8-K

Horizon Kinetics Holding Corp (HKHC)

8-K 2026-03-12 For: 2026-03-12
View Original
Added on April 04, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 12, 2026

HORIZON KINETICS HOLDING CORPORATION

(Exact name of Registrant as Specified in Its Charter)

Delaware 001-13458 84-0920811
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
470 Park Ave S.
New York, New York 10016
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: (646) 291-2300
---

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class Trading<br>Symbol(s) Name of each exchange on which registered
None N/A N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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. ☐

Item 2.02. Results of Operations and Financial Condition.

On March 12, 2026, Horizon Kinetics Holding Corporation (the “Company”) issued a press release setting forth the Company’s financial information for the three months and fiscal year ended December 31, 2025. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference.

This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Description
99.1 Press release dated March 12, 2026
104 Cover page interactive data file (embedded within the inline XBRL document)

SIGNATURES

Pursuant to 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 hereunto duly authorized.

HORIZON KINETICS HOLDING CORPORATION
Date: March 12, 2026 /s/ Jay Kesslen
Jay Kesslen<br>General Counsel

EX-99.1

EXHIBIT 99.1

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HORIZON KINETICS HOLDING CORPORATION REPORTS FOURTH QUARTER AND ANNUAL RESULTS

Annual and Fourth Quarter 2025 Highlights:

  • Revenues of $72.8 million for the year ended December 31, 2025, an increase $17.0 million, or 31.0%
  • Operating income of the Advisor-only segment (without consolidation of investment products) was $21.4 million for the year ended December 31, 2025
  • Net income attributable to Horizon Kinetics Holding Corporation of $5.1 million for the year ended December 31, 2025
  • Assets under management ("AUM") were $9.6 billion as of December 31, 2025
  • Board of Directors declares a $0.121 per share dividend

New York, NY – March 12, 2026

Horizon Kinetics Holding Corporation (the “Company” or “HKHC”) (OTCQX: HKHC) reported financial results for its fourth quarter and year ended December 31, 2025.

The Company grew revenues $17.0 million, or 31%, for the year ended December 31, 2025 primarily from increased management fees related to growth at our mutual funds, which grew revenue by 42%, and our ETFs, which grew by 56%. The mutual fund fee growth largely occurred due to higher average AUM at the Paradigm Fund ("WWNPX") during 2025 resulting from 2024's market appreciation in two key holdings of Texas Pacific Land Corporation ("TPL") and Grayscale Bitcoin Trust ("GBTC"). Our mutual funds also benefited from the net inflows of nearly $100 million to the Market Opportunity Fund ("KMKNX") and the Small Cap Fund ("KSCOX"). The ETF management fee growth was also due primarily to higher average AUM in 2025, led by our Inflation Beneficiaries ETF ("INFL") with net inflows of $89 million as well as 18% NAV performance in 2025.

The Company’s operating expenses were lower in the fourth quarter and full year of 2025. These decreases were principally related to the absence of commissions and other associated costs related to the 2024 incentive fees. During 2024, the Company benefited from incentive fees of $51.7 million earned from private funds due primarily to the increases in TPL and GBTC as previously noted. During 2025, both TPL and GBTC declined in value and incentive fees were generally not achieved at our private funds. However, the Company has reported unearned incentive fees of $22.6 million related to certain private funds holding shares of Miami International Holdings (Ticker: "MIAX"), which completed an initial public offering in 2025. Our incentive fees are unearned while the MIAX shares are restricted for sale. While this value of incentive fees will fluctuate based on the market price of MIAX, we expect incentives fees associated with these private funds, if any, to be resolved and measured during the first quarter of 2026.

The Company experienced unrealized losses on investments of $15.6 million for the year ended December 31, 2025 in contrast to the $41.3 million of unrealized gains on investments during 2024. This change was primarily the impact of a 22% decline in the fair value of TPL during the 2025 year after its 111% appreciation during 2024. The Company's equity earnings (losses), net and investment and other income (losses) from consolidated investment products were similarly impacted during the year from these factors.

