10-Q

Hartford Creative Group, Inc. (HFUS)

10-Q 2025-12-15 For: 2025-10-31
View Original
Added on April 06, 2026

UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: October 31, 2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from ________ to ________

Commission

File Number: 001-42843

HARTFORD

CREATIVE GROUP, INC.

(Exact Name of Registrant as Specified in its Charter)

Nevada

(State or other jurisdiction of incorporation or organization)

51-0675116

(I.R.S. Employer Identification Number)

8832Glendon Way, Rosemead, California 91770

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number including area code: (626)321-1915

HARTFORD

GREAT HEALTH CORP.

Former

name, former address, and former fiscal year, if changed since last report

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

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). Yes ☒ No ☐

Indicate by checkmark whether the registrant is a large accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large<br> accelerated filer ☐ Accelerated<br> filer ☐
Non-accelerated<br> filer ☒ Smaller<br> reporting company ☒
Emerging<br> 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 registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Securities registered pursuant to Section 12(b) of the Act:

Title<br> of each class Trading<br> Symbol(s) Name<br> of each exchange on which registered
Common<br> stock, par value $0.001 par value HFUS OTC<br> Markets Group

State

the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 25,027,004 shares of common stock outstanding as of December 12, 2025.

Index

Page
Part I - FINANCIAL INFORMATION
Item 1. Unaudited Consolidated Financial Statements
Condensed Consolidated Balance Sheets as of October 31, 2025(unaudited) and July 31, 2025 3
Condensed Consolidated Statements of Operations for the Three months ended October 31, 2025 and 2024 (unaudited) 4
Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three months ended October 31, 2025 and 2024 (unaudited) 5
Condensed Consolidated Statements of Changes in Stockholders’ Equity (Deficit) (unaudited) 6
Condensed Consolidated Statements of Cash Flows for the Three months ended October 31, 2025 and 2024(unaudited) 7
Notes to Condensed Consolidated Financial Statements (unaudited) 8
Item 2. Management’s Discussion and Analysis or Plan of Operation 12
Item 3. Quantitative and Qualitative Disclosures About Market Risk 16
Item 4. Controls and Procedures 16
Part II - OTHER INFORMATION
Item 1. Legal Proceedings 17
Item 1A. Risk Factors 17
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 17
Item 3. Defaults Upon Senior Securities 17
Item 4. Mine Safety Disclosures 17
Item 5. Other Information 17
Item 6. Exhibits 17
SIGNATURES 18
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HARTFORD

CREATIVE GROUP, INC.

CONDENSED

CONSOLIDATED BALANCE SHEETS


July 31, 2025
ASSETS
Current Assets
Cash and cash equivalents 63,406 $ 57,065
Accounts receivable 123,641 53,867
Advance to contractors 2,604,169 6,288,411
Prepaid and other current receivables 3,228 502
Deferred offering costs 177,122 108,550
Total Current Assets 2,971,566 6,508,395
Non-current Assets
Property and equipment, net 890 910
ROU assets-operating lease 1,778 3,527
Deferred tax assets 400,490 400,490
Total Non-current Assets 403,158 404,927
TOTAL ASSETS 3,374,724 $ 6,913,322
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Accounts payable 59,291 $ 44,169
Related party loan and payables 1,382,779 1,107,187
Contract liabilities 1,159,872 4,852,812
Current operating Lease liabilities 5,524 5,441
Other current payable 417,835 604,525
Total Current Liabilities 3,025,301 6,614,134
TOTAL LIABILITIES 3,025,301 6,614,134
Commitments and contingencies - -
Stockholders’ Equity (Deficit)
Preferred stock - 0.001 par value, 5,000,000 shares authorized, no shares issued and outstanding - -
Common stock - 0.001 par value, 75,000,000 shares authorized, 25,027,004 shares outstanding at both of October 31, 2025 and July 31, 2025 25,027 25,027
Additional paid-in capital 4,765,455 4,765,455
Accumulated deficit (4,761,059 ) (4,811,733 )
Accumulated other comprehensive income 320,000 320,439
Total Stockholders’ Equity 349,423 299,188
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY 3,374,724 $ 6,913,322

All values are in US Dollars.

The

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

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HARTFORD

CREATIVE GROUP, INC.

CONDENSED

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)


2025 2024
Three Months ended October 31,
2025 2024
Revenue $ 330,267 $ 467,462
Operating cost and expenses:
Cost of revenue - 109,822
Selling, general and administrative expenses 216,375 165,568
Total operating cost and expenses 216,375 275,390
Operating income 113,892 192,072
Other Expense
Interest expense, net (2,398 ) (1,402 )
Other expense, net (4,249 ) (440 )
Total other expense, net (6,647 ) (1,842 )
Income before income taxes 107,245 190,230
Income Tax Expense 56,571 62,961
Net income 50,674 127,269
Net income per common share:
Basic and diluted $ 0.00 $ 0.01
Weighted average shares outstanding:
Basic and diluted 25,027,004 25,027,004

The

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

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HARTFORD CREATIVE GROUP,INC.

