Overview
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- TickerNGTF on OTC2
- IndustryMisc Industrial & Commercial Machinery & Equipment2
- HeadquartersElmsford, United States2
- Incorporated inNV4
- Business address500 White Plains Road, Suite 520, Tarrytown, Ny 105914
- Filer categoryNon-accelerated filer, Smaller reporting company4
- Legal formCorporation2
- LEI549300G0PPJPN682S6092
- StatusActive2
- LEI statusLapsed (not renewed)2
- Registered addressC/O CSC Services of Nevada, Inc., 89119 Las Vegas, United States2
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(d/b/a RoboOp365), SWC Group, Inc. (d/b/a CarryOutSupplies.com), Victorville Treasure Holdings, LLC and Treasure Mountain Holdings, LLC.5 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2026
What sells
Revenue by product, business segment and region, as the company reports it to the SEC.
Products and services
Foodservice Packaging brought in 97% of the revenue NightFood Holdings, Inc. broke down this way in fiscal 2025.
Products and services by year
| Products and services | 2025 |
|---|---|
| Foodservice Packaging | $466.6K |
| Robotics Service | $15.7K |
Where the money goes
Where each dollar of revenue went, fiscal 2026
- Cost of revenue35¢$2.8M
- Research and development4¢$347.6K
- Selling, general and admin3¢$253.4K
- Other costs58¢$4.7M
Out of $8.1M in revenue.3 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.6
| Period ending | 2025-06-30 | 2024-06-30 |
|---|---|---|
| Revenues - net | $482.3K | |
| Cost of sales | $412.5K | |
| Impairment of goodwill | $897.5K | |
| Depreciation and amortization | $45.6K | |
| General and administrative expenses | $3.7M | $712.1K |
| Total costs and expenses | $5.0M | $712.1K |
| Loss from operations | -$4.5M | -$712.1K |
| Interest income | $75.1K | $17.6K |
| Other income | $9.8K | |
| Loss on debt extinguishment | -$114.0K | -$111.7K |
| Derivative expense | -$653.8K | |
| Interest expense (including amortization of debt discount) | -$1.5M | -$2.1M |
| Change in fair value of derivative liabilities | -$190.1K | |
| Loss on settlement of pre-existing assets | -$1.5M | |
| Gain on debt extinguishment - derivative liabilities | $500.7K | |
| Total other income (expense) - net | -$3.4M | -$2.2M |
| Net loss from continuing operations | -$7.9M | -$3.0M |
| Net loss from discontinued operations | -$179.7K | -$282.0K |
| Net loss before provision for income taxes | -$8.1M | -$3.2M |
| Net loss | -$8.1M | -$3.2M |
| Deemed dividend on Series B Preferred Stock | -$11.6K | -$84.1K |
| Net loss available to common stockholders | -$8.1M | -$3.3M |
| Income (Loss) from Continuing Operations, Per Diluted Share | -$0 | -$0 |
| Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share | $0 | $0 |
| Earnings Per Share, Diluted | -$0.06 | -$0.03 |
| Weighted Average Number of Shares Outstanding, Diluted | 130.4M shares | 126.5M shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.6
| Period ending | 2025-06-30 | 2024-06-30 | 2023-06-30 |
|---|---|---|---|
| Cash | $350.2K | $137.7K | |
| Accounts receivable - net | $46.2K | ||
| Inventory | $319.5K | ||
| Prepaids and other | $61.5K | $72.6K | |
| Assets of discontinued operations | $93.4K | ||
| Total Current Assets | $777.5K | $303.6K | |
| Advances receivable | $441.5K | ||
| Property and equipment - net | $240.8K | ||
| Goodwill | $4.5M | $897.5K | |
| Intangible assets - net | $1.8M | ||
| Total Assets | $7.3M | $1.6M | |
| Deferred revenue | $557.7K | $512.7K | |
| Convertible notes payable - net | $4.3M | $3.4M | |
| Derivative liabilities | $1.1M | ||
| Notes payable - net | $1.6M | ||
| Liabilities of discontinued operations | $479.0K | $457.6K | |
| Total Current Liabilities | $11.5M | $5.1M | |
| Convertible notes payable - net | $467.4K | ||
| Notes payable - net | $14.0K | ||
