceeds from issuance of convertible notes payable - related party	`-`	`25,000`
Proceeds from related party loans and advances	`-`	`13,084`
Purchase of treasury stock	`(4,789)`	`-`
Repayment of notes payable	`(18,400)`	`-`
Repayment of related party loans and advances	`(57,558)`	`(16,020)`
Net cash provided by financing activities	`929,253`	`127,064`

NET CHANGE IN CASH	`664,274`	`12,545`
CASH AT BEGINNING OF PERIOD	`14,188`	`413`
CASH AT END OF PERIOD	`$678,462`	`$12,958`

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest paid	`$8,214`	`$-`
Income taxes	`$-`	`$-`

NON-CASH INVESTING AND FINANCING ACTIVITIES:
Accounts payable exchanged for convertible note payable	`$-`	`$8,270`
Accrued legal fees exchanged for convertible note payable	`$-`	`$250,000`
Accrued liabilities exchanged for convertible note payable	`$-`	`$26,000`
Note payable exchanged for convertible note payable	`$-`	`$17,167`
Accrued interest exchanged for convertible note payable	`$-`	`$2,663`
Repayment of related party short-term advances with credit card	`$-`	`$568`
Cryptocurrency consideration for convertible note	`$467,148`	`$-`
Debt discount recorded for derivative liability	`$2,000,000`	`$-`

Class	Level 1	Level 2	Level 3
Derivative Liability	`$-`	`$-`	`$4,301,556`
Crypto Assets	`$430,251`	`$-`	`$-`
Investments	`$35,182`	`$-`	`$-`

Description	Interest Rate	Maturity	Stated Principal	Unamortized Debt Discount	Carrying Amount
Convertible note payable – in default	18%	July 2018	`$45,000`	`$-`	`$45,000`
Series 2023 convertible notes	10%	Jun–Oct. 2026	`34,000`	`-`	`34,000`
Series 2025 convertible notes	10%	Feb–Oct. 2028	`434,100`	`-`	`434,100`
November 2025 convertible promissory note	15%	Sept. 7, 2026	`55,555`	`(8,965)`	`46,590`
Series 2026 convertible notes	10%	Feb 2029	`10,000`	`(880)`	`9,120`
Axiom note	15%	March 2027	`2,222,222`	`(1,805,556)`	`416,666`
Total convertible notes payable			`2,800,877`	`(1,815,401)`	`985,476`
Less: current portion			`(2,356,777)`	`1,814,521`	`(542,256)`
Total convertible notes payable – long term			`$444,100`	`$(880)`	`$443,220`

Year / Category		Amount
In default		`$70,000`
2026		`64,555`
2027		`2,222,222`
2028		`434,100`
2029		`10,000`
2030		`-`
Total		`$2,800,877`

	June 30, 2026	December 31, 2025
Loan agreement with an unaffiliated individual, interest at 6% per annum, due December 16, 2021. In default.	`$50,000`	`$50,000`
Note payable to unaffiliated individual, interest at 20% per annum, due October 26, 2024. In default.	`-`	`5,000`
Note payable to unaffiliated individual, interest at 20% per annum, due October 26, 2024. In default.	`-`	`5,000`
Note payable to unaffiliated individual, interest at 20% per annum, due March 30, 2025. In default	`-`	`8,400`
Total Notes Payable	`$50,000`	`$68,400`

Stock Price	$0.1645 - $0.299
Volatility	372% - 472%
Remaining Contractual Term	0.19 - 0.83 years
Risk-free interest rate	3.72% - 4.01%
Exercise Price	$0.15

	Amount
Balance, December 31, 2025	`$89,455`
Derivative liabilities recognized at inception during 2026	`2,446,619`
Change in fair value of derivative liabilities	`1,765,482`
Balance, June 30, 2026	`$4,301,556`

	June 30, 2026	December 31, 2025
Due from related party:
Officer overpayment	`$1,000`	`$-`

Due to related parties – current:
Accrued liability to contracted CFO	`$290,000`	`$266,000`
Accrued interest on related party notes	`3,096`	`3,063`
Loans from officers	`-`	`52,058`
Note payable to officer, in default	`-`	`4,500`
Total due to related parties – current	`$293,096`	`$325,621`

Due to related parties – long-term:
Convertible note payable to related party	`$25,000`	`$25,000`

	Number of RSAs	Weighted Average Grant Date Fair Value
Balance as of January 1, 2026	`50,000`	`$0.084`
Awarded	`130,000`	`$0.098`
Vested	`(90,000)`	`$0.090`
Forfeited	`-`	`$-`
Balance as of June 30, 2026	`90,000`	`$0.098`

Date: August 20, 2026	By:	/s/ Evan Horowitz
		EVAN HOROWITZ
		Chief Executive Officer, Director


	By:	/s/ Lanny R. Lang
		LANNY R. LANG
		Chief Financial Officer, Chief Accounting Officer
		(Principal Financial and Accounting Officer)

	By:	/s/ Michael Landau
		MICHAEL LANDAU
		Chief Technology Officer, Treasurer, Director

	By:	/s/ Leslie Katz
		LESLIE KATZ
		Director

	Farmhouse, Inc.

Date: August 20, 2026	By:	/s/ Evan Horowitz
		EVAN HOROWITZ
		Chief Executive Officer, Director
		(Principal Executive Officer)

	Farmhouse, Inc.

Date: August 20, 2026	By:	/s/ Lanny R. Lang
		LANNY R. LANG
		Chief Financial Officer, Chief Accounting Officer
		(Principal Financial and Accounting Officer)

For the three months ended June 30,	2026		2025
Accounting and professional fees	$	`38,579`	$	`53,665`
Consulting		`25,690`		`625`
Wages and benefits		`49,188`		`46,036`
Public company related and filing fees		`6,493`		`5,722`
Other general and administrative expenses		`45,254`		`11,510`
Total operating expenses	$	`165,204`	$	`117,558`

Exhibit Number		Description

31.1		Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act. *

31.2		Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act. *

32.1		Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. *