CONDENSED

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

2025 2024
Three months ended
October 31,
2025 2024
Net income $ 50,674 $ 127,269
Other Comprehensive (loss) income, net of income tax
Foreign currency translation adjustments (439 ) (43,641 )
Total Other Comprehensive loss (439 ) (43,641 )
Total Comprehensive income $ 50,235 $ 83,628

The

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

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HARTFORD

CREATIVE GROUP, INC.

CONDENSED

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)

Shares Amount Capital (Deficit) Income (loss) (Deficit)
Accumulated Total
Additional Other Stockholders’
Common Stock Paid - in Accumulated Comprehensive Equity
Shares Amount Capital (Deficit) Income (loss) (Deficit)
Balance, July 31, 2025 25,027,004 25,027 4,765,455 (4,811,733 ) 320,439 299,188
Net income - - - 50,674 - 50,674
Foreign currency translation adjustment - - - - (439 ) (439 )
Balance, October 31, 2025 (unaudited) 25,027,004 25,027 4,765,455 (4,761,059 ) 320,000 349,423
Shares* Amount* Capital* (Deficit) Income (loss) (Deficit)
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Accumulated Total
Additional Other Stockholders’
Common Stock Paid - in Accumulated Comprehensive Equity
Shares* Amount* Capital* (Deficit) Income (loss) (Deficit)
Balance, July 31, 2024 25,027,004 25,027 2,248,602 (5,910,843 ) 283,740 (3,353,474 )
Balance 25,027,004 25,027 2,248,602 (5,910,843 ) 283,740 (3,353,474 )
Net income - - - 127,269 - 127,269
Foreign currency translation adjustment - - - - (43,641 ) (43,641 )
Balance, October 31, 2024 (unaudited) 25,027,004 25,027 2,248,602 (5,783,574 ) 240,099 (3,269,846 )
Balance 25,027,004 25,027 2,248,602 (5,783,574 ) 240,099 (3,269,846 )
* On<br> March 31, 2025, the Company implemented a 1-for-4 reverse stock split (Note 1). All references to numbers of shares, common stock<br> par value, additional paid-in capital and per-share data in the accompanying notes and condensed consolidated financial statements<br> have been adjusted to reflect such reverse stock split on a retrospective basis.
--- ---

The

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

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HARTFORD

CREATIVE GROUP, INC.

CONDENSED

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

2025 2024
Three Months ended
October 31,
2025 2024
Cash flows from operating activities:
Net income $ 50,674 $ 127,269
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Changes in operating assets and liabilities:
Accounts receivable, net (69,251 ) 583,009
Prepaid and Other current receivables (2,686 ) 582
Advance to contractor 3,725,493 1,631,243
Related party receivables and payables 2,402 7,289
Contract liabilities (3,793,584 ) (831,501 )
Accounts payable 86,308 (1,179,176 )
Other current payable (196,929 ) 9,412
Operating lease assets and liabilities 1,773 (78 )
Net cash (used in) provided by operating activities (195,800 ) 348,049
Cash flows from investing activities:
Related party loan receivable* - (675,826 )
Net cash used in investing activities - (675,826 )
Cash flows from financing activities:
Proceeds of related party notes payable - 126,700
Repayment of related party notes payable (5,000 ) (35,000 )
Advances from related parties 219,396 -
Repayment of related party advances* - (26,751 )
Payment of offering expenses (12,284 )
Net cash provided by financing activities 202,112 64,949
Effect of exchange rate changes on cash 29 4,960
Net change in Cash, cash equivalents and restricted cash 6,341 (257,868 )
Cash and cash equivalents at beginning of period 57,065 310,763
Cash and cash equivalents at end of period $ 63,406 $ 52,895
Supplemental Cash Flow Information
Interest paid $ - $ -
Income taxes paid $ 294,859 $ 237,982
Supplemental Disclosure For Noncash Investing And Financing Activities:
Related party paid offering expenses on behalf of the Company 50,000 -
Unpaid offering expenses recorded as other current payables 6,000 -
* Balances<br> reclassified due to related party relationship changes. See Note 3.
--- ---

The

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

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HARTFORD

CREATIVE GROUP, INC.

NOTES

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE

  1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

This summary of significant accounting policies is presented to assist in understanding the Company’s financial statements. The financial statements and notes are the responsibility of the Company’s management. These accounting policies conform to accounting principles generally accepted in the United States of America (“US GAAP”) and have been consistently applied in the preparation of the financial statements. This disclosure should be read in conjunction with our audited financial statements for the year ended July 31, 2025, including footnotes, contained in our Annual Report on Form 10-K.

Organization

Hartford Creative Group, Inc. (Formerly Hartford Great Health Corp.) (the “Company”), was incorporated in the State of Nevada on April 2, 2008 under the name PhotoAmigo, Inc. The Company changed its name to Hartford Great Health Corp. on August 22, 2018 and subsequently changed its name to Hartford Creative Group, Inc. on May 11, 2024.

