NIHK / Video River Networks, Inc. - Zgłoszenia SEC, Raport roczny, o pełnomocnictwie

Video River Networks, Inc.
US ˙ OTCPK

Podstawowe statystyki
CIK 1084475
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Video River Networks, Inc.
SEC Filings (Chronological Order)
Na tej stronie znajduje się pełna, chronologiczna lista zgłoszeń SEC, z wyłączeniem zgłoszeń własności, które udostępniamy gdzie indziej.
November 5, 2025 15-15D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 333-251539 Video River Networks, Inc. (Exact name of registrant as specifie

August 21, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 18, 2025 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada File Number: 0-30786 87-0627349 (State of incorporation) (Commission File Numb

August 21, 2025 EX-99.1

EX-99.1

Exhibit 99.1

August 14, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT UNDER SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 VIDEO RIVER NETWORKS, INC. (Exact name of regis

May 20, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT UNDER S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 VIDEO RIVER NETWORKS, INC. (Exact name of regi

May 15, 2025 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 0-30786 (Check One): ☐ Form 10-K ☒ Form 10-Q ☐ Form 11-K ☐ Form 20-F ☐ Form N-CSR ☐ Form N-SAR For Period Ended: March 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Tr

April 16, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 0-30786 Video River Networks, Inc. (Exact name of registrant as spec

March 27, 2025 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 0-30786 (Check One): ☒ Form 10-K ☐ Form 10-Q ☐ Form 11-K ☐ Form 20-F ☐ Form N-CSR ☐ Form N-SAR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐

November 29, 2024 EX-99.1

Video River Networks, Inc. Named as Defendant in an SEC Complaint. dated November 25, 2024

Exhibit 99.1

November 29, 2024 8-K

Regulation FD Disclosure, Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 18, 2024 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada File Number: 0-30786 87-0627349 (State of incorporation) (Commission File Nu

November 19, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT UND

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 VIDEO RIVER NETWORKS, INC. (Exact name of

November 4, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 0-30786 (Check One): ☐ Form 10-K ☒ Form 10-Q ☐ Form 11-K ☐ Form 20-F ☐ Form N-CSR ☐ Form N-SAR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q

August 15, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 0-30786 (Check One): ☐ Form 10-K ☒ Form 10-Q ☐ Form 11-K ☐ Form 20-F ☐ Form N-CSR ☐ Form N-SAR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Tra

August 15, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT UNDER SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 VIDEO RIVER NETWORKS, INC. (Exact name of regis

June 26, 2024 EX-99.1

Letter of OLAYINKA OYEBOLA & CO. dated June 20, 2024

Exhibit 99.1

June 26, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2024 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada File Number: 0-30786 87-0627349 (State of incorporation) (Commission File Number

May 20, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT UNDER S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 VIDEO RIVER NETWORKS, INC. (Exact name of regi

May 13, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 0-30786 (Check One): ☐ Form 10-K ☒ Form 10-Q ☐ Form 11-K ☐ Form 20-F ☐ Form N-CSR ☐ Form N-SAR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Tr

April 17, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 0-30786 Video River Networks, Inc. (Exact name of registrant as spec

March 28, 2024 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 0-30786 (Check One): ☒ Form 10-K ☐ Form 10-Q ☐ Form 11-K ☐ Form 20-F ☐ Form N-CSR ☐ Form N-SAR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐

November 13, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT UND

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 VIDEO RIVER NETWORKS, INC. (Exact name of

August 21, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT UNDER SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 VIDEO RIVER NETWORKS, INC. (Exact name of regis

August 14, 2023 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 0-30786 (Check One): ☐ Form 10-K ☒ Form 10-Q ☐ Form 11-K ☐ Form 20-F ☐ Form N-CSR ☐ Form N-SAR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Tra

August 8, 2023 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 0-30786 Video River Networks, Inc. (Exact name o

May 18, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT UNDER S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 VIDEO RIVER NETWORKS, INC. (Exact name of regi

May 15, 2023 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 0-30786 (Check One): ☐ Form 10-K ☒ Form 10-Q ☐ Form 11-K ☐ Form 20-F ☐ Form N-CSR ☐ Form N-SAR For Period Ended: March 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Tr

April 18, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 0-30786 Video River Networks, Inc. (Exact name of registrant as spec

March 28, 2023 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 0-30786 (Check One): ☒ Form 10-K ☐ Form 10-Q ☐ Form 11-K ☐ Form 20-F ☐ Form N-CSR ☐ Form N-SAR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐

November 21, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT UND

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 VIDEO RIVER NETWORKS, INC. (Exact name of

November 14, 2022 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-Q 1 formnt10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 0-30786 (Check One): ☐ Form 10-K ☒ Form 10-Q ☐ Form 11-K ☐ Form 20-F ☐ Form N-CSR ☐ Form N-SAR For Period Ended: September 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transi

August 19, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT UNDER SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 VIDEO RIVER NETWORKS, INC. (Exact name of regis

August 15, 2022 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-Q 1 formnt10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 0-30786 (Check One): ☐ Form 10-K ☒ Form 10-Q ☐ Form 11-K ☐ Form 20-F ☐ Form N-CSR ☐ Form N-SAR For Period Ended: June 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition

May 16, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT UNDER S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 VIDEO RIVER NETWORKS, INC. (Exact name of regi

April 14, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 0-30786 Video River Networks, Inc. (Exact name of registrant as spec

April 1, 2022 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-K 1 formnt10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-

December 20, 2021 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No.1) (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No.1) (Mark One) ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 Video River Networks, I

November 15, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPORT UND

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 Video River Networks, Inc. (Exact name of

October 18, 2021 EX-99.D CONTRACTS

Tytan Cybernetics signs with CryptoFamily.Tech for Creation of State-of-the-Art Tytan EV Crypto Coin