| Total Long Term Liabilities | $481.4K | ||
| Total Liabilities | $11.9M | $5.1M | |
| Total Temporary Equity | $12.7M | $6.0M | |
| Common stock - $0.001 par value, 200,000,000 shares authorized 136,961,021 and 128,907,407 shares outstanding, respectively | $137.0K | $128.9K | |
| Additional paid-in capital | $29.3M | $29.0M | |
| Accumulated deficit | -$46.8M | -$38.6M | |
| Total Stockholders Deficit | -$17.3M | -$9.5M | -$7.0M |
| Total Liabilities, Temporary Equity and Stockholders Deficit | $7.3M | $1.6M | |
| Preferred stock, par value | $0.00 | $0.00 | |
| Preferred stock, shares designated | 1.0M shares | 1.0M shares | |
| Common stock, par value | $0.00 | $0.00 | |
| Common stock, shares authorized | 200.0M shares | 200.0M shares | |
| Common stock, shares outstanding | 137.0M shares | 128.9M shares | |
| Common stock, shares issued | 137.0M shares | 128.9M shares |
| Period ending | 2025-06-30 | 2024-06-30 | 2023-06-30 |
|---|---|---|---|
| Cash | $350.2K | $137.7K | |
| Accounts receivable - net | $46.2K | ||
| Inventory | $319.5K | ||
| Prepaids and other | $61.5K | $72.6K | |
| Assets of discontinued operations | $93.4K | ||
| Total Current Assets | $777.5K | $303.6K | |
| Advances receivable | $441.5K | ||
| Property and equipment - net | $240.8K | ||
| Goodwill | $4.5M | $897.5K | |
| Intangible assets - net | $1.8M | ||
| Total Assets | $7.3M | $1.6M | |
| Deferred revenue | $557.7K | $512.7K | |
| Convertible notes payable - net | $4.3M | $3.4M | |
| Derivative liabilities | $1.1M | ||
| Notes payable - net | $1.6M | ||
| Liabilities of discontinued operations | $479.0K | $457.6K | |
| Total Current Liabilities | $11.5M | $5.1M | |
| Convertible notes payable - net | $467.4K | ||
| Notes payable - net | $14.0K | ||
| Total Long Term Liabilities | $481.4K | ||
| Total Liabilities | $11.9M | $5.1M | |
| Total Temporary Equity | $12.7M | $6.0M | |
| Common stock - $0.001 par value, 200,000,000 shares authorized 136,961,021 and 128,907,407 shares outstanding, respectively | $137.0K | $128.9K | |
| Additional paid-in capital | $29.3M | $29.0M | |
| Accumulated deficit | -$46.8M | -$38.6M | |
| Total Stockholders Deficit | -$17.3M | -$9.5M | -$7.0M |
| Total Liabilities, Temporary Equity and Stockholders Deficit | $7.3M | $1.6M | |
| Preferred stock, par value | $0.00 | $0.00 | |
| Preferred stock, shares designated | 1.0M shares | 1.0M shares | |
| Common stock, par value | $0.00 | $0.00 | |
| Common stock, shares authorized | 200.0M shares | 200.0M shares | |
| Common stock, shares outstanding | 137.0M shares | 128.9M shares | |
| Common stock, shares issued | 137.0M shares | 128.9M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.6
| Period ending | 2025-06-30 | 2024-06-30 |
|---|---|---|
| Net loss | -$8.1M | -$3.2M |
| Less: net loss - discontinued operations | -$179.7K | -$282.0K |
| Net loss - continuing operations | -$7.9M | -$3.0M |
| Non-cash financing cost under contingent liability | $278.2K | |
| Interest income under acquisition note | -$17.6K | |
| Warrants issued for services | $84.2K | |
| Warrants issued for financing cost | $721.5K | |
| Depreciation and amortization | $45.6K | |
| Impairment of inventory | $4.8K | |
| Loss on debt extinguishment | $114.0K | $111.7K |
| Loss on settlement of pre-existing assets | $1.5M | |
| Derivative expense | $653.8K | |
| Change in fair value of derivative liabilities | $190.1K | |
| Gain on debt extinguishment - derivative liabilities | -$500.7K | |
| Amortization of debt discount | $332.0K | $638.2K |
| Bad debt expense | $201.9K | $2.1K |
| Stock issued for services | $98.2K | $7.8K |
| Stock issued for financing costs | $50.0K | |
| Vesting of Series C - preferred stock - issued as compensation | $1.5M | |
| Interest expense incurred in connection with increase in debt principal | $73.8K | |
| Impairment of goodwill | $897.5K | |