Historically, through its wholly owned subsidiary - Hangzhou Hartford Comprehensive Health Management, Ltd. (“HZHF) and HZHF’s 60 percent owned subsidiary - Hangzhou Longjing Qiao Fu Vacation Hotel Co., Ltd. (“HZLJ”), and through Shanghai Hartford Health Management, Ltd. (“HFSH”) and its 90 percent owned subsidiary - Shanghai Qiao Garden International Travel Agency (“Qiao Garden Int’l Travel”), the Company conducted hospitality-related operations in China. Qiao Garden Int’l Travel was disposed of on December 31, 2020.

The

Company previously conducted early childhood education operations through Hartford International Education Technology Co., Ltd. (“HF Int’l Education”) and its subsidiaries. Due to changes in government regulations affecting the education industry and pandemic-related restrictions in China, the Company exited these operations to reduce continuing losses. On August 1, 2022, HFSH entered into a contract with a related party, Shanghai Oversea Chinese Culture Media Ltd. (“SH Oversea”), to sell 90 percent ownership of HF Int’l Education and its subsidiaries for $900 (RMB 5,850). On the same date, the Company entered into a contract with SH Oversea and another individual to sell 100 percent ownership of HZHF and its subsidiaries for $1,000 (RMB 6,500).

Beginning

in January 2024, the Company embarked on the development of a new business within the media and marketing sector. As part of its rebranding strategy, on January 1, 2024, HFSH changed its legal name to Shanghai Hartford ZY Culture Media Ltd. (“HFZY”). HFZY primarily provides social media advertising services on platforms such as Tik Tok, Toutiao, Kwai, RED, WeChat, Baidu and more. The Company aims to provide customers with integrated services from advertising, creative development and production to placement operations and campaign management on social media platform. Further expanding its business operations, HFUS reacquired full ownership of HZHF at no cost on April 1, 2024, and subsequently rebranded it as Hangzhou Hartford WP Culture Media Ltd. (“HZWP”). On April 11, 2024, HFUS continued its growth trajectory by establishing a new subsidiary named Shanghai DZ Culture Media Ltd. (“SHDZ”). However, due to prolonged inactivity, the Company entered agreements on December 9, 2024, and January 1, 2025, to transfer 70% ownership of HZWP and SHDZ to SH Oversea, with the remaining 30% transferred to an individual. These transfers were executed at no cost and realized a $21,362 gain from the disposal of these two subsidiaries. On June 18, 2024, HFUS completed the acquisition of ShaoXing HuoMao Network Technology Ltd. (SXHM). The acquisition was executed at no cost, and there were no significant assets or liabilities exchanged during the transfer. On May 12, 2025, HFZY established a subsidiary, Nanjing HaoYiPeng Information Technology Ltd (“NJHY”), based in Nanjing, China. NJHY aims to expand and strengthen the Company’s social media advertising business.

ReverseStock Split

On March 28, 2025, the Board of Directors approved by unanimous written consent a reverse stock split of the Company’s authorized shares and issued and outstanding shares of common stock, par value $0.001 per share, at a ratio of 1-for-4. On March 31, 2025, the Company filed a certificate of amendment with the Secretary of State of the State of Nevada to effect the 1-for-4 Reverse Stock Split, which became effective as of March 31, 2025. As a result of the Reverse Split, every four shares of the Company’s pre-Reverse Split Common Stock has been combined into one share of the Company’s post-Reverse Split Common Stock, without any change in par value per share. Prior to the reverse stock rplit, the Company was authorized to issue (i) 300,000,000 shares of Common Stock and (ii) 5,000,000 shares of preferred stock, par value $0.001 per share (the “Preferred Stock”). As a result of the Reverse Split, the Company is authorized to issue 75,000,000 shares of Common Stock. The par value per share of the Common Stock will remain unchanged at $0.001 per share. The total number of shares of Preferred Stock authorized for issuance will not be impacted by the Reverse Stock Split.

Basisof Presentation

The consolidated financial statements include the accounts of Hartford Creative Group, Inc., its wholly-owned subsidiaries and subsidiaries in which it has a controlling interest. The Company reports noncontrolling interests of the consolidated entities as a component of equity separate from the Company’s equity. All material inter-company transactions between and among the Company and its consolidated subsidiaries have been eliminated in the consolidation.

Useof Estimates

The preparation of financial statements in conformity with US GAAP requires the Company’s management to make estimates and assumptions that affect the amounts of assets and liabilities, the identification and disclosure of impaired assets and contingent liabilities at the date of the financial statements, and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Reclassification

Certain prior period amounts have been reclassified to conform to the current year presentation. These reclassifications had no impact on the Company’s net income, net cash flows, or stockholders’ equity.