On March 11, 2026, the Company's Board of Directors declared a cash dividend of $0.121 per share, payable on March 31, 2026, to shareholders of record as of the close of business on March 23, 2026.

Conference Call

Murray Stahl, Chairman and Chief Executive Officer, and Mark Herndon, Chief Financial Officer, will host a conference call on March 17, 2026, at 4:15 p.m. EDT. You may register for the conference call by clicking on the following link:

https://attendee.gotowebinar.com/register/6790428136448375131

Thu, Mar 17, 2026 4:15 PM ET

Phone Access: +1 (415) 655-0052 Access Code: 230-724-379 Only online participants can submit questions during the webinar.

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HORIZON KINETICS HOLDING CORPORATION

Consolidated Statements of Operations

(in thousands)

Three Months Ended December 31, Year Ended December 31,
2025 2024 2025 2024
(Unaudited)
Revenue:
Management and advisory fees $ 16,923 $ 18,209 $ 72,388 $ 55,486
Other income and fees 113 34 458 322
Total revenue 17,036 18,243 72,846 55,808
Operating expenses:
Compensation and related employee benefits 7,310 17,647 32,028 37,550
Sales, distribution and marketing 3,655 11,212 15,703 19,093
Depreciation and amortization 199 442 1,116 1,816
General and administrative expenses 2,446 2,693 10,174 10,090
Expenses of consolidated investment products 664 668 2,742 2,319
Total operating expenses 14,274 32,662 61,763 70,868
Operating income (loss) 2,762 (14,419 ) 11,083 (15,060 )
Other income (expense):
Equity earnings (losses), net (1,323 ) 2,354 (4,866 ) 6,037
Interest and dividends 900 453 2,375 1,714
Other income (expense) (655 ) (128 ) (1,185 ) (2,985 )
Investment and other income (losses) of consolidated investment products, net (201,901 ) 398,266 (17,768 ) 840,735
Interest and dividend income of consolidated investment products 1,976 2,883 8,394 20,377
Unrealized (losses) gains on digital assets, net (3,704 ) 4,192 (796 ) 6,984
Realized gain on investments, net 169 90 2,398 432
Unrealized gain (losses) on investments net (6,820 ) 16,387 (15,554 ) 41,329
Total other income (expense), net (211,358 ) 424,497 (27,002 ) 914,623
Income (loss) from continuing operations before income taxes (208,596 ) 410,078 (15,919 ) 899,563
Income tax (expense) benefit 19,379 (33,607 ) 23,219 (104,381 )
Income (loss) from continuing operations, net of tax (189,217 ) 376,471 7,300 795,182
Income (loss) from discontinued operations, net of tax - (224 ) (1,300 ) (371 )
Net income $ (189,217 ) $ 376,247 $ 6,000 $ 794,811
Less: net income attributable to redeemable noncontrolling interests 174,748 (300,487 ) (882 ) (702,339 )
Net income (loss) attributable to Horizon Kinetics Holding Corporation $ (14,469 ) $ 75,760 $ 5,118 $ 92,472
Basic and diluted net income (loss) per common shares:
Net income (loss) from continuing operations $ (10.15 ) $ 20.20 $ 0.39 $ 43.56
Net income (loss) from discontinued operations $ - $ (0.01 ) $ (0.07 ) $ (0.02 )
Net income (loss) attributable to Horizon Kinetics Holding Corporation $ (0.78 ) $ 4.07 $ 0.27 $ 5.07
Weighted average shares outstanding:
Basic and diluted 18,635 18,634 18,635 18,256

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HORIZON KINETICS HOLDING CORPORATION

Consolidated Statements of Financial Condition

(in thousands)