| Accounts receivable | -$66.1K | -$2.1K |
| Inventory | -$67.3K | $11.5K |
| Prepaids and other | $124.0K | -$104.1K |
| Accounts payable and accrued expenses | $1.5M | $839.8K |
| Accounts payable and accrued expenses - related party | -$282.9K | $153.3K |
| Deferred revenues | $45.0K | -$392.9K |
| Net cash used in operating activities - continuing operations | -$1.6M | -$567.0K |
| Net cash used in operating activities - discontinued operations | -$64.9K | -$143.0K |
| Net cash used in operating activities | -$1.6M | -$710.0K |
| Cash and debt acquired in acquisitions | $28.3K | |
| Acquisition of property and equipment | -$200.9K | |
| Advances to future targets - including interest receivable | -$429.6K | -$150.0K |
| Acquisition costs secured by debt | -$297.9K | |
| Net cash used in investing activities | -$602.1K | -$447.9K |
| Proceeds from notes payable | $1.5M | $1.3M |
| Repayments on notes payable | -$24.0K | |
| Proceeds from convertible notes payable | $959.6K | |
| Repayments on convertible notes payable | -$33.5K | |
| Net cash provided by financing activities | $2.4M | $1.3M |
| Net increase in cash | $212.6K | $94.9K |
| Cash paid for interest | $32.8K | |
| Deemed dividend associated with Series B, convertible preferred stock - dilutive warrant adjustments | $11.6K | $69.2K |
| Issuance of Series C - convertible preferred stock in connection with acquisition of SWC | $4.4M | |
| Issuance of Series C - convertible preferred stock in connection with acquisition of Skytech | $528.0K | |
| Net equity of SWC acquired | $1.1M | |
| Net equity of Skytech acquired | $262.1K | |
| Debt discount in connection with the issuance of convertible notes payable | $904.1K | $171.7K |
| Common stock issued in connection with conversion of convertible notes payable | $264.1K | |
| Common stock issued in connection with conversion of preferred stock | $686 | |
| Series A, preferred stock issued in connection with acquisition of FHVH | $435.7K | |
| Series C, convertible preferred stock issued in connection with acquisition of FHVH | $868.7K | |
| Series D, convertible preferred stock issued in connection with conversion of debt | $114.0K | |
| Increase in debt principal | $14.4K | |
| Common stock issued to settle accounts payable and accrued expenses | $33.0K | |
| Acquisition of debt in acquisition | $126.0K |
No quarter-by-quarter statement was filed.
Corporate structure
NightFood Holdings, Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of NightFood Holdings, Inc.
- EAGLE EQUITIES LLC Filed SCHEDULE 13G on NightFood Holdings, Inc., latest Nov 18, 2025
- NightFood Holdings, Inc. Elmsford, New York, United States
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What NightFood Holdings, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Accumulated depreciation | $2.7M3 Jun 30, 2026 | $17.5K3 Jun 30, 2025 | +15492.2% |
| Property and equipment, net | $22.9M3 Jun 30, 2026 | $240.8K3 Jun 30, 2025 | +9409.2% |
| Operating-lease assets (leased space) | $1.7M3 Jun 30, 2026 |
Real estate and locations
| Item | Latest | A year before | Change |
|---|---|---|---|
| Area of land | 23,437 sq ft3 Sep 1, 2025 |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $350.2K6 Jun 30, 2025 | $137.7K6 Jun 30, 2024 | +154.4% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Goodwill | $31.8M3 Jun 30, 2026 | $4.5M3 Jun 30, 2025 | +606.0% |
| Intangible assets, net (excluding goodwill) | $6.0M3 Jun 30, 2026 | $1.8M3 Jun 30, 2025 | +231.1% |
| Accumulated amortization | -$501.8K3 Jun 30, 2026 | -$26.0K3 Jun 30, 2025 | −1827.7% |
| Finite-lived intangibles, net | $5.1M3 Jun 30, 2026 | $1.0M6 Jun 30, 2025 | +406.2% |
Inventory
Properties, in its own words
Our corporate address is 13501 S Main Street, Los Angeles, CA 90061 and our telephone number is 866-291-7778.