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RevenueRecognition

The Company follows the five steps approach for revenue recognition under Topic 606: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when (or as) the performance obligation is satisfied. Customer billings or collections in advance of payment performance are recorded as contract liabilities (deferred revenue). Payment terms are generally short-term and the Company has determined its contracts do not include significant financing components.

The Company provides traffic acquisition service to place advertisements produced by advertisers and provides advertisements account charging service to customers. The advertisements are published on the targeted media platforms as determined by the customers. Revenue is recognized at a point in time when the distribution of advertisements and charging of advertisement accounts are completed upon the completion confirmations by customers and suppliers, respectively. The Company is not the principal in this arrangement as the Company does not control the specified service (i.e., the traffic) before that service is delivered to the customer, because (i) it is the targeted media platform, rather than the Company, who is primarily responsible for providing the media publishing service; (ii) the media platforms are identified and determined by the customers, rather than the Company, and the Company does not commit to acquire the traffic before transferring to the customers. Therefore, the Company is not the principal in executing these transactions. Accordingly, the Company acts as an agent in these transactions and reports placement revenue on a net basis.

Additionally, beginning in June 2025, the Company commenced its mini-drama transaction, which involves acquiring non-exclusive license of mini-dramas, performing in-house editing, and licensing the completed content to customers. These activities are considered one single performance obligation. The Company controls the license rights prior to transfer, is responsible for fulfilling the arrangement, and independently establishes pricing. Accordingly, the Company is the principal in these transactions and recognizes revenue on a gross basis. Because the licenses convey a right-to-use intellectual property (i.e., static content without ongoing updates), revenue is recognized at a point in time—specifically, when the license rights are made available to the customer.

Generally,

the Company pays media suppliers upfront for media resources and collects prepayments from customers. Under certain circumstances, credit terms of up to 90 days may be granted. As of October 31, 2025 and July 31, 2025, the Company had $123,641 and $53,867, respectively, of accounts receivable due from two customers. The Company generally does not require collateral and did not record an allowance for doubtful accounts as of those dates.

SegmentReporting

Operating segments are defined as components of an enterprise for which separate financial information is available and regularly evaluated by the chief operating decision maker (“CODM”) in allocating resources and assessing performance. The Company has identified its Chief Executive Officer as the CODM. The CODM manages the business, allocates resources, and evaluates performance on a consolidated basis; accordingly, the Company operates as a single operating and reportable segment.

Reportable Segment and Measure of Profit or Loss

The CODM evaluates segment performance and allocates resources based on consolidated operating results, which represent the measure of profit or loss used by the CODM. This measure is consistent with income from operations as presented in the Company’s consolidated statements of income. The CODM also monitors consolidated total assets when assessing performance and making resource allocation decisions.

Significant Segment Expenses

In reviewing operating performance, the CODM considers consolidated revenues, gross margin, and operating expenses, including selling, general and administrative expenses. No additional categories of expense are regularly provided to or reviewed by the CODM.

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RecentAccounting Pronouncements.

Recentlynot yet adopted accounting pronouncements

In November 2024, the FASB issued ASU No. 2024-03, Disaggregation of Income Statement Expenses (“ASU 2024 03”), and in January 2025, the FASB issued ASU No. 2025-01, Clarifying the Effective Date (“ASU 2025-01”). The amendments are intended to enhance disclosures regarding an entity’s costs and expenses by requiring additional disaggregated information disclosures about certain income statement expense line items. The amendments, as clarified by ASU 2025-01, are effective for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. We are currently evaluating the impact of adopting this guidance on our Consolidated Financial Statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740), Improvements to Income Tax Disclosures. The new guidance requires enhanced disclosures about income tax expenses. The Company is required to adopt this guidance in the first quarter of the fiscal year 2026. Early adoption is permitted on a prospective basis. We are currently evaluating the impact of this ASU on our annual income tax disclosures.

The Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the consolidated financial position, statements of operations and cash flows.


NOTE

  1. GOING CONCERN

The

accompanying consolidated financial statements were prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of obligations in the normal course of business. As of October 31, 2025, The Company had a working capital deficit of $53,735 and an accumulated deficit of $4,761,059. These conditions raise substantial doubt about the ability of Hartford Creative Group, Inc. to continue as a going concern.

In view of these matters, continuation as a going concern is dependent upon several factors, including the availability of debt or equity funding upon terms and conditions acceptable to the Company, and ultimately achieving profitable operations. Management believes that the Company’s business plan provides it with an opportunity to continue as a going concern. However, management cannot provide assurance that the Company will meet its objectives and be able to continue in operation.

The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.

NOTE

  1. RELATED PARTY TRANSACTIONS

RelatedParty Payables

Shanghai Oversea Chinese Culture Media Ltd., and its subsidiary, Shanghai Konglu ZeYi Brands Management Ltd. (collectively, “SH Oversea”), are substantially owned by one of the Company’s major shareholders. The Company’s related party relationship with Shanghai Qiaohong Assets Ltd. (“SH Qiaohong”) and SH Oversea, previously based on shared management with HFSH, ceased on August 15, 2024. However, on November 26, 2024, Ms. Erin SongWang acquired a 39% ownership interest in the Company. As Ms. SongWang holds a 90% beneficial ownership in SH Qiaohong, and SH Oversea is a 95%-owned subsidiary of SH Qiaohong, both entities again became related parties of the Company. As of October 31, 2025 and July 31, 2025, amounts payable to SH Oversea were $193,983 and nil, respectively. These balances primarily represented funding support for operations, were non-interest bearing, and were payable on demand.