December 31,
2024
Assets
Cash and cash equivalents 36,884 $ 14,446
Fees receivable 6,575 8,344
Investments, at fair value 76,535 91,435
Assets of consolidated investment products
Cash and cash equivalents 45,493 44,306
Investments, at fair value 1,708,395 1,746,850
Other assets 9,517 19,247
Other investments 21,032 13,443
Operating lease right-of-use assets 6,382 5,105
Property and equipment, net 395 99
Prepaid expenses and other assets 8,603 1,728
Due from affiliates 10 27
Digital assets 12,509 13,240
Assets of discontinued operations - 4,364
Intangible assets, net 41,108 42,169
Goodwill 23,373 23,373
Total assets 1,996,811 $ 2,028,176
Liabilities, Noncontrolling Interests, and Shareholders’ Equity
Liabilities:
Accounts payable, accrued expenses and other 12,149 $ 21,547
Accrued third party distribution expenses 578 6,522
Deferred revenue 66 222
Liabilities of consolidated investment products
Accounts payable and accrued expenses 1,596 1,486
Other liabilities 735 2,793
Deferred tax liability, net 66,345 95,683
Due to affiliates 7,689 11,597
Liabilities of discontinued operations - 464
Operating lease liability 8,248 7,379
Total liabilities 97,406 147,693
Commitments and contingencies
Redeemable noncontrolling interests 1,560,452 1,540,312
Shareholders' equity
Preferred stock, no par value, authorized 20,000 shares; no shares issued and outstanding - -
Common stock; 0.10 par value, authorized 50,000 shares; issued and outstanding 18,635 shares at December 31, 2025 and December 31, 2024" 1,864 1,864
Additional paid-in capital 39,243 39,243
Retained earnings 297,846 299,064
Total shareholders’ equity 338,953 340,171
Total liabilities, noncontrolling interests, and shareholders’ equity 1,996,811 $ 2,028,176

All values are in US Dollars.

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Additional information about our performance

The Company consolidates certain private funds in order for the consolidated financial statements to conform with generally accepted accounting principles. As a result, the assets and liabilities of the applicable consolidated investment products are presented on the Company’s consolidated statements of financial condition. Additionally, an amount that represents the Company’s clients’ interests in these consolidated proprietary funds will be presented as redeemable noncontrolling interests on the Company’s consolidated statements of financial condition. The investment income (losses), other income (losses) and the expenses of the consolidated investment products will be presented within the Company’s consolidated statements of operations. Additionally, an amount that represents the net income attributable to redeemable noncontrolling interests as well as the net income (loss) attributable to Horizon Kinetics Holding Corporation is presented on the Company’s consolidated statement of operations.

Consolidated Investment Products (“CIPs”) consist of certain private investment funds which are sponsored by the Company. The Company has no right to the CIPs’ assets, other than its direct equity investments in them and investment management and other fees earned from them. The liabilities of the CIPs have no recourse to the Company’s assets beyond the level of its direct investment, therefore the Company bears no other risks associated with the CIPs’ liabilities.

As indicated in the additional information presented in the tables below, there are several notable presentational differences as a result of the consolidation of the CIPs:

  • Management and advisory fees, including incentive fees, from CIPs are eliminated from consolidated revenues. Accordingly, our presentation without the CIPs reflects a decline in revenue due to 2024's incentive fee of $51.7 million from our private funds that did not recur in 2025.

  • The equity in earnings (losses) of private funds primarily results from CIPs that are eliminated from the consolidated presentation as that activity is included within the investment results of the CIPs. Accordingly, our presentation without the CIPs reflects an increased level of equity earnings or losses that present changes in the value of our holdings within the CIPs. During 2025, this activity resulted in losses of equity earnings as a result of unrealized losses across multiple private funds due to changes in the fair value of their underlying assets, which included declines of TPL and GBTC.

  • Stockholders’ equity and net income attributable to Horizon Kinetics Holding Corporation are not impacted by the consolidation process.

