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iQSTEL Inc 2026年季度报告

2026-08-20 美股财报 华仔
报告封面

FORM 10-Q/AAmendment No. 1 ☒Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period endedJune 30, 2026 Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from __________ to__________ Commission File Number:001-42644 IQSTEL Inc.(Exact name of registrant as specified in its charter) Nevada45-2808620(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.) 300 Aragon Avenue, Suite 375Coral Gables, FL 33134(Address of principal executive offices) (484) 847-7835(Registrant’s telephone number) (Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on whichregistered The Nasdaq Stock Market LLC(The Nasdaq Capital Market) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days.[X] Yes[ ] No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).[X] Yes[ ] No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. ☐Accelerated filer☒Smaller reporting company☐Emerging growth company ☐Large accelerated filer☒Non-accelerated Filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.[ ] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).[] Yes [X] No State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:10,915,859common shares as of August 18, 2026 Explanatory Note This Amendment No. 1 on Form 10-Q/A (this “Amendment”) amends the Quarterly Report on Form 10-Q of iQSTEL Inc.(the“Company”) for the quarterly period ended June 30, 2026 (the “Original Filing”), which was originally filed with the U.S. Securitiesand Exchange Commission on August 18, 2026. This Amendment is being filed solely to correct two errors in Note 10 – Stockholders’Equity of the Original Filing. Specifically, the conversion rates of the Company’s Series B Preferred Stock and Series D PreferredStock were incorrectly reported in the Original Filing and have been corrected in this Amendment. Except as described above, no other changes have been made to the Original Filing. This Amendment does not reflect events occurringafter the filing of the Original Filing or modify or update those disclosures affected by subsequent events. Accordingly, thisAmendment should be read in conjunction with the Original Filing. In accordance with Rule 12b-15 under the Securities Exchange Act of 1934, as amended, this Amendment sets forth the complete textof the amended Item (Note 10 – Stockholders’ Equity). New certifications by the Company’s principal executive officer and principalfinancial officer are filed as exhibits hereto. TABLE OF CONTENTS PART I – FINANCIAL INFORMATION Item 1:Financial Statements3Item 2:Management’s Discussion and Analysis of Financial Condition and Results of Operations4Item 3:Quantitative and Qualitative Disclosures About Market Risk13Item 4:Controls and Procedures13 PART II – OTHER INFORMATION Item 1:Legal Proceedings14Item 1A:Risk Factors14Item 2:Unregistered Sales of Equity Securities and Use of Proceeds14Item 3:Defaults Upon Senior Securities14Item 4:Mine Safety Disclosures14Item 5:Other Information14Item 6:Exhibits15 Table of Contents Item 1. Financial Statements Our unaudited consolidated financial statements included in this Form 10-Q are as follows: F-1Consolidated Balance Sheets as of June 30, 2026 (unaudited) and December 31, 2025;F-2Consolidated Statements of Operations for the three and six months ended June 30, 2026 and 2025 (unaudited);F-3Consolidated Statements of Stockholder’s Equity for the three and six months ended June 30, 2026 and 2025 (unaudited).F-4Consolidated Statements of Cash Flows for the six months ended June 30, 2026 and 2025 (unaudited); andF-5Notes to Consolidated Financial Statements (unaudited)