During

the year ended July 31, 2025, SH Oversea forgave $2,516,853 of outstanding balances. This forgiveness was accounted for as a capital contribution and recorded as an increase to additional paid-in capital within shareholders’ deficit.

RelatedParty loans

HFUS

borrowed in the form of a short-term loan at 5% per annum from a related party, Hartford Hotel Investment Inc., an entity managed by the same management team. $2,402 and $4,206 of interest expenses were recorded during the three months ended October 31, 2025 and 2024, respectively. As of October 31, 2025 and July 31, 2025, the unpaid principal and interest amount of $222,799 and $225,398, respectively, will be due on demand.

Since February 2024, the Company borrowed a total of $376,900 in short-term loans at an annual interest rate of 5% from a relative of one of its current major shareholders (the former primary shareholder). On April 22, 2024, $29,022 of the principal was used to offset profits that the former shareholder allegedly earned in violation of Section 16(b) of the Securities Exchange Act. During the three months ended October 31, 2025 and 2024, the Company recorded interest expense of nil and $3,084, respectively. On December 10, 2024, the outstanding loan balance of $355,436 (principal and interest) was converted to a non-interest-bearing advance from the former shareholder. This advance, combined with other related party payables, resulted in a total of $965,997 and $881,789 in outstanding operating advances from the former primary shareholder as of October 31, 2025 and July 31, 2025, respectively. These advances are non-interest-bearing and due on demand.

OtherRelated Party Transactions

The Company has leased approximately 543 square feet (50.4 square meters) of office space in Shanghai from SH Dubian, a company managed by a relative of a major shareholder. The lease term is from February 18, 2024, to February 17, 2026, at a fixed monthly rent of USD 638 (RMB 4,600).

The Company’s office space, located 8832 Glendon Way, Rosemead, CA 91770, is leased from a related party, a former primary shareholder and relative of a current major shareholder. The lease term is from January 1, 2025 to December 31, 2025, at a fixed monthly rent of USD 1,000.

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NOTE

  1. ADVANCE TO CONTRACTORS AND CONTRACT LIABILITIES

In

the advertisement placement services, the Company makes prepayments to the downstream agents or the media platforms (“contractor”) and receives advance payments from the customers. As of October 31, 2025 and July 31, 2025, the Company’s balance sheets reflect $2,604,169 and $6,288,411, respectively, in prepayments to contractors, categorized as “Advance to contractor” and $1,159,872 and $4,852,812, respectively, in customer advance payments, recorded under “Contract Liabilities”.

NOTE

  1. OTHER CURRENT LIABILITIES

Other current payable consist of as the following:

SCHEDULE OF OTHER CURRENT PAYABLE

October 31, 2025 July 31, 2025
Taxes payable $ 63,419 $ 297,604
Payable to service providers 43,386 -
Accrued payroll 63,639 26,544
Payable to former owners 247,391 280,377
Other Current Liabilities $ 417,835 $ 604,525

NOTE

  1. CONCENTRATION RISK

For

the three months ended October 31, 2025 and 2024, two and four customers accounted for 54% and 75%, respectively, of the Company’s total gross billing. As of October 31, 2025 and July 31, 2025, the Company had $123,641 and $53,867, respectively, in outstanding receivables due from two customers. As of October 31, 2025 and July 31, 2025, prepayments received from one and two customers, recorded as contract liabilities, accounted for 45% and 69%, respectively, of total contract liabilities.

For

the three months ended October 31, 2025 and 2024, three and two contractors accounted for 66% and 42%, respectively, of the Company’s total services acquisition. As of October 31, 2025 and July 31, 2025, the Company had $59,291 and $44,169 outstanding payables to two and one contractor. As of October 31, 2025 and July 31, 2025, advances to three contractors accounted for 98% and 64%, respectively, of the Company’s total advance payments.

NOTE

  1. COMMITMENTS AND CONTINGENCIES

There have been no material contractual obligations and commitments as of October 31, 2025.

NOTE

  1. SUBSEQUENT EVENTS

In accordance with ASC 855*, “Subsequent Events”*, the Company has evaluated subsequent events through the date of issuance of these unaudited financial statements and no material subsequent events were noted.