  • The Statement of Financial Condition without the consolidation of private funds presents lower total assets as a result of excluding the total assets held by the CIPs as well as the associated redeemable noncontrolling interests, which represents our clients’ interests in these funds. A portion of the total assets held by private funds continues to relate to economic interests held by Horizon Kinetics Holding Corporation, which is reflected in Other Investments in the presentation below. This activity resulted in an equity income/(loss) of ($25.4) million during 2025 as a result of the performance of the CIPs.

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HORIZON KINETICS HOLDING CORPORATION

Statements of Operations (Unaudited)

(in thousands)

(Advisor only: without consolidation of investment products)
Three Months Ended December 31, Year Ended December 31,
2025 2024 2025 2024
Revenue:
Management and advisory fees $ 18,721 $ 69,746 $ 79,961 $ 111,481
Other income and fees 113 34 458 322
Total revenue 18,834 69,780 80,419 111,803
Operating expenses:
Compensation and related employee benefits 7,310 17,647 32,028 37,550
Sales, distribution and marketing 3,654 11,212 15,703 19,093
Depreciation and amortization 199 442 1,116 1,816
General and administrative expenses 2,381 2,733 10,174 10,197
Expenses of consolidated investment products - - - -
Total operating expenses 13,544 32,034 59,021 68,656
Operating income (loss) 5,290 37,746 21,398 43,147
Other income (expense):
Equity income (loss), net (29,026 ) 50,851 (25,437 ) 106,603
Interest and dividends 900 453 2,375 1,714
Other income (expense) (654 ) (128 ) (1,185 ) (2,985 )
Investment and other income (losses) of consolidated investment products, net - - - -
Interest and dividend income of consolidated investment products - - - -
Unrealized (loss) gain on digital assets, net (3,704 ) 4,192 (796 ) 6,984
Realized gain on investments, net 168 90 2,398 432
Unrealized gain (loss) on investments net (6,821 ) 16,387 (15,554 ) 41,329
Total other income (expense), net (39,137 ) 71,845 (38,199 ) 154,077
Income (loss) from continuing operations before provision for income taxes (33,847 ) 109,591 (16,801 ) 197,224
Income tax (expense) benefit 19,378 (33,607 ) 23,219 (104,381 )
Income (loss) from continuing operations, net of tax (14,469 ) 75,984 6,418 92,843
Income (loss) from discontinued operations, net of tax - (224 ) (1,300 ) (371 )
Net income (loss) $ (14,469 ) $ 75,760 $ 5,118 $ 92,472
Less: net income attributable to redeemable noncontrolling interests - - - -
Net income (loss) attributable to Horizon Kinetics Holding Corporation $ (14,469 ) $ 75,760 $ 5,118 $ 92,472
Basic and diluted net income (loss) per common share:
Net income (loss) $ (0.78 ) $ 4.07 $ 0.27 $ 5.07
Weighted average shares outstanding:
Basic and diluted 18,635 18,634 18,635 18,256