Tytan Cybernetics signs with CryptoFamily.Tech for Creation of State-of-the-Art Tytan EV Crypto Coin 18 October 2021 TORRANCE, October 18, 2021 (GLOBAL NEWSWIRE) - Video River Networks, Inc., a Nevada corporation, which is in the process of changing its name to Tytan Cybernetics ?the Company? (OTC: NIHK TWTR: @NIHKEV), a technologically innovative Electric Vehicle and Fintech company, is pleased t

October 18, 2021 8-K

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2021 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada File Number: 0-30786 87-0627349 (State of incorporation) (Commission File Num

August 25, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ TRANSITION REPORT UNDER SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 Video River Networks, Inc. (Exact name of regis

August 16, 2021 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b‐25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b?25 NOTIFICATION OF LATE FILING Commission File Number: 0-30786 (Check One): [ ] Form 10?K [X] Form 10?Q [ ] Form 11?K [ ] Form 20?F [ ] Form N?CSR [ ] Form N?SAR For Period Ended: June 30, 2021 ???????????????????????? [ ] Transition Report on Form 10?K [ ] Transition Report on Form 20?F [ ] Transition Report on Form

July 15, 2021 EX-10

SECURITIES PURCHASE AGREEMENT

SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT, dated as of July 12, 2021 (this "Agreement") is entered into by and among Drone Guarder, Inc.

July 15, 2021 EX-10

Video River Networks acquires DRNG and hires Northrop Grumman Aerospace Veteran

Video River Networks acquires DRNG and hires Northrop Grumman Aerospace Veteran TORRANCE, Calif.

July 15, 2021 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2021 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada File Number: 0-30786 87-0627349 (State of incorporation) (Commission File Number

July 1, 2021 EX-10

COMMON STOCK PURCHASE AGREEMENT

EX-10 2 nihkcspa3.htm COMMON STOCK PURCHASE AGREEMENT This common stock purchase agreement (the “Agreement”), dated as of June 30, 2021 (the “Execution Date”), is entered into between Video River Networks, Inc., a Nevada corporation (the “Company”), and TRITON FUNDS LP, a Delaware limited partnership (the “Investor”). RECITALS: WHEREAS, upon the terms and subject to the conditions contained herein

July 1, 2021 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2021 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada File Number: 0-30786 87-0627349 (State of incorporation) (Commission File Number

July 1, 2021 EX-10

COMMON STOCK PURCHASE WARRANT Video River Networks, Inc.

NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION ST

May 14, 2021 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2021 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada File Number: 0-30786 87-0627349 (State of incorporation) (Commission File Number)

May 14, 2021 EX-10

N E T W O R K 1 F I N A N C I A L S E C U R I T I E S , I N C . FINDER’S AGREEMENT

N E T W O R K 1 F I N A N C I A L S E C U R I T I E S , I N C . FINDER?S AGREEMENT FINDER?S AGREEMENT dated as of May 12th, 2021 (this ?Agreement?) by and between Video River Networks, Inc. (the ?Company?) and Network 1 Financial Securities, Inc. (the ?Finder?). WHEREAS, the Finder has indicated that the Finder has the ability to introduce the Company to one or more investors, business and/or fina

May 13, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 [ ] TRANSITION REPORT UND

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File Number 0-30786 Video River Networks, Inc. (Exact name of

May 12, 2021 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2021 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada File Number: 0-30786 87-0627349 (State of incorporation) (Commission File Number)

May 12, 2021 EX-10

JOINT VENTURE AGREEMENT AMERICAN ELECTRIC VEHICLES AND BATTERY TECHNOLOGY, INC. a wholly owned subsidiary of VIDEO RIVER NETWORKS, INC. LINGSTAR COMPANY the establishment of XIAN LEVS ELECTRIC VEHICLES AND BATTERY TECHNOLOGY DEVELOPMENT CO. LTD Dated

JOINT VENTURE AGREEMENT Exhibit 10.1 JOINT VENTURE AGREEMENT between AMERICAN ELECTRIC VEHICLES AND BATTERY TECHNOLOGY, INC. a wholly owned subsidiary of VIDEO RIVER NETWORKS, INC. and LINGSTAR COMPANY for the establishment of XIAN LEVS ELECTRIC VEHICLES AND BATTERY TECHNOLOGY DEVELOPMENT CO. LTD Dated as of May 10, 2021 Table of Contents Page SECTION 1 DEFINITIONS 1 SECTION 2 ESTABLISHMENT OF THE

May 12, 2021 EX-10

Video River Networks and Lingstar Company Enter Joint Venture Agreement to Create Xian Levs Electric Vehicles and Battery Technology Development Co. Ltd.

Video River Networks and Lingstar Company Enter Joint Venture Agreement to Create Xian Levs Electric Vehicles and Battery Technology Development Co.

April 14, 2021 10-K

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2020 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 0-30786 Video River Networks, Inc. (Exact name of registrant as sp

March 29, 2021 NT 10-K

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: December 31, 2020 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

March 24, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 23, 2021 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada File Number: 0-30786 87-0627349 (State of incorporation) (Commission File Numbe

March 22, 2021 EX-10

LETTER OF INTENT FOR PROPOSED JOINT VENTURE VIDEO RIVER NETWORKS, INC. LINGSTAR CO.

