RMGL 10-K & 10-Q changes, risk factors and insider trading
Rocky Mountains Group Ltd · OTC · Services-Educational Services · CIK 2034288 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
Largest changes
“In regards to all of the above transaction we claim an exemption from registration afforded by Regulation S of the Securities Act of 1933, as amended (“Regulation S”) for the above sale of the stock since the sale of the stock were made to non-U.S. person (as defined under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed selling efforts were made in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing.”see in full comparison
“Net cash provided by operating activities was $2,634 from July 25, 2023 (Date of Inception) to May 31, 2024. Cash provided by operating activities was attributable to increases in the amount due to our director, accrued liabilities, and accounts receivable.”see in full comparison
“On October 20, 2023, our sole officer and director, Zonghan Wu, purchased 20,000,000 shares of restricted common stock at a purchase price of $0.0001 per share. The $2,000 in proceeds went directly to the Company to be used for working capital.”see in full comparison
“For the period ended May 31, 2024, the Company had realized “cash used in investing activity” of $1,659. The cash used in investing activity was attributable to the purchase of plant and equipment.”see in full comparison
“For the year ended May 31, 2026, the Company has used $21,983 in operating activities, which was primarily attributable to net loss from operation and increase in prepayment.”see in full comparison
The Company’s cash and cash equivalentssee in full comparisonhashaveincreaseddecreased by$34,139,$21,983, from$2,975 as of May 31, 2024 to$37,114 as of May 31,2025.2025 to $15,131 as of May 31, 2026. The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlementsettlementof liabilities and commitments in the normal course of business.
Full comparison: every changed paragraph (13)
Results of operations for the year ended May 31, 2026 and 2025
GeneralOperating
and Administrative Expenses
Depreciation expense for the year ended May 31, 2026 and May 31, 2025 was $1,853 and $1,458, respectively.
The
Company’s cash and cash equivalents hashave increaseddecreased by $34,139,$21,983, from $2,975 as of May 31, 2024 to $37,114 as of May 31, 2025.2025 to $15,131 as of May 31, 2026.
The
accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the
settlement settlement
of liabilities and commitments in the normal course of business.
Cash
(Used in) / Provided by Operating Activities
For the year ended May 31, 2026, the Company has used $21,983 in operating activities, which was primarily attributable to net loss from operation and increase in prepayment.
Net
cash provided by operating activities was $2,634 from July 25, 2023 (Date of Inception) to May 31, 2024. Cash provided by operating activities
was attributable to increases in the amount due to our director, accrued liabilities, and accounts receivable.
For the year ended May 31, 2026, the Company has used $0 in investing activity.
For
the period ended May 31, 2024, the Company had realized “cash used in investing activity” of $1,659. The cash used in investing
activity was attributable to the purchase of plant and equipment.
For the year ended May 31, 2026, the Company has received $0 from financing activity.
On
October 20, 2023, our sole officer and director, Zonghan Wu, purchased 20,000,000 shares of restricted common stock at a purchase price
of $0.0001 per share. The $2,000 in proceeds went directly to the Company to be used for working capital.
In
regards to all of the above transaction we claim an exemption from registration afforded by Regulation S of the Securities Act of 1933,
as amended (“Regulation S”) for the above sale of the stock since the sale of the stock were made to non-U.S. person (as
defined under Rule 902 section (k)(2)(i) of Regulation S), pursuant to offshore transactions, and no directed selling efforts were made
in the United States by the issuer, a distributor, any of their respective affiliates, or any person acting on behalf of any of the foregoing.
For
the period ended May 31, 2024, we generated a total of $2,000 from the sale of our common stock
What changed in the latest 10-Q
Risk Factors
We could not find a separate Risk Factors item in the latest 10-Q. Some companies leave it out of quarterly reports; see the annual 10-K risk factors and the original filing. Open the filing on SEC.gov.