Future Hospitality Ventures Holdings, Inc. rents office space at 177 E Colorado Blvd Ste 200, Pasadena, CA 91105 TechForce Robotics, Inc. rents office space at 42225 Remington Ave, #A15, Temecula, CA, 92590
The rest of Item 2
We do not own any real estate at the above locations.
Victorville Treasure Holdings, LLC is a hotel located at 15494 Palmdale Road, Victorville, California 92392. This property is owned by the Company as of August 27, 2025.
Treasure Mountain Holdings, LLC is a hotel located at 71700 Highway 111, Rancho Mirage, California 92270. This property is owned by the Company as of September 30, 2025.
Item 2 of the 10-K filed Oct 13, 2026.5
Leadership
Who has led NightFood Holdings, Inc., and when. Pick a name to see everywhere that person has worked.
- Chief executive officerSean Folkson Sep 23, 2015 to Jan 20, 202214
- ChairSean Folkson Jan 20, 2022 to Jan 20, 202215
- PresidentRied Jordan Floco Nov 18, 2025 to now16
Board members and other officers (6)
- Board memberRonald J. Stauber Aug 21, 2026 to now17
- Board memberRied Jordan Floco Nov 18, 2025 to now16
- Board memberNisa Amoils Jul 19, 2021 to Jul 19, 202118
- Board memberThanuja K. Hamilton Jul 20, 2021 to Jul 20, 202119
- Board memberThomas F. Morse Aug 26, 2021 to Aug 26, 202120
- Board memberSean Folkson Sep 23, 2015 to Jan 22, 202114
Timeline
- Aug 14, 20268-K Unregistered sale of shares; Executive or director change; Regulation FD disclosure21
- Jun 25, 20268-K Regulation FD disclosure; Other events22
- Jun 11, 20268-K Entered a material agreement; Regulation FD disclosure23
- Apr 16, 20268-K Entered a material agreement; Regulation FD disclosure24
- Apr 6, 20268-K Entered a material agreement; Regulation FD disclosure25
- Mar 24, 20268-K Entered a material agreement; Unregistered sale of shares26
- Feb 24, 20268-K Regulation FD disclosure27
- Feb 19, 20268-K Entered a material agreement; Completed an acquisition or sale; Regulation FD disclosure28
- Feb 4, 20268-K Regulation FD disclosure29
- Feb 3, 20268-K Financial statements and exhibits30
- Feb 2, 20268-K Regulation FD disclosure31
- Jan 16, 20268-K Entered a material agreement; Unregistered sale of shares32
- Sep 23, 2015New chief executive Sean Folkson becomes CEO14
Filings
191 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 123 major events, 6 insider forms, 1 large holders, 1 private raises, 39 other. The latest 20:
- Oct 13, 202610-K EDGAR
- Sep 28, 2026NT 10-K EDGAR
- Aug 21, 20264 PRIMARY DOCUMENT EDGAR
- Aug 21, 20263 PRIMARY DOCUMENT EDGAR
- Aug 14, 20268-K EDGAR
- Aug 12, 2026DEF 14C EDGAR
- Jul 23, 2026PRE 14C EDGAR
- Jun 25, 20268-K EDGAR
- Jun 11, 20268-K EDGAR
- May 20, 202610-Q EDGAR
- May 15, 2026NT 10-Q EDGAR
- Apr 16, 20268-K EDGAR
- Apr 6, 20268-K EDGAR
- Mar 24, 20268-K EDGAR
- Mar 18, 20264 EDGAR
- Mar 3, 2026EFFECT EDGAR
- Feb 27, 2026CORRESP EDGAR
- Feb 26, 2026S-1/A EDGAR
- Feb 24, 20268-K EDGAR
- Feb 23, 202610-Q EDGAR
The 191 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
7 open-market trades by officers, directors and large owners since October 2021: 7 buys and 0 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| May 15, 2026 | STAUBER RONALD JDirector | Buy | 5,000 | $0.03 | $150 | Form 4 |
| Mar 13, 2026 | Floco Ried JordanPresident | Buy | 124,846 | $0.04 | $5.0K | Form 4 |
| Mar 12, 2026 | Floco Ried JordanPresident | Buy | 31,155 | $0.04 | $1.2K | Form 4 |
| Mar 9, 2026 | Floco Ried JordanPresident | Buy | 43,999 | $0.04 | $1.8K | Form 4 |
| Nov 13, 2025 | Floco Ried JordanPresident | Buy | 187,521 | $0.05 | $9.4K | Form 4 |
| May 15, 2025 | Floco Ried JordanPresident | Buy | 42,500 | $0.02 | $850 | Form 4 |
| May 14, 2025 | Floco Ried JordanPresident | Buy | 57,500 | $0.02 | $1.1K | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- EAGLE EQUITIES LLCSCHEDULE 13G, 1 filing Nov 18, 202533
Money raised
Private offerings the company reported to the SEC on Form D.