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Year Ended December 31, 2025
Consolidated Company Entities Consolidated Investment Products Eliminations Consolidated
Revenue:
Management and advisory fees $ 79,961 $ - $ (7,573 ) $ 72,388
Other income and fees 458 - - 458
Total revenue 80,419 - (7,573 ) 72,846
Operating expenses:
Compensation and related employee benefits 32,028 - - 32,028
Sales, distribution and marketing 15,703 - - 15,703
Depreciation and amortization 1,116 - - 1,116
General and administrative expenses 10,174 - - 10,174
Expenses of consolidated investment products - 10,315 (7,573 ) 2,742
Total operating expenses 59,021 10,315 (7,573 ) 61,763
Operating income 21,398 (10,315 ) - 11,083
Other income (expense):
Equity earnings (losses), net (25,437 ) - 20,571 (4,866 )
Interest and dividends 2,375 - - 2,375
Other income (expense) (1,185 ) - - (1,185 )
Investment and other income (losses) of consolidated investment products, net - (17,768 ) - (17,768 )
Interest and dividend income of consolidated investment products - 8,394 - 8,394
Unrealized (loss) gain on digital assets, net (796 ) - - (796 )
Realized gain on investments, net 2,398 - - 2,398
Unrealized gain (loss) on investments net (15,554 ) - - (15,554 )
Total other income (expense), net (38,199 ) (9,374 ) 20,571 (27,002 )
Income (loss) from continuing operations before provision for income taxes (16,801 ) (19,689 ) 20,571 (15,919 )
Income tax (expense) benefit 23,219 - - 23,219
Income (loss) from continuing operations, net of tax 6,418 (19,689 ) 20,571 7,300
Income (loss) from discontinued operations, net of tax (1,300 ) - - (1,300 )
Net income (loss) $ 5,118 $ (19,689 ) $ 20,571 $ 6,000
Less: net income attributable to redeemable noncontrolling interests - 541 (1,423 ) (882 )
Net income (loss) attributable to Horizon Kinetics Holding Corporation $ 5,118 $ (19,148 ) $ 19,148 $ 5,118

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HORIZON KINETICS HOLDING CORPORATION

Statements of Financial Condition (Unaudited)

(in thousands)

December 31,
2024
Assets
Cash and cash equivalents 36,884 $ 14,446
Fees receivable 8,154 58,720
Investments, at fair value 76,535 91,435
Assets of consolidated investment products
Cash and cash equivalents - -
Investments, at fair value - -
Other assets - -
Other Investments 220,065 228,870
Operating lease right-of-use assets 6,382 5,105
Property and equipment, net 395 99
Prepaid expenses and other assets 8,603 1,729
Due from affiliates 20 34
Digital assets 12,509 13,240
Assets of discontinued operations - 4,345
Intangible assets, net 41,108 42,169
Goodwill 23,373 23,393
Total Assets 434,028 $ 483,585
Liabilities, Noncontrolling Interests, and Shareholders’ Equity
Liabilities:
Accounts payable, accrued expenses and other 12,149 $ 21,547
Accrued third party distribution expenses 578 6,522
Deferred revenue 66 222
Liabilities of consolidated investment products
Accounts payable and accrued expenses - -
Management fee payable - -
Other liabilities - -
Deferred tax liability, net 66,345 95,683
Due to affiliates 7,689 11,597
Liabilities of discontinued operations - 464
Operating lease liability 8,248 7,379
Total Liabilities 95,075 143,414
Commitments and contingencies
Redeemable Noncontrolling Interests - -
Shareholders' Equity
Preferred stock, no par value, authorized 20,000 shares; no shares issued and outstanding - -
Common stock; 0.10 par value, authorized 50,000 shares; issued and outstanding 18,635 shares, net of treasury stock; 1 share at December 31, 2025 and 2024, respectively 1,864 1,864
Additional paid-in capital 39,243 39,243
Retained earnings 297,846 299,064
Total Shareholders’ Equity 338,953 340,171
Total Liabilities, Noncontrolling Interests, and Shareholders’ Equity 434,028 $ 483,585

All values are in US Dollars.

