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DLTI 10-K & 10-Q changes, risk factors and insider trading

DLT Resolution Inc. · OTC · Services-Personal Services · CIK 1420368 · All filings on SEC.gov

Everything below is quoted or computed from DLT Resolution Inc.'s public SEC filings. It is not a recommendation to buy or sell. Automated comparisons can contain errors; confirm with the original filing.

At a glance

0Form 4 filings reporting open-market purchases (last 180 days)
0Form 4 filings reporting open-market sales (last 180 days)

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What changed in the latest 10-K

Comparing 10-K filed 2025-03-26 (period ending 2023-12-31) with 10-K filed 2024-03-05 (period ending 2022-12-31).

Risk Factors (10-K Item 1A)

Not available: the section could not be located automatically in both filings (non-standard layout or incorporated by reference). See the original filing. Open the filing on SEC.gov.

Management's Discussion & Analysis (MD&A) (10-K Item 7)

4new paragraphs
6removed paragraphs
2reworded paragraphs
726 → 646words in section

Removed heading “Critical Accounting Policies”

Removed heading “Use of Estimates”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Removed text topics: litigation
“The preparation of our consolidated financial statements and notes thereto requires management to make estimates and assumptions that affect the amounts and disclosures reported within those financial statements. On an ongoing basis, management evaluates its estimates, including those related to revenue recognition, contingencies, litigation and income taxes. Management bases its estimates and judgments on historical experiences and on various other factors believed to be reasonable under the circumstances. …”
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Removed text
“Critical Accounting Policies”
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Removed text topics: write-down
“Loss from Discontinued Operations: In 2022, we suspended operations of USI and DLT Data and in 2023 we sold our 100% ownership of those discontinued subsidiaries. Loss from discontinued operations was ($967,497) for the year ended December 31, 2021 compared to( $2,304,385) for the year ended December 31, 2021. The decrease in loss is attributed to write-downs of USI and DLT Data intangible assets and its receivables in 2021.”
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Removed text
“Use of Estimates”
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Reworded topics: liquidity

Paragraph as it now reads, with added and removed wording marked:

Results of Operations. Total revenues were $218,707$142,738 and $326,944$218,707 in 20222023 and 2021,2022, respectively, with the decrease attributable to a decrease in the numberloss of customers.customers due to a lack of liquidity that impaired operations. Total operating expenses were $391,959$223,853 for the year ended December 31, 20222023, compared to $450,015$327,721 during the year ended December 31, 2021.2022. The decrease in operating expenses relates to acost reductionreductions implemented in headcountconnection andwith volumeour ofreduced business.business volume.
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Removed text
“The following discussion is intended to assist in the understanding and assessment of significant changes and trends related to the results of operations and financial condition of DLT Resolution, Inc. This discussion and analysis should be read in conjunction with our financial statements and notes thereto included elsewhere in this Annual Report on Form 10-K for the fiscal year ended December 31, 2022.”
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Removed

The following discussion is intended to assist in the understanding and assessment of significant changes and trends related to the results of operations and financial condition of DLT Resolution, Inc. This discussion and analysis should be read in conjunction with our financial statements and notes thereto included elsewhere in this Annual Report on Form 10-K for the fiscal year ended December 31, 2022.

Removed

Critical Accounting Policies

Removed

Use of Estimates

Removed

The preparation of our consolidated financial statements and notes thereto requires management to make estimates and assumptions that affect the amounts and disclosures reported within those financial statements. On an ongoing basis, management evaluates its estimates, including those related to revenue recognition, contingencies, litigation and income taxes. Management bases its estimates and judgments on historical experiences and on various other factors believed to be reasonable under the circumstances. Actual results under circumstances and conditions different than those assumed could result in differences from the estimated amounts in the financial statements. There have been no material changes to these policies during the year ended December 31, 2022.