Management's Discussion & Analysis (MD&A)
Removed heading “General and Administrative Expenses”
Removed heading “Net (Loss) / Income”
Removed heading “Results of operations for the nine months ended February 28, 2026 and 2025”
Removed heading “Net (Loss ) / Income”
Largest changes
“Results of operations for the nine months ended February 28, 2026 and 2025”see in full comparison
“For the nine months ended February 28, 2025, the Company generated revenue in the amount of $25,105. The revenue was generated as a result of the Company having provided five Personal Financial Literacy Seminars (PFL Seminar) to five participants.”see in full comparison
“For the three months ended February 28, 2026, the Company generated revenue in the amount of $5,000. The revenue was generated as a result of the Company having provided one Personal Financial Literacy Seminar (PFL Seminar) to one participant.”see in full comparison
Full comparison: every changed paragraph (28)
Results
of operations for the three months ended FebruaryAugust 28,31, 2026 and 2025
For
the three months ended February 28, 2026, the Company generated revenue in the amount of $5,000. The revenue was generated as a result
of the Company having provided one Personal Financial Literacy Seminar (PFL Seminar) to one participant.
For
the three months ended FebruaryAugust 28,31, 2025,2026, the Company generated revenue in the amount of $10,100.$10,000. The revenue was generated as a result
of the Company having provided two Personal Financial Literacy Seminars (PFL Seminar) to two participants.
General
and Administrative Expenses
For
the three months ended February 28, 2026, the Company had general and administrative expenses in the amount of $10,065. These were primarily
comprised of bank charges, legal, audit and professional fees.
For
the three months ended February 28, 2025, the Company had general and administrative expenses in the amount of $6,171. These were primarily
comprised of bank charges, legal, audit and professional fees.
Net
(Loss) / Income
Our
net loss for the three months ended February 28, 2026 was $5,528.
Our
net income for the three months ended February 28, 2025 was $3,466.
Results
of operations for the nine months ended February 28, 2026 and 2025
Revenues
For
the ninethree months ended FebruaryAugust 28,31, 2026,2025, the Company generated revenue in the amount of $15,000.$5,000. The revenue was generated as a result
of the Company having provided one Personal Financial Literacy SeminarsSeminar (PFL Seminar) to one participants.participant.
For
the nine months ended February 28, 2025, the Company generated revenue in the amount of $25,105. The revenue was generated as a result
of the Company having provided five Personal Financial Literacy Seminars (PFL Seminar) to five participants.
GeneralOperating
and Administrative Expenses
For
the ninethree months ended FebruaryAugust 28,31, 2026, the Company had general and administrative expenses in the amount of $31,437.$9, 832. These were
primarily primarily
comprised of bank charges, legal, audit and professional fees.
For
the ninethree months ended FebruaryAugust 28,31, 2025, the Company had general and administrative expenses in the amount of $20,424.$11, 370. These were
primarily primarily
comprised of bank charges, legal, audit and professional fees.
Net
(Loss ) / Income
OurDepreciation
net lossexpense for the ninethree months ended FebruaryAugust 28,31, 2026 waswere $17,827.$463.
OurDepreciation
net incomeexpense for the ninethree months ended FebruaryAugust 28,31, 2025 waswere $3,686.$463
Net Loss
Our net loss for the three months ended August 31, 2026 was $285.
Our net loss for the three months ended August 31, 2025 was $6,833.
Cash
(Used in) / Provided by Operating Activities
For
the ninethree months ended FebruaryAugust 28,31, 2026, the Company has net cash outflow $23,665$14,416 in operating activities primarily caused by decreases
in the accrued liabilities and increase in prepayment.
For
the ninethree months ended FebruaryAugust 28,31, 2025, the Company has net cash inflowoutflow $10,986$9,321 in operating activities primarily caused by decreases
in the accrued liabilities, accounts receivable, amount due to our directorliabilities and increase in prepayment.
For
the ninethree months ended FebruaryAugust 28,31, 2026, the Company did not generate nor used any cash in investing activity.
For the three months ended August 31, 2025, the Company did not generate nor used any cash in investing activity.
For
the nine months ended February 28, 2025, the Company had realized “cash used in investing activity” of $3,901. The cash used
in investing activity was attributable to the purchase of plant and equipment
RMGL 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 RMGL (13F)
None of the 59 investors we track reported a position in their latest 13F.