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Forward-Looking Statements

This Form 10-Q contains or incorporates by reference “forward-looking statements,” as that term is used in federal securities laws, about our financial condition, results of operations and business. These statements include, among others:

- statements concerning the benefits that we expect will result<br>from our business activities and results of business development that we contemplate or have completed, such as increased revenues; and<br>statements of our expectations, beliefs, future plans and strategies, anticipated developments and other matters that are not historical<br>facts. These statements may be made expressly in this document or may be incorporated by reference to other documents that we will file<br>with the SEC. You can find many of these statements by looking for words such as “believes,” “expects,” “anticipates,”<br>“estimates” or similar expressions used in this report or incorporated by reference in this report.

These forward-looking statements are subject to numerous assumptions, risks and uncertainties that may cause our actual results to be materially different from any future results expressed or implied in those statements. Because the statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied. We caution you not to put undue reliance on these statements, which speak only as of the date of this report. Further, the information contained in this document or incorporated herein by reference is a statement of our present intention and is based on present facts and assumptions, and may change at any time and without notice, based on changes in such facts or assumptions.

Item2. Management’s Discussion and Analysis or Plan of Operation Overview

This discussion updates our business plan for the three-month period ending October 31, 2025. It also analyzes our financial condition on October 31, 2025 and compares it to our financial condition at July 31, 2025. This discussion and analysis should be read in conjunction with our audited financial statements for the year ended July 31, 2025, including footnotes, contained in our Annual Report on Form 10-K, and with the unaudited financial statements for the interim period ended October 31, 2025, including footnotes, which are included in this quarterly report.

Overviewof the Business

Hartford Creative Group, Inc. (formly Hartford Great Health Corp.) was incorporated in the State of Nevada on April 2, 2008 under the name PhotoAmigo, Inc. The Company changed its name to Hartford Great Health Corp. on August 22, 2018 and subsequently changed its name to Hartford Creative Group, Inc. on May 11, 2024.

Abilityto continue as a “going concern”.

The reports of our independent registered public accounting firm on our consolidated financial statements as of and for the year ended July 31, 2025 include an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. Management’s plans to address the conditions giving rise to that uncertainty are described in our consolidated financial statements and the related notes.

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Planof Operation

After years of experience in education and hospitality, the Company shifted its focus in January 2024 to social media advertising and related marketing services in China. On January 10, 2024, Shanghai Hartford Health Management, Ltd. changed its legal name to Hartford ZY Culture Media (Shanghai) Co., Ltd. (“HFZY”). On June 18, 2024, the Company completed the acquisition of ShaoXing HuoMao Network Technology Ltd. (“SXHM”). HFZY and SXHM provide media and advertising services on mainstream social media platforms, including TikTok, Toutiao, Kwai, RED, WeChat, and Baidu. On May 12, 2025, HFZY established Nanjing HaoYiPeng Information Technology Ltd. (“NJHY”) to further expand the Company’s social media advertising business. The Company intends to provide vertical integration services, including advertising creative development, video production, editing, and advertising operations and campaign management. The Company also plans to develop overseas TikTok advertising campaigns for domestic Chinese customers seeking to reach international markets.

During the three months ended October 31, 2025, the Company recognized USD 0.3 million net revenue from the advertisement placement services. The Company provides service to place advertisements. The advertisements are published on the targeted media platforms as determined by the customers. Revenue is recognized at a point in time when the placement of advertisements is completed. As disclosed in Note 1 under category “Revenue Recognition”, the Company is not the principal in executing these transactions. The Company reports the amount received from the customers and the amounts paid to the media platforms or upstream agent related to these transactions on a net basis.

Based on market research and discussions between the Board and various third-party suppliers and industry experts, the Company has further developed its strategic plan for the mini-drama business. Management believes the Company is well positioned to capture growing market interest and expand its revenue streams through this initiative. To date, only preliminary activities have been undertaken, and there can be no assurance that the business plan will ultimately be successful. In July 2025, the Company completed its first mini-drama transaction, generating $36,000 in revenue. In October 2025, the Company received customer deposits of $71,600 related to a mini-drama service agreement, which remain pending delivery to the customer and recorded as contract liabilities as of October 31, 2025.

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Results of Operations – Threemonths ended October 31, 2025 Compared to Three months ended October 31, 2024.

The following table presents certain consolidated statement-of-operations information and presentation of that data as a percentage of change from year to year.

For the Three Months ended October 31,
2025 2024 Variance
Revenues $ 330,267 $ 467,462 -29 %
Operating cost and expenses:
Cost of revenue - 109,822 -100 %
Selling, general and administrative 216,375 165,568 31 %
Total operating cost and expenses 216,375 275,390 -21 %
Operating income 113,892 192,072 -41 %
Other expenses (6,647 ) (1,842 ) 261 %
Income before income taxes 107,245 190,230 -44 %
Income tax expense 56,571 62,961 -10 %
Net income 50,674 127,269 -60 %

Revenue: Net revenue recognized from advertising placement services was USD 0.33 million in 2025 and USD 0.47 million in 2024. The decrease in net placement revenue for the period was primarily due to the Company’s ongoing negotiation efforts with the majority of its customers to revise contract terms in order to achieve higher margins. As a result of these negotiations, certain advertising activities were temporarily paused and postponed.