Reworded

Liquidity and Capital Resources. As of December 31, 2022,2023, we had $11,885$650 of cash on hand and total liabilities of $1,202,670.$263,135. We must secure additional funds in order to continue our business. We were required to securesell ashares loanof our Series A Common Stock to pay expenses relating to filing this report including legal, accounting and filing fees and will be required to secure additional financing to fund future filings. Furthermore, there is no guarantee we will receive the required financing to complete our business strategies; we cannot provide any assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations. If we are unable to accomplish raising adequate funds then it would be likely that any investment made into the Company would be lost in its entirety.

Reworded

Results of Operations. Total revenues were $218,707$142,738 and $326,944$218,707 in 20222023 and 2021,2022, respectively, with the decrease attributable to a decrease in the numberloss of customers.customers due to a lack of liquidity that impaired operations. Total operating expenses were $391,959$223,853 for the year ended December 31, 20222023, compared to $450,015$327,721 during the year ended December 31, 2021.2022. The decrease in operating expenses relates to acost reductionreductions implemented in headcountconnection andwith volumeour ofreduced business.business volume.

Added

Other Expense: Other Expense totaled ($156,949) for the year ended December 31, 2023, compared to Other Expense of ($11,137) during the year ended December 31, 2022. In 2023, we realized a ($162,665) loss from the sales of our subsidiaries DLT Data Services Ltd. and Union Strategies Inc. in March 2023.

Added

Net (Loss) from Continuing Operations: For the years ended December 31, 2023 and 2022, we incurred losses from continuing operations of ($238,060) and ($120,151), respectively.

Added

Net Income (Loss) from Discontinued Operations: For the year ended December 31, 2023, we generated $1,444,645 of net income from discontinued operations. For the year ended December 31, 2022, we incurred a ($212,697) loss from discontinued operations.

Added

Net Income (Loss): We generated $1,206,585 of Net Income for the year ended December 31, 2023, compared to ($332,848) of Net Loss for the year ended December 31, 2022. The Net Income in 2023 was primarily the result of net income from discontinued operations in the amount of $1,444,645 compared to a ($212,697) loss from discontinued operations for the year ended December 31, 2022.

Removed

Other Expense: Other Expense totaled ($12,495) during the year ended December 31, 2022 compared to ($2,378) during the year ended December 31, 202. Other Expense consists primarily of interest expense.

Removed

Loss from Discontinued Operations: In 2022, we suspended operations of USI and DLT Data and in 2023 we sold our 100% ownership of those discontinued subsidiaries. Loss from discontinued operations was ($967,497) for the year ended December 31, 2021 compared to( $2,304,385) for the year ended December 31, 2021. The decrease in loss is attributed to write-downs of USI and DLT Data intangible assets and its receivables in 2021.

What changed in the latest 10-Q

Comparing 10-Q filed 2025-10-31 (period ending 2024-06-30) with 10-Q filed 2025-10-09 (period ending 2024-03-31).

Risk Factors (10-Q Part II, Item 1A)

0new paragraphs
0removed paragraphs
0reworded paragraphs
10 → 10words in section

The section in the latest 10-Q reads in full:

Not required under Regulation S-K for smaller reporting companies.

No wording changes found in this section.

Full comparison: every changed paragraph (0)

Green = added, red = removed. Unchanged paragraphs and tables are not shown. Read the complete text in the original filing.

Management's Discussion & Analysis (MD&A) (10-Q Part I, Item 2)

2new paragraphs
2removed paragraphs
10reworded paragraphs
797 → 975words in section

