HyOrc Corp 8-K, filed Sep 17, 2026
HyOrc Corp (HYOR)
About this 8-K
HyOrc Corp filed this 8-K on September 17, 2026, reporting on events of September 13, 2026.
Items reported
- Item 1.01: Entered into a material agreement
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement.
On September 13, 2026, HyOrc Corporation (the “Company”) entered into a First Amendment to Promissory Note and Securities Purchase Agreement (the “Amendment”) with GS Capital Partners, LLC (“GS Capital”), relating to the $150,000 promissory note originally issued by the Company to GS Capital on March 13, 2026 (the “Note”).
Pursuant to the Amendment, the maturity date of the Note was extended from September 13, 2026 to March 13, 2027. In consideration for the extension, $15,000 was added to the outstanding principal balance of the Note, resulting in an amended principal balance of $165,000. The outstanding principal balance continues to bear interest at the existing rate of 12% per annum.
In addition, the 250,000 shares of the Company’s common stock previously issued to GS Capital as returnable shares will cease to constitute returnable shares and will remain the property of GS Capital. The Company will have no further right to require the return or cancellation of such shares.
GS Capital also acknowledged and agreed that the extension of the maturity date and the other amendments became effective prior to the occurrence of any Event of Default resulting from nonpayment on the original maturity date and that no Event of Default will arise solely as a result of the Company not paying the Note on September 13, 2026.
Except as expressly amended by the Amendment, the Note, Securities Purchase Agreement and related transaction documents remain unchanged and in full force and effect.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 10.1 | First Amendment to Promissory Note and Securities Purchase Agreement, dated September 13, 2026, by and between HyOrc Corporation and GS Capital Partners, LLC. | |
| 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.
| /s/ K. Reginald Fubara | |
| K. Reginald Fubara | |
| Chief Executive Officer | |
| HyOrc Corporation | |
| Date: September 17, 2026 |
Exhibit 10.1