LETTER OF INTENT FOR PROPOSED JOINT VENTURE BETWEEN VIDEO RIVER NETWORKS, INC. AND LINGSTAR CO. I. Purpose This Letter of Intent (?Letter?) outlines certain preliminary terms and conditions of several possible agreements between and among Video River Networks, Inc. (OTC ?NIHK?), a Nevada (USA) corporation, and Lingstar Co. (?Lingstar?), a Xian, Shaanxi, China company. This letter of intent is inte

March 22, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2021 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada File Number: 0-30786 87-0627349 (State of incorporation) (Commission File Numbe

March 22, 2021 EX-10

Video River Networks Signs Letter of intent to Form a Joint Venture with Lingstar Co. for Electric Vehicles Designing, Manufacturing and Distribution

Video River Networks Signs Letter of intent to Form a Joint Venture with Lingstar Co.

January 11, 2021 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits -

form8kconsultingagreementnih.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2021 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada F

January 6, 2021 S-1/A

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s1nihk2020spaca1.htm - Generated by SEC Publisher for SEC Filing Registration No. 333-251539 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Video River Networks Inc. (Exact name of registrant as specified in its charter) Nevada 3711 87-0627349 (State or other jurisdiction of (Primary Standard Industrial Cla

January 5, 2021 CORRESP

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accelerationrequestnihk.htm - Generated by SEC Publisher for SEC Filing Video River Networks Inc. 370 Amapola Ave., Suite 200-A Torrance, CA 90501 Telephone: (310) 895-1839 January 5, 2021 United States Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction Washington, DC 20549 Attention: Ms. Stacie Gorman Re: Video River Networks Inc. Form S-1 Regi

December 31, 2020 LETTER

LETTER

United States securities and exchange commission logo December 31, 2020 Frank Igwealor Chief Executive Officer Video River Networks, Inc.

December 31, 2020 TEXT-EXTRACT

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United States securities and exchange commission logo December 31, 2020 Frank Igwealor Chief Executive Officer Video River Networks, Inc.

December 21, 2020 EX-10

DEBT CONVERSION AGREEMENT

debtconversionagreement-gfps.htm - Generated by SEC Publisher for SEC Filing FORM OF DEBT CONVERSION AGREEMENT DEBT CONVERSION AGREEMENT THIS CONVERSION AGREEMENT (this “Agreement”) is dated as of December 10, 2020 (the “Effective Date”) by and between Video River Networks, Inc. (“Corporation”), a Nevada corporation, Goldstein Franklin, Inc., a California corporation controlled by our President an

December 21, 2020 EX-10

CERTIFICATE OF DESIGNATIONS CLASS B COMMON STOCK VIDEO RIVER NETWORKS INC. A Nevada Corporation

nihk-certificateofdesignatio.htm - Generated by SEC Publisher for SEC Filing CERTIFICATE OF DESIGNATIONS OF CLASS B COMMON STOCK OF VIDEO RIVER NETWORKS INC. A Nevada Corporation Video River Networks Inc., a Nevada corporation (the “Corporation”), hereby certifies that the following resolution was duly adopted by the Board of Directors of the Corporation (the “Board of Directors”) pursuant to the

December 21, 2020 EX-10

FORM OF PLACEMENT AGENT AGREEMENT January __, 2021

formofplacementagentagreemen.htm - Generated by SEC Publisher for SEC Filing EXHIBIT 10.4 FORM OF PLACEMENT AGENT AGREEMENT January , 2021 This Placement Agent Agreement (“Agreement”) is made by and between Video River Networks, Inc., a Nevada corporation (the “Company”), and one or more placement agents (collectively, the “Placement Agents” and each, a “Placement Agent” as of the date first above

December 21, 2020 S-1

Registration Statement -

Registration No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Video River Networks Inc. (Exact name of registrant as specified in its charter) Nevada 3711 87-0627349 (State or other jurisdiction of (Primary Standard Industrial Classification Code Number) (I.R.S. Employer incorporation or organization) Ident

December 21, 2020 EX-10

FORM OF STOCK PURCHASE AGREEMENT

formofsecuritiespurchaseagre.htm - Generated by SEC Publisher for SEC Filing FORM OF STOCK PURCHASE AGREEMENT Exhibit 10.5 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (“Agreement”) is made as of September 15, 2020, between Kid Castle Educational Corporation (“Seller”) and Video River Networks, Inc. (“Buyer”). RECITALS: WHEREAS, the Seller is authorized to issue 1,000,000,000 shares of i

December 21, 2020 EX-21

LIST OF SUBSIDIARIES

listofsubsidiaries.htm - Generated by SEC Publisher for SEC Filing LIST OF SUBSIDIARIES Name of consolidated State or other jurisdiction of incorporation or organization Date of incorporation or formation (date of acquisition, if applicable) Attributable Interest subsidiary or entity Kid Castle Educational Corporation Delaware 9/15/2020 56 %

December 1, 2020 10-Q

Quarterly Report -

nihk10q9302020final.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to C

November 18, 2020 TEXT-EXTRACT

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United States securities and exchange commission logo November 18, 2020 Frank Igwealor Chief Executive Officer Video River Networks, Inc.

November 18, 2020 LETTER

LETTER

United States securities and exchange commission logo November 18, 2020 Frank Igwealor Chief Executive Officer Video River Networks, Inc.

November 13, 2020 NT 10-Q

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b?25 NOTIFICATION OF LATE FILING Commission File Number: 000-30786 ??????????? (Check One): [ ] Form 10?K [X] Form 10?Q [ ] Form 11?K [ ] Form 20?F [ ] Form N?CSR [ ] Form N?SAR For Period Ended: September 30, 2020 ???????????????????????? [ ] Transition Report on Form 10?K [ ] Transition Report on Form 20?F [ ] Transit

November 3, 2020 CORRESP

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comment4response-form1012gn1.htm - Generated by SEC Publisher for SEC Filing Video River Networks, Inc. 370 Amapola Ave, #200A Torrance, CA 90501 November 3, 2020 Re: Video River Networks, Inc. Amendment No. 2 to Form 10-12G Filed September 10, 2020 File No. 000-30786 To whom it may concern: Please see the answer to your comments below. Amendment No. 3 to Form 10-12/G filed 10/13/2020 Results of O

November 3, 2020 10-12G/A

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nihk2020form10a4.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 4 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 Video River Networks, Inc. (Exact name of registrant as specified in its Charter) Nevada 87-0627349 (State or other juri

October 28, 2020 LETTER

LETTER

United States securities and exchange commission logo October 27, 2020 Frank Igwealor Chief Executive Officer Video River Networks, Inc.