- Dec 10, 2021Raised $1.1 million in a private offering of debt Form D: 2 investors so far Form D
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.
| Fund | Shares | Value | Share of the fund | Change |
|---|---|---|---|---|
| Vista Capital Partners, Inc. | 700,000 | $23.4K | 0.0% | No change |
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How NightFood Holdings, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARNightFood Holdings, Inc.1
- CIK0001593001
- Employer ID (EIN)46-38850195
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; a shell company5
- Incorporated inNevada5
- Fiscal year endsJune 301
- Industry code (SIC)3590 Misc Industrial & Commercial Machinery & Equipment1
- SEC reviewing officeOffice of Technology, Division of Corporation Finance1
- Business address500 White Plains Road, Suite 520, Tarrytown, NY 105911
- Phone866-291-77781
- Shares outstanding545,254,601 shares as of Oct 12, 20265
- Public float$9.8M as of Dec 31, 20255
- AuditorTAAD LLP, Diamond Bar, California PCAOB ID 5854; no auditor attestation of internal control over financial reporting5
- On EDGAR sinceJan 9, 20141
- Filings378 in all: 8-K (187), 10-Q (37), NT 10-Q (28), 10-K (13), 8-K/A (12), CORRESP (12), 4 (10), D (10)1
All 30 form types
UPLOAD (10), NT 10-K (9), S-1/A (9), 3 (7), 253G2 (5), EFFECT (4), S-1 (4), DEF 14C (3), PRE 14C (3), 1-A/A (2), 424B3 (2), 1-A (1), 10-Q/A (1), 253G3 (1), 4/A (1), 8-A12G (1), D/A (1), NT 10-K/A (1), QUALIF (1), SC 13G (1), SC 13G/A (1), SCHEDULE 13G (1)
- Latest filingsAnnual report (10-K) Oct 13, 2026
Quarterly report (10-Q) May 20, 2026
Latest 8-K (8-K) Aug 14, 2026
Risk factors and legal proceedings
Legal proceedings
From time to time, the Company may be subject to claims arising in the ordinary course of business. The Company is not currently a party to any material pending legal proceedings. See Note 7 to the consolidated financial statements.
The opening of Item 3, Legal Proceedings.5
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1
- 2
- 3
- 4
- 5
- 6
- 7
- 8
- 9
- 10
- 11
- 12
- 13
- 14
- 15SEC EDGARSean Folkson, Chair
- 16SEC EDGARRied Jordan Floco, President
- 17SEC EDGARRonald J. Stauber, Board member
- 18SEC EDGARNisa Amoils, Board member
- 19SEC EDGARThanuja K. Hamilton, Board member
- 20SEC EDGARThomas F. Morse, Board member
- 21
- 22
- 23
- 24
- 25
- 26
- 27SEC EDGARRegulation FD disclosure
- 28
- 29SEC EDGARRegulation FD disclosure
- 30SEC EDGARFinancial statements and exhibits
- 31SEC EDGARRegulation FD disclosure
- 32
- 33