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text
“For the three and six months ended June 30, 2024, we generated net income of $277,927 from discontinued operations that resulted from our sale of DLT Resolution Corp in April 2024. For the three months ended June 30, 2023, we generated ($22,067) of net losses from discontinued operations that was DLT Resolution Corp., which had minimal activity. For the six months ended June 30, 2023, we generated $1,243,387 of net income from discontinued operations that was primarily from our sales of DLT Data Services Inc. and Union Strategies Inc, our two former subsidiaries.”
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We realized a foreign exchange lossgain of $109,557, other income $5,412$15,886 and interest expenseincome of $2,468$1,266 for the three months ended MarchJune 31,30, 2024 compared to a foreign exchange loss of Nil, other income of Nil$121 and interest expense of $1,842$1,828 for the three months ended MarchJune 31,30, 2023. We realized a foreign exchange loss of ($93,669), other income $5,412 and interest expense of ($1,202) for the six months ended June 30, 2024 compared to a foreign exchange loss of $121, other income of $Nil and interest expense of $3,657 for the six months ended June 30, 2023.
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New text
“For the three months ended June 30, 2024, we incurred losses from continuing operations of ($328,922). For the six months ended June 30, 2024, we incurred losses from continuing operations of ($624,386). For the three months ended June 30, 2023, we generated income from continuing operations of $8,836. For the six months ended June 30, 2023, we generated from continuing operations of $7,007.”
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Reworded

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We generated a ($295,465$50,995) Net Loss for the three months ended MarchJune 31,30, 2024, compared to $758,877($13,231) for the three months ended June 30, 2023. We generated a ($346,549) Net Loss for the six months ended June 30, 2024, compared to $1,250,394 of Net Income for the threesix months ended MarchJune 31,30, 2023. The Net Income in 2023 was primarily the result of net income from discontinued operations in the amount of $1,265,454.$1,243,387 compared to Nil$277,927 from discontinued operations for the threesix months ended MarchJune 31,30, 2024.
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Reworded

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Revenues for the three and six months ended MarchJune 31,30, 2024 were $29,270 and 2023$64,325, were $35,055,respectively, all of which were generated by DLT Telecom, Inc. For the three and six months ended MarchJune 31,30, 2024,2023, revenues were $46,529,$25,627 alland of$25,627, whichrespectively. All 2023 revenues were generated by DLT Resolution Corp., a discontinued operation. The decrease resulted primarily from having fewer customers and less revenue per customer in the three months ended March 31, 2024.
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Reworded

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General and administrative expense was $199,163$358,895 and $558,058 for the three and six months ended MarchJune 31,30, 2024.2024, respectively. For the three and six months ended MarchJune 31,30, 2023, general and administrative expense was $31,036,$9,141 alland of$9,141, which wa incurred by DLT Resolution Corp., a discontinued operation.respectively. The increase in general and administrative expense was primarily due to the costs incurred in 2024 to reduce the backlog in our accounting and audit our 2022 and 2023 financial statements.statements and the increase in consulting fees.
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Full comparison: every changed paragraph (14)

Green = added, red = removed. Unchanged paragraphs and tables are not shown. Read the complete text in the original filing.

Reworded

Revenues for the three and six months ended MarchJune 31,30, 2024 were $29,270 and 2023$64,325, were $35,055,respectively, all of which were generated by DLT Telecom, Inc. For the three and six months ended MarchJune 31,30, 2024,2023, revenues were $46,529,$25,627 alland of$25,627, whichrespectively. All 2023 revenues were generated by DLT Resolution Corp., a discontinued operation. The decrease resulted primarily from having fewer customers and less revenue per customer in the three months ended March 31, 2024.

Reworded

Cost of revenue for the three and six months ended MarchJune 31,30, 2024 were $24,745,$16,449 and $41,194, respectively, all of which were incurred by DLT Telecom, Inc. For the three and six months ended MarchJune 31,30, 2024,2023, cost of revenue were $5,701 and $5,701, respectively. All 2023 was $21,837, all of which were incurred by DLT Resolution Corp., a discontinued operation.