October 28, 2020 TEXT-EXTRACT

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United States securities and exchange commission logo October 27, 2020 Frank Igwealor Chief Executive Officer Video River Networks, Inc.

October 13, 2020 10-Q/A

Quarterly Report -

nihk10q3312020a1.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commis

October 13, 2020 10-K/A

Annual Report -

nihk10k2019a2.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 0-30

October 13, 2020 10-12G/A

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nihk2020form10a3.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 Video River Networks, Inc. (Exact name of registrant as specified in its Charter) Nevada 87-0627349 (State or other juri

October 13, 2020 10-Q/A

Quarterly Report -

nihk10q6302020a1.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commiss

October 13, 2020 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review -

form8knon-relianceonprevious.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2020 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada

October 13, 2020 CORRESP

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comment3response-form1012gni.htm - Generated by SEC Publisher for SEC Filing Video River Networks, Inc. 370 Amapola Ave, #200A Torrance, CA 90501 October 13, 2020 Re: Video River Networks, Inc. Amendment No. 2 to Form 10-12G Filed September 10, 2020 File No. 000-30786 To whom it may concern: Please see the answer to your comments below. Amendment No. 2 to Form 10-12G filed September 10, 2020 Prope

September 28, 2020 TEXT-EXTRACT

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United States securities and exchange commission logo September 25, 2020 Frank Igwealor Chief Executive Officer Video River Networks, Inc.

September 28, 2020 LETTER

LETTER

United States securities and exchange commission logo September 25, 2020 Frank Igwealor Chief Executive Officer Video River Networks, Inc.

September 21, 2020 RW

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requestforwithdrawelofforms-.htm - Generated by SEC Publisher for SEC Filing VIDEO RIVER NETWORKS, INC 370 Amapola Ave., Suite 200A Torrance, California 90501 September 21, 2020 VIA EDGAR AND FACSIMILE U.S. Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Video River Networks, Inc. Registration Statement on Form S-8 (SEC File no. 333-23

September 18, 2020 10-Q

Quarterly Report -

nihk10q6302020.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission

September 15, 2020 RW

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requestforwithdrawelofforms-.htm - Generated by SEC Publisher for SEC Filing VIDEO RIVER NETWORKS, INC 370 Amapola Ave., Suite 200A Torrance, California 90501 September 4, 2020 VIA EDGAR AND FACSIMILE U.S. Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Video River Networks, Inc. Registration Statement on Form S-8 (SEC File no. 333-235

September 10, 2020 10-12G/A

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nihk2020form10a2.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 Video River Networks, Inc. (Exact name of registrant as specified in its Charter) Nevada 87-0627349 (State or other juri

September 10, 2020 EX-2

SECURITIES PURCHASE AGREEMENT

nihk-purchaseagreement101719.htm - Generated by SEC Publisher for SEC Filing SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT, dated as of October 21th, 2019 (this "Agreement") is entered into by and among Video River Networks, Inc. a Nevada Corporation and public company traded under the symbol NIHK on the OTC Markets (the "Shareholder"), and Community Economic Development Capital

September 9, 2020 CORRESP

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comment2response-form1012gni.htm - Generated by SEC Publisher for SEC Filing Video River Networks, Inc. 370 Amapola Ave, #200A Torrance, CA 90501 September 8, 2020 Re: Video River Networks, Inc. Amendment No. 1 to Form 10-12G Filed July 31, 2020 File No. 000-30786 To whom it may concern: Please see the answer to your comments below. Amendment No. 1 to Form 10-12G filed July 31, 2020 Certain Relati

August 14, 2020 TEXT-EXTRACT

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United States securities and exchange commission logo August 13, 2020 Frank Igwealor Chief Executive Officer Video River Networks, Inc.

August 14, 2020 LETTER

LETTER

United States securities and exchange commission logo August 13, 2020 Frank Igwealor Chief Executive Officer Video River Networks, Inc.

July 31, 2020 CORRESP

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comment1response-form1012gni.htm - Generated by SEC Publisher for SEC Filing Video River Networks, Inc. 370 Amapola Ave, #200A Torrance, CA 90501 July 31, 2020 Re: Video River Networks, Inc. Form 10-12G Filed June 10, 2020 File No. 000-30786 To whom it may concern: Please see the answer to your comments below. Registration Statement on Form 10-12G filed June 10, 2020 General 1. We note you filed a

July 31, 2020 EX-10

MEMBERSHIP INTEREST PURCHASE AGREEMENT

cedcapitalmembershipinterest.htm - Generated by SEC Publisher for SEC Filing MEMBERSHIP INTEREST PURCHASE AGREEMENT THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 29th day of October 2019 by and among Frank I Igwealor, (“Seller”), Video River Networks, Inc. (“Purchaser”). RECITALS A. Seller in the owns 100% of the issued and outstanding membershi