OperatingCost and Expenses: For the three months ended October 31, 2025, the Company recorded no cost of revenue, compared to $0.11 million in the same period of 2024. The prior-year cost of revenue was primarily attributable to design fees and channel service expenses incurred in connection with project execution. Selling, general and administrative expenses increased to $0.22 million for the three months ended October 31, 2025, from $0.17 million in the same period of 2024. The increase was primarily driven by higher audit expenses and directors’ and officers’ (D&O) insurance premiums.

OtherExpense: Other expense remained immaterial in both periods and primarily consisted of net interest expense on loans from related parties.

Incometax expense: The income tax recognized for the three months ended October 31, 2025 and 2024, resulted from the income tax from the operating income in China.

NetIncome (Loss): We recorded a net income of $0.05 million or $0.00 per share for the three months ended October 31, 2025, compared to a net income of $0.13 million or $0.01 per share for the same period of 2024, due to the factors discussed above.

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Liquidity and Capital Resources

As of October 31, 2025, we had a working capital deficit of $53,735 comprised of current assets of $2,971,566 and current liabilities of $3,025,301. This represents a decrease of $52,004 in the working capital deficit from the July 31, 2025 amount of $105,739. We had an accumulated deficit of $4,761,059 compared to $4,811,733 at the previous year end. To date, we have funded our operations through short-term borrowing from related parties and equity financing.

As of October 31, 2025, the Company has issued a total of 25,027,004 shares (reflecting the 1 for 4 Reverse Stock Split) of common stock. On December 11, 2018, 24,022,500 shares of common stock were issued at the price of $0.08 per share to raise an additional $1,921,800 in capital. On November 24, 2020, the Company issued additional 250,000 shares of common stock to a significant shareholder of the Company at $0.08 per share.

We will seek additional financing in the form of debt or equity. There is no assurance that we will be able to obtain any needed financing on favorable terms, or at all, or that we will find qualified purchasers for the sale of our stock. If we are unable to raise sufficient capital, we will be required to delay or forego some of our business plan, which would have a material adverse effect on our anticipated results from operations and financial condition. Any sales of our securities would dilute the ownership of our existing investors.

Future Capital Expenditures

We believe that our funding requirements for the next twelve months will be in excess of $2,000,000. We are currently seeking further funding through related parties’ loan and finance.

We are in the process of uplisting the Company’s stock from the OTC market to the Nasdaq exchange. Assuming all conditions are met in our favor, we plan to raise capital through either debt or equity financing. The proceeds from this financing will be used to cover the costs related to the uplisting procedure.

CashFlows – Three months ended October 31, 2025 Compared to Three months ended October 31, 2024

OperatingActivities

Cash used in operating activities was $195,800 for the three months ended October 31, 2025 as compared to $348,049 cash provided by the operations for the same period in 2024. During the three months ended October 31, 2025, we recorded net income of $50,674, a $3,725,493 decrease of advance to contractors, a $86,308 increase in accounts payable, and offset a $3,793,584 decrease of contract liabilities, a $196,929 decrease of other current payable (mainly tax payable), and a $69,251 increase of accounts receivable.

During the three months ended October 31, 2024, we recorded net income of $127,269, a $1,631,243 decrease of advance to contract, a $583,009 decrease of accounts receivable and $582 decrease of prepaid and other current receivable, offset by a $1,179,176 decrease of accounts payable and a $831,501 decrease of contract liabilities.

Investingactivities

No investing activities occurred during the three months ended October 31, 2025. Cash used in investing activities was $675,826 during the three months ended October 31, 2024, primarily due to the short term related party loan receivables bearing interest at 3% interest rate, matured in July and August, 2025.

Financingactivities

Net cash provided by financing activities increased to $202,112 for the three months ended October 31, 2025, from $64,949 in the comparable period of 2024. Cash provided by financing activities in the 2025 period was primarily attributable to $219,396 in non-interest-bearing advances received from related parties, and offset by $12,284 payment of offering expenses and $5,000 repayment of notes payable.

In the same period of 2024, net cash provided by financing activities of $64,949 resulted primarily from the proceeds of notes payable of $126,700 and offset by the repayment of notes payable $35,000 and repayment of related party advances of $26,751. The notes payable was borrowed from related parties with 5% annual interest rate. See Note 3 Related Party Transactions.

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Off-BalanceSheet Arrangements

As of and subsequent to October 31, 2025, we have no off-balance sheet arrangements.

ContractualCommitments

As of October 31, 2025, we don’t have material contractual commitments.

CriticalAccounting Policies

There have been no other changes in our critical accounting policies since our most recent audit dated July 31, 2025.

Item3. Quantitative and Qualitative Disclosures about Market Risk

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, we are not required to provide information required by this Item.