Reworded

General and administrative expense was $199,163$358,895 and $558,058 for the three and six months ended MarchJune 31,30, 2024.2024, respectively. For the three and six months ended MarchJune 31,30, 2023, general and administrative expense was $31,036,$9,141 alland of$9,141, which wa incurred by DLT Resolution Corp., a discontinued operation.respectively. The increase in general and administrative expense was primarily due to the costs incurred in 2024 to reduce the backlog in our accounting and audit our 2022 and 2023 financial statements.statements and the increase in consulting fees.

Reworded

Other (Income) Expense

Reworded

We realized a foreign exchange lossgain of $109,557, other income $5,412$15,886 and interest expenseincome of $2,468$1,266 for the three months ended MarchJune 31,30, 2024 compared to a foreign exchange loss of Nil, other income of Nil$121 and interest expense of $1,842$1,828 for the three months ended MarchJune 31,30, 2023. We realized a foreign exchange loss of ($93,669), other income $5,412 and interest expense of ($1,202) for the six months ended June 30, 2024 compared to a foreign exchange loss of $121, other income of $Nil and interest expense of $3,657 for the six months ended June 30, 2023.

Added

For the three months ended June 30, 2024, we incurred losses from continuing operations of ($328,922). For the six months ended June 30, 2024, we incurred losses from continuing operations of ($624,386). For the three months ended June 30, 2023, we generated income from continuing operations of $8,836. For the six months ended June 30, 2023, we generated from continuing operations of $7,007.

Removed

For the three months ended March 31, 2024 and 2023, we incurred losses from continuing operations of ($295,465) and ($8,173), respectively.

Added

For the three and six months ended June 30, 2024, we generated net income of $277,927 from discontinued operations that resulted from our sale of DLT Resolution Corp in April 2024. For the three months ended June 30, 2023, we generated ($22,067) of net losses from discontinued operations that was DLT Resolution Corp., which had minimal activity. For the six months ended June 30, 2023, we generated $1,243,387 of net income from discontinued operations that was primarily from our sales of DLT Data Services Inc. and Union Strategies Inc, our two former subsidiaries.

Removed

For the three months ended March 31, 2024, we generated net income of Nil from discontinued operations. For the year ended December 31, 2023, we generated $1,265,454 of net income from discontinued operations.

Reworded

We generated a ($295,465$50,995) Net Loss for the three months ended MarchJune 31,30, 2024, compared to $758,877($13,231) for the three months ended June 30, 2023. We generated a ($346,549) Net Loss for the six months ended June 30, 2024, compared to $1,250,394 of Net Income for the threesix months ended MarchJune 31,30, 2023. The Net Income in 2023 was primarily the result of net income from discontinued operations in the amount of $1,265,454.$1,243,387 compared to Nil$277,927 from discontinued operations for the threesix months ended MarchJune 31,30, 2024.

Reworded

As of MarchJune 31,30, 2024, we had total current assets of $94,722$600,851 and current liabilities of $345,876 creating a working capital deficit of $251,154.$326,598. As of December 31, 2023, we had $727 cash on hand and total liabilities of $263,212. We must secure additional funds in order to continue our business.

Reworded

Net cash used in operating activities was ($16,670$196,001) during the threesix months ended MarchJune 31,30, 2024 compared to ($161,881$108,576) for the same period in 2023. Net cash usedprovided inby discontinued operating activities was ($3,815)$29,843 for the threesix months ended MarchJune 31,30, 2024 compared to $158,278$120,454 in net cash provided by discontinued operations for the threesix months ended MarchJune 31,30, 2023.

Reworded

No cash was used in investing activities during the threesix months ended MarchJune 31,30, 2024 and 2023.

Reworded

During the threesix months ended MarchJune 31,30, 2024, the Company provided $69,659$764,639 cash from financing activities, which resulted from sales of shares of our Common Stock. During the threesix months ended MarchJune 31,30, 2023, the Company used $6,532$Nil of cash in financing activities.

DLTI insider buying and selling (Form 4)

Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.

No Form 4 stock transactions in this period.

Well-known investors holding DLTI (13F)

None of the 59 investors we track reported a position in their latest 13F.

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