July 31, 2020 EX-3

AMENDED AND RESTATED ARTICLES OF INCORPORATION VIDEO RIVER NETWORKS, INC. Pursuant to NRS Chapter 78 ARTICLE FIRST NAME: The name of the corporation is VIDEO RIVER NETWORKS, INC. ARTICLE SECOND

exh31amendrestatedarticleof.htm - Generated by SEC Publisher for SEC Filing AMENDED AND RESTATED ARTICLES OF INCORPORATION OF VIDEO RIVER NETWORKS, INC. Pursuant to NRS Chapter 78 ARTICLE FIRST NAME: The name of the corporation is VIDEO RIVER NETWORKS, INC. ARTICLE SECOND REGISTERED AGENT FOR SERVICE: The registered agent for services of process is PREMIER LEGAL GROUP. The address of the registere

July 31, 2020 10-12G/A

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nihk2020form10a1.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 Video River Networks, Inc. (Exact name of registrant as specified in its Charter) Nevada 87-0627349 (State or other juri

July 31, 2020 EX-2

REVOLVING LINE OF CREDIT AGREEMENT 3. A dvances, Use of Advance and Security. 7. [ Intentionally Deleted] B ORROWER L ENDER

losangelescommunitycapitallo.htm - Generated by SEC Publisher for SEC Filing REVOLVING LINE OF CREDIT AGREEMENT This Revolving Line of Credit Agreement (the “Agreement”) is made and entered into this 15th day of April, 2019 (the “Effective Date”) by and between Los Angeles Community Capital, a California Corporation (the “Lender”), and Community Economic Development Capital LLC., a California limi

July 31, 2020 EX-3

KIMBERLEY PERONDI

nihkamendedandrestatedarticl.htm - Generated by SEC Publisher for SEC Filing BARBARA K. CEGAVSKE Secretary of State KIMBERLEY PERONDI Deputy Secretary for Commercial Recordings OFFICE OF THE SECRETARY OF STATE Commercial Recordings Division 202 N. Carson Street Carson City, NV 89701 Telephone (775) 684-5708 Fax (775) 684-7138 North Las Vegas City Hall 2250 Las Vegas Blvd North, Suite 400 North Las

July 9, 2020 TEXT-EXTRACT

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United States securities and exchange commission logo July 8, 2020 Frank Igwealor Chief Executive Officer Video River Networks, Inc.

July 9, 2020 LETTER

LETTER

United States securities and exchange commission logo July 8, 2020 Frank Igwealor Chief Executive Officer Video River Networks, Inc.

July 6, 2020 10-Q

Quarterly Report -

nihk10q3312020.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission

June 15, 2020 10-K

Annual Report -

nihk10k2019a.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 0-30786

June 10, 2020 EX-21

LIST OF SUBSIDIARIES

listofsubsidiaries.htm - Generated by SEC Publisher for SEC Filing LIST OF SUBSIDIARIES Name of consolidated State or other jurisdiction of incorporation or organization Date of incorporation or formation (date of acquisition, if applicable) Attributable Interest subsidiary or entity Community Economic Capital LLC California 3/22/2019 100 %

June 10, 2020 10-12G

- GENERAL FORM FOR REGISTRATION OF SECURITIES

nihk2020form10a.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 Video River Networks, Inc. (Exact name of registrant as specified in its Charter) Nevada 87-0627349 (State or other jurisdiction of incorpor

June 10, 2020 EX-3

AMENDED AND RESTATED BYLAWS OF ARTICLE II. STOCKHOLDERS ARTICLE III. BOARD OF DIRECTORS ARTICLE IV. COMMITTEES ARTICLE V. OFFICERS ARTICLE VI. CAPITAL STOCK ARTICLE VII. INDEMNIFICATION OF DIRECTORS AND OFFICERS ARTICLE VIII. MISCELLANEOUS

amendedandrestatedbylaws-nih.htm - Generated by SEC Publisher for SEC Filing Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF VIDEO RIVER NETWORKS, INC. ARTICLE I. OFFICES Section 1.01 P rincipal Office. Video River Networks, Inc. (the “Corporation”) will maintain its principal office within or without the State of Nevada as the Board of Directors (the “Board”) may determine from time to time. Section 1

February 7, 2020 EX-99.77B ACCT LTTR

DylanFloyd Accounting & Consulting An Accountancy Corporation

engagementletter-nihk.htm - Generated by SEC Publisher for SEC Filing DylanFloyd Accounting & Consulting An Accountancy Corporation 20909 Judah Lane Newhall CA 91321 Tel No: 818-324-2778 Fax: 818-561-3794 The Audit Committee Video Rivers Network, Inc. (NIHK) c/o Frank Igwealor Chairman and CEO 370 Amapola Ave., Suite 200A Torrance, CA 90501 Tel. 310.895.1839; 424.358.1046 Email: figwealor@goldstei

February 7, 2020 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

nihkform8-kchangeofauditor.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 3, 2020 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada Fi

December 11, 2019 EX-10

VIDEO RIVER NETWORK, INC.

proformafinancialsvideoriver.htm - Generated by SEC Publisher for SEC Filing VIDEO RIVER NETWORK, INC. Unaudited Proforma Statements of Operations June 30, 2019 Video River Networks, Inc. Community Economic Development LLC Eliminations Total REVENUE Total revenue $ - $ - $ - $ - EXPENSES: Rent expense 11,257 11,257 Telephone expense 552 552 Other operating expenses 29,109 29,109 Total operating ex

December 11, 2019 EX-10

CONDITIONAL SIGN-ON BONUS AGREEMENT

exhibit10-signonbonusagreeme.htm - Generated by SEC Publisher for SEC Filing Exhibit 10.64 CONDITIONAL SIGN-ON BONUS AGREEMENT This Conditional Sign-On Bonus Agreement (the “Agreement”) is entered into by and between Video River Networks, Inc. (including its affiliated companies) (“NIHK”) and Frank I Igwealor (“Candidate”) (collectively, the “Parties”). 1. Conditional Sign-On Bonus. NIHK agrees to