Item4. Controls and Procedures

Evaluationof Disclosure Controls and Procedures

An evaluation was performed under the supervision of our management, including our Chief Executive Officer and Interim Chief Financial Officer (principal financial officer), of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered by this Quarterly Report. Based on that evaluation, our management, including our Chief Executive Officer and Chief Financial Officer, concluded that, as of October 31, 2025, our disclosure controls and procedures were not effective to ensure that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms due to significant deficiency in our internal controls described below.

Management’sReport on Internal Control over Financial Reporting

Management’s assessment identified following significant deficiency in our internal control over financial reporting:

For certain rebate arrangements with upstream and downstream business parties, the company relies on verbal agreements and case-by-case practices, with terms typically confirmed at the end of each month. While this approach provides flexibility and is partly mitigated by monthly confirmations, it still results in limited formalized documentation to ensure consistency and accuracy. This may lead to inconsistencies, errors, or disputes in recognizing and recording such arrangements.

Changesin Internal Control

During the three months ended October 31, 2025, there has been no change in internal control within the Company.

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PART

II – OTHER INFORMATION

Item1. Legal Proceedings.

We were not subject to any other legal proceedings during the three months ended October 31, 2025, and are not currently subject to any legal proceedings, and to the best of our knowledge, no such proceeding is threatened, the results of which would have a material impact on our results of operation or financial condition. Nor, to the best of our knowledge, are any of our officers or directors involved in any legal proceedings in which we are an adverse party.

Item1A. Risk Factors.

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, we are not required to provide information required by this Item.

Item2. Unregistered Sales of Equity Securities and Use of Proceeds.

None

Item3. Defaults Upon Senior Securities.

None

Item4. Mine Safety Disclosures

Not applicable to our Company.

Item5. Other Information

Not applicable to our Company.

Item6. Exhibits.

The following exhibits are filed with or incorporated by referenced in this report:

ExhibitIndex

Exhibit No. Description
3.1 Certificate of Amendment to Articles of Incorporation filed with the Nevada Secretary of State on May 11, 2024
31.1* Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 for Sheng-Yih Chang.
31.2* Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 for Lili Dai
32.1* Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for Sheng-Yih Chang and Lili Dai
101 Interactive<br> Data Files
101.INS Inline<br> XBRL Instance Document
101.SCH Inline<br> XBRL Taxonomy Extension Schema Document
101.CAL Inline<br> XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF Inline<br> XBRL Taxonomy Extension Definition Linkbase Document
101.LAB Inline<br> XBRL Taxonomy Extension Label Linkbase Document
101.PRE Inline<br> XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

HARTFORD CREATIVE GROUP, INC.
Date: December 15, 2025 By: /s/ Sheng-Yih Chang
Sheng-Yih Chang
Chief Executive Officer
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Exhibit 31.1

Certification of Chief ExecutiveOfficer

Pursuant to Section 302 of the Sarbanes-Oxley Actof 2002

and Rules 13a-14 and 15d-14 under the SecuritiesExchange Act of 1934

I, Sheng-Yih Chang, certify that:

  1. I have reviewed this Quarterly Report on Form 10-Q of HARTFORD CREATIVE GROUP, 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 15(d)-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,<br>to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others<br>within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financing reporting, or caused such internal control over financial reporting to be designed under<br>our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements<br>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<br>about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation;<br>and
(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s<br>most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected,<br>or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
  1. 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<br>reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information;<br>and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s<br>internal control over financial reporting.

Date: December 15, 2025

/s/ Sheng-Yih Chang
Sheng-Yih Chang
Chief Executive Officer

Exhibit 31.2

Certification of Chief FinancialOfficer

Pursuant to Section 302 of the Sarbanes-Oxley Actof 2002

and Rules 13a-14 and 15d-14 under the SecuritiesExchange Act of 1934

I, Lili Dai, certify that:

  1. I have reviewed this Quarterly Report on Form 10-Q of Hartford Creative Group, 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 15(d)-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,<br>to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others<br>within those entities, particularly during the period in which this report is being prepared;
(b) Designed such internal control over financing reporting, or caused such internal control over financial reporting to be designed under<br>our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements<br>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<br>about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation;<br>and
(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s<br>most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected,<br>or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
  1. 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<br>reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information;<br>and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s<br>internal control over financial reporting.

Date: December 15, 2025

/s/ Lili Dai
Lili Dai
Chief Financial Officer

Exhibit 32.1

Certification of PeriodicFinancial Report by the Chief Executive Officer and

Chief Financial Officer Pursuant to Section 906of the Sarbanes-Oxley Act of 2002

Solely for the purposes of complying with 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, we, the undersigned Chief Executive Officer and Chief Financial Officer of Hartford Creative Group, Inc. (the “Company”), hereby certify, based on our knowledge, that the Quarterly Report on Form 10-Q of the Company for the quarter ended October 31, 2025 (the “Report”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: December 15, 2025 /s/ SHENG-YIH CHANG
Sheng-Yih Chang
Chief Executive Officer
Date: December 15, 2025 /s/ Lili Dai
Lili Dai
Chief Financial Officer