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December 31, 2025
Consolidated Company Entities Consolidated Investment Products Eliminations Consolidated
Assets
Cash and cash equivalents $ 36,884 $ - $ - $ 36,884
Fees receivable 8,154 - (1,579 ) 6,575
Investments, at fair value 76,535 - - 76,535
Assets of consolidated investment products
Cash and cash equivalents - 45,493 - 45,493
Investments, at fair value - 1,708,395 - 1,708,395
Other assets - 9,517 - 9,517
Other investments 220,065 - (199,033 ) 21,032
Operating lease right-of-use assets 6,382 6,382
Property and equipment, net 395 395
Prepaid expenses and other assets 8,603 8,603
Due from affiliates 20 (10 ) 10
Digital assets 12,509 - - 12,509
Intangible assets, net 41,108 - - 41,108
Goodwill 23,373 - - 23,373
Total assets $ 434,028 $ 1,763,405 $ (200,622 ) $ 1,996,811
Liabilities, Noncontrolling Interests, and Shareholders’ Equity
Liabilities:
Accounts payable, accrued expenses and other $ 12,149 $ - $ - $ 12,149
Accrued third party distribution expenses 578 - - 578
Deferred revenue 66 - - 66
Liabilities of consolidated investment products
Accounts payable and accrued expenses - 1,606 (10 ) 1,596
Management fee payable - 1,580 (1,580 ) -
Other liabilities - 735 - 735
Deferred tax liability, net 66,345 - - 66,345
Due to affiliates 7,689 - - 7,689
Operating lease liability 8,248 - - 8,248
Total liabilities 95,075 3,921 (1,590 ) 97,406
Commitments and contingencies
Redeemable noncontrolling interests - 1,599,587 (39,135 ) 1,560,452
Equity interests 338,953 159,897 (159,897 ) 338,953
Total liabilities, noncontrolling interests, and shareholders’ equity $ 434,028 $ 1,763,405 $ (200,622 ) $ 1,996,811

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Non-GAAP Measures

In discussing financial results, the Company presented tables without the consolidation of certain private funds which is not in accordance with Generally Accepted Accounting Principles (GAAP). We use this non-GAAP financial measure internally to make operating and strategic decisions, including evaluating our overall performance and as a factor in determining compensation for certain employees. We believe presenting this non-GAAP financial measure provides additional information to facilitate comparison of our historical operating costs and their trends, and provides additional transparency on how we evaluate our financial condition and results of operations. We also believe presenting this measure allows investors to view our financial condition and results of operations using the same measure that we use in evaluating our performance and trends.

Note Regarding Forward-Looking Statements

This news release may contain "forward-looking statements" within the meaning of the federal securities laws that are intended to qualify for the Safe Harbor from liability established by the Private Securities Litigation Reform Act of 1995. "Forward-looking statements" generally can be identified by the use of forward-looking terminology such as "assumptions," "target," "guidance," “strategy,” "outlook," "plans," "projection," "may," "will," "would," "expect," "intend," "estimate," "anticipate," "believe”, "potential," or "continue" (or the negative or other derivatives of each of these terms) or similar terminology.

Forward-looking statements convey our expectations, intentions, or forecasts about future events, circumstances, or results. All forward-looking statements, by their nature, are subject to assumptions, risks, and uncertainties, which may change over time and many of which are beyond our control. You should not rely on any forward-looking statement as a prediction or guarantee about the future. Actual future objectives, strategies, plans, prospects, performance, conditions, or results may differ materially from those set forth in any forward-looking statement. Some of the factors that may cause actual results or other future events or circumstances to differ from those in forward-looking statements are described in the Company's Annual Report on Form 10-K for the year ended December 31, 2025 and the Company's subsequent Quarterly Reports on Form 10-Q and other periodic reports filed with the Securities and Exchange Commission. Any forward-looking statement made by us or on our behalf speaks only as of the date that it was made. We do not undertake to update any forward-looking statement to reflect the impact of events, circumstances, or results that arise after the date that the statement was made, except as required by applicable securities laws. You, however, should consult further disclosures (including disclosures of a forward-looking nature) that we may make in any subsequent filings with the Securities and Exchange Commission.

About Horizon Kinetics Holding Corporation

Horizon Kinetics Holding Corporation (OTCQX: HKHC) offers investment advisory services through its subsidiary Horizon Kinetics Asset Management LLC (“HKAM”), a registered investment adviser. HKAM provides independent proprietary research and investment advisory services for mainly long-only and alternative value-based investing strategies. The firm’s offices are located in New York City, White Plains, New York, Greenwich, Connecticut and Summit, New Jersey. For more information, please visit http://www.hkholdingco.com.

Investor Relations Contact:

ir@hkholdingco.com