December 11, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Unregistered Sales of Equity Securities, Completion of Acquisition or Disposition of Assets, Changes in Control of Registrant, Changes in Control of Registrant, Financial Statements and Exhibits

super8knihk.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 8, 2019 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada File Number: 0-30

December 9, 2019 S-8 POS

NIHK / Video River Networks, Inc. S-8 POS - - POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION NO. 333-235292

nihks-8pos1.htm - Generated by SEC Publisher for SEC Filing Registration No. 333-235292 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registration No. 333-235292 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada (State of incorporation)

December 9, 2019 EX-99.11 OPIN COUNSL

Law Office Of Mary Shea 1701 Broadway, #334 Vancouver, Wa 98663 December 5, 2019

nihk-legalopinion.htm - Generated by SEC Publisher for SEC Filing Law Office Of Mary Shea 1701 Broadway, #334 Vancouver, Wa 98663 541-450-9943 360-326-1821 December 5, 2019 Video River Networks, Inc. 370 Amapola Ave., Suite 200A Torrance, CA 90501 Re: Registration on Form S-8 for Video River Networks, Inc 2019 Incentive Compensation Plan and certain Sign On Bonus Agreement with Frank I Igwealor La

November 27, 2019 EX-99.B BYLAWS

AMENDED AND RESTATED BYLAWS VIDEO RIVER NETWORKS, INC. ARTICLE I. OFFICES

ex3-nihkbylaw.htm - Generated by SEC Publisher for SEC Filing Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF VIDEO RIVER NETWORKS, INC. ARTICLE I. OFFICES Section 1.01 Principal Office. Video River Networks, Inc. (the “Corporation”) will maintain its principal office within or without the State of Nevada as the Board of Directors (the “Board”) may determine from time to time. Section 1.02 Registered O

November 27, 2019 EX-4

VIDEO RIVER NETWORKS, INC RESTRICTED STOCK AGREEMENT

formofrestrictedstockawardag.htm - Generated by SEC Publisher for SEC Filing Exhibit 4.4 VIDEO RIVER NETWORKS, INC RESTRICTED STOCK AGREEMENT FOR 1. Award of Restricted Stock. The Committee hereby grants, as of (the “Date of Grant”), to , restricted shares of the Company’s Common Stock, par value $ per share (collectively the “Restricted Stock”). The Restricted Stock shall be subject to the terms,

November 27, 2019 EX-99.2 BYLAWS

INSIDER TRADING POLICY

insidertradingpolicy-nihk.htm - Generated by SEC Publisher for SEC Filing INSIDER TRADING POLICY Exhibit A INSIDER TRADING POLICY Background Each employee or shareholder of Video River Networks, Inc. (OTC: “NIHK”) and its subsidiaries is admonished to open a brokerage account through which (s)he would buy and sell shares of our stocks. We require our employees to own at least one ($1) thousand dol

November 27, 2019 S-8

NIHK / Video River Networks, Inc. S-8 - -

nihks-8.htm - Generated by SEC Publisher for SEC Filing Registration No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada (State of incorporation) 370 Amapola Ave., Suite 200A, Torrance, CA 90501 (310) 895-1839 (Address of

November 27, 2019 EX-4

INCENTIVE COMPENSATION PLAN Video River Networks, Inc. 2019 INCENTIVE COMPENSATION PLAN

nihk2019incentivecompensatio.htm - Generated by SEC Publisher for SEC Filing Exhibit 4.1 INCENTIVE COMPENSATION PLAN Video River Networks, Inc. 2019 INCENTIVE COMPENSATION PLAN 1. Purpose. The purpose of this Video River Networks, Inc. 2019 INCENTIVE COMPENSATION PLAN (the “Plan”) is to assist Video River Networks, Inc., a Nevada corporation (the “Company”) and its Related Entities (as hereinafter

November 26, 2019 10-K/A

NIHK / Video River Networks, Inc. 10-K/A - Annual Report - ANNUAL REPORT

nihk10k2018.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 0-3078

November 22, 2019 10-K

NIHK / Video River Networks, Inc. 10-K - Annual Report -

nihk10k2018.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 0-30786

November 1, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Unregistered Sales of Equity Securities, Changes in Control of Registrant

form8kchangenihk.htm - Generated by SEC Publisher for SEC Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2019 Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada File Number:

October 22, 2019 EX-99.1

International Venture Society, LLC Appointed Custodian of Video River Networks, Inc.

EXHIBIT 99.1 International Venture Society, LLC Appointed Custodian of Video River Networks, Inc. NEVADA – October 21, 2019 – Video River Networks, Inc., previously known as Nighthawk Systems Inc., a Nevada corporation (OTC: NIHK), (the “Company”) announces that the Clark County, Nevada District Court has appointed a Custodian to take over management of the affairs of the Company. On September 10,

October 22, 2019 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 21, 2019 Date of Report (Date of earliest event reported) Video River Networks, Inc. (Exact name of registrant as specified in its charter) Nevada 0-30786 87-0627349 (State or other jurisdiction of incorporation or organizati

August 14, 2009 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

15-12G 1 night1512g.htm CERTIFICATION AND NOTICE OF TERMINATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 0-30786 Nigh

May 20, 2009 10-Q

Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? FORM 10-Q ??????? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2009 Or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to ??????? NIGHTHAWK SYSTEMS, INC. (Exact

May 18, 2009 NT 10-Q

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 0-30786 NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): Form 10-K Form 20-F Form 11-K ? Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: March 31, 2009 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transit

April 16, 2009 10-K

Annual Report - ANNUAL REPORT OF 12/31/2008

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ?ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2008 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to NIGHTHAWK SYSTEMS, INC. (Exact name of registrant as specified in its chart

March 31, 2009 NT 10-K

- LATE FILING FORM FOR FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 0-30786 NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): ? Form 10-K Form 20-F Form 11-K Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: December 31, 2008 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Tran

November 20, 2008 10-Q/A

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? FORM 10-Q/A ??????? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2008 Or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to ??????? NIGHTHAWK SYSTEMS, INC.

November 19, 2008 10-Q

Quarterly Report -

Nighthawk 10 QSB UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— ü QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2008 Or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to ——————— NIGHTHAWK

November 14, 2008 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

NT 10-Q 1 nighthawkform12b25.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 0-30786 NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): Form 10-K Form 20-F Form 11-K ü Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: September 30, 2008 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K T

August 14, 2008 LETTER

-

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August 14, 2008 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ??????? FORM 10-Q ??????? X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2008 Or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to ??????? NIGHTHAWK SYSTEMS, INC. (Exact

August 14, 2008 LETTER

-

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August 8, 2008 CORRESP

NIGHTHAWK SYSTEMS, INC. EXECUTIVE OFFICES 10715 Gulfdale, Ste. 200 San Antonio, Texas 78216 Phone: (210) 341-4811 Fax: (210) 341-2011

CORRESP 1 filename1.htm August 8, 2008 Larry Spirgel Assistant Director United States Securities and Exchange Commission Washington D.C. 20549 Re: U.S. Securities and Exchange Commission (the “Commission”) response letter dated July 25, 2008, File No. 0-30786 Dear Mr. Spirgel, As required by your letter dated July 25, 2008, the Company acknowledges the following: 1) The Company understands that un

July 2, 2008 LETTER

-

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June 27, 2008 CORRESP

-

June 27, 2008 Larry Spirgel Senior Staff Accountant United States Securities and Exchange Commission Washington D.

June 20, 2008 CORRESP

NIGHTHAWK SYSTEMS EXECUTIVE OFFICES 10715 GULFDALE, STE. 200 SAN ANTONIO, TEXAS 78216 Telephone 210 341 4811 fax 210 341 2011

CORRESP 1 filename1.htm June 20, 2008 Melissa Hauber Senior Staff Accountant United States Securities and Exchange Commission Re: U.S. Securities and Exchange Commission (the “Commission”) inquiry letter dated June 5, 2008 File No. 0-30786 Dear Melissa, We have received your letter dated June 5, 2008 regarding your review of our Form 10-KSB for our Fiscal Year Ended December 31, 2007 and our Form

May 15, 2008 10-Q

Quarterly Report - PERIOD ENDED MARCH 31, 2008

Nighthawk 10 QSB UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2008 Or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to ——————— NIGHTHAWK SYS

April 15, 2008 10KSB

- PERIOD ENDED DECEMBER 31, 2007

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2007 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 0-30786 NIGHTHAWK SYSTEMS, INC. (Exact name of regis

April 1, 2008 NT 10-K

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER NOTIFICATION OF LATE FILING CUSIP NUMBER (Check one): X Form 10-K Form 20-F Form 11-K Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: December 31, 2007 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition R

February 6, 2008 SC 13G/A

Passive Investment -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Nighthawk Systems, Inc. - - (Name of Issuer) Common Stock - - (Title of Class of Securities) 65410X104 - (CUSIP Number) February 4, 2008 - - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

November 14, 2007 10QSB

- PERIOD ENDED SEPTEMBER 30, 2007

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) ? QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2007 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to NIGHTHAWK SYSTEMS, INC. (Exact name of registrant as specifie

October 12, 2007 EX-10

Certificate of Designations, Preferences and Rights of Series B Preferred Stock

CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES B PREFERRED STOCK, $0.

October 12, 2007 EX-10

Subscription Agreement, dated October 9, 2007 by and between Nighthawk Systems, Inc. and Dutchess Private Equities Fund, Ltd

EX-10 3 ex102.htm EXHIBIT 10.2 SERIES B CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT THIS SERIES B CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of October 9th, 2007, by and among Nighthawk Systems, Inc., a Nevada corporation, and its subsidiaries, and its subsidiaries (collectively, the “Company”), and the investors listed on Schedule 1 attached h

October 12, 2007 EX-10

Warrant, issued by Nighthawk Systems, Inc. to Dutchess Private Equities Fund, Ltd., dated October 9, 2007

WARRANT THESE SECURITIES AND THE SECURITIES ISSUABLE UPON THEIR EXERCISE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND MAY NOT BE TRANSFERRED UNLESS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, A "NO-ACTION" LETTER FROM THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (THE ?COMMISSION? OR THE ?SEC?) WITH RESPECT TO SUCH TRANSFER, A TRANSFER MEETING THE REQUIREMENTS OF RULE 144 OF THE COMMISSION, OR AN OPINION OF COUNSEL SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY SUCH TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

October 12, 2007 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 12, 2007 (October 9, 2007) NIGHTHAWK SYSTEMS, INC. (Exact name of registrant as specified in charter) Nevada 0-30786 87-0627349 (State or other jurisdiction of incorporation)

October 12, 2007 EX-10

Security Agreement, dated October 9, 2007 by and between Nighthawk Systems, Inc. and Dutchess Private Equities Fund, Ltd

Exhibit 10.4 SECURITY AGREEMENT THIS SECURITY AGREEMENT (this ?Agreement?) is made as of the 9th day of October, 2007, by NIGHTHAWK SYSTEMS, INC., a Nevada corporation, having a mailing address at 10715 Gulfdale, Suite. 200, San Antonio, Texas 78216, (the ?Company?), (together with all subsidiaries and divisions, individually and collectively, the ?Debtors?), for the benefit and security of DUTCHE

October 12, 2007 EX-10

Asset Purchase Agreement dated October 10, 2007 by and between Nighthawk Systems, Inc. and Eagle Broadband, Inc

Exhibit 10.1 ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT (?Agreement?) is made as of October 11, 2007 (the ?Effective Date?), by and among Eagle Broadband, Inc., a Texas corporation (?Seller?), and Nighthawk Systems, Inc., a Nevada corporation (?Buyer?). BACKGROUND WHEREAS, subject to the terms and conditions set forth herein, Buyer desires to acquire from Seller, and Seller desires to

August 14, 2007 10QSB

- PERIOD ENDED JUNE 30, 2007

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2007 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to NIGHTHAWK SYSTEMS, INC. (Exact name of registrant as specified

May 16, 2007 10QSB

- 10-QSB PERIOD ENDED MARCH 31 2007

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2007 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-30786 NIGHTHAWK SYSTEMS, INC. (Exac

May 16, 2007 NT 10-Q

- LATE NOTIFICATION NT10 Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): Form 10-K Form 20-F Form 11-K X Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: March 31, 2007 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition Report on Form N-SAR For the Tran

April 18, 2007 10KSB

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2006 COMMISSION FILE NO. 0-30786 NIGHTHAWK SYSTEMS, INC. (Exact name of registrant as specified in its charter) NEVADA 87-0627349 (State or other jurisdiction of incorporation or organization)

April 2, 2007 SC 13G

Passive Investment -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Nighthawk Systems, Inc. - - (Name of Issuer) Common Stock - - (Title of Class of Securities) 65410X104 - (CUSIP Number) February 15, 2007 - - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

April 2, 2007 NT 10-K

- NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): X Form 10-K Form 20-F Form 11-K Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: December 31, 2006 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition Report on Form N-SAR For the T

January 29, 2007 8-K

Current Report

8-K 1 nihk8k129.txt 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2007 - NIGHTHAWK SYSTEMS, INC. - (Exact name of Registrant as specified in its charter) Nevada 0-30786 87-0627349 - - - (State or Other Jurisdict

November 14, 2006 10QSB

- 10-QSB

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2006 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-30786 NIGHTHAWK SYSTEMS, INC -

August 14, 2006 10QSB

- 10-QSB

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2006 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-30786 NIGHTHAWK SYSTEMS, INC - (Exac

May 25, 2006 424B5

424B5

FILED PURSUANT TO RULE 424(B)(5) FILE NO. 333-120179 PROSPECTUS NIGHTHAWK SYSTEMS, INC. OFFERING UP TO 52,864,500 COMMON SHARES This prospectus relates to the resale of up to 2,614,500 shares of our common stock pursuant to a Special Warrant sale to individual accredited investors, the resale of up to 48,250,000 shares of our common stock by Dutchess Private Equities Fund, II, LP pursuant to a Deb

May 22, 2006 10QSB

- 10-QSB

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2006 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-30786 NIGHTHAWK SYSTEMS, INC - (Exa

May 15, 2006 NT 10-Q

- NT-10Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12B-25 Commission File Number 000-30786 NOTIFICATION OF LATE FILING [ ] Form 10-K [ ] Form 11-K [ ] Form 20-F [x] Form 10-Q [ ] Form N-SAR For Period Ended: March 31, 2006 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR For the Transition Perio

April 17, 2006 10KSB

- 10-KSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2005 COMMISSION FILE NO. 0-30786 NIGHTHAWK SYSTEMS, INC. - (Exact name of registrant as specified in its charter) NEVADA 87-0627349 - - (State or other jurisdiction (IRS Employer Identificatio

April 3, 2006 NT 10-K

- NT-10K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12B-25 Commission File Number 000-30786 NOTIFICATION OF LATE FILING [X] Form 10-K [ ] Form 11-K [ ] Form 20-F [ ] Form 10-Q [ ] Form N-SAR For Period Ended: December 31, 2005 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR For the Transition Pe

November 21, 2005 10QSB

-

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2005 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-30786 NIGHTHAWK SYSTEMS, INC -

November 14, 2005 NT 10-Q

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 OMB APPROVAL OMB Number: 3235-0058 Expires: March 31, 2006 Estimated average burden Hours per response2.50 SEC FILE NUMBER 000-30786 CUSIP NUMBER 65410X-10-4 FORM 12B-25 NOTIFICATION OF LATE FILING (Check One:) [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: 9-30-05 - Transition Report

September 23, 2005 424B5

424B5

424B5 1 doc1.txt FILED PURSUANT TO RULE 424(b)(5) FILE NO. 333-120179 PROSPECTUS NIGHTHAWK SYSTEMS, INC. OFFERING UP TO 52,864,500 COMMON SHARES This prospectus relates to the resale of up to 2,614,500 shares of our common stock pursuant to a Special Warrant sale to individual accredited investors, the resale of up to 48,250,000 shares of our common stock by Dutchess Private Equities Fund, II, LP

August 22, 2005 10QSB

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U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2005 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-30786 NIGHTHAWK SYSTEMS, INC - (Exac

August 15, 2005 NT 10-Q

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 OMB APPROVAL OMB Number: 3235-0058 Expires: March 31, 2006 Estimated average burden Hours per response2.50 SEC FILE NUMBER 000-30786 CUSIP NUMBER 65410X-10-4 FORM 12B-25 NOTIFICATION OF LATE FILING (Check One:) [ ]Form 10-K [ ]Form 20-F [ ]Form 11-K [ X ]Form 10-Q [ ]Form N-SAR For Period Ended: 6-30-05 - Transition Report on

May 20, 2005 10QSB

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U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2005 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0-30786 NIGHTHAWK SYSTEMS, INC - (Exa

May 16, 2005 NT 10-Q

NT 10-Q

NT 10-Q 1 doc1.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 OMB APPROVAL OMB Number: 3235-0058 Expires: March 31, 2006 Estimated average burden Hours per response 2.50 SEC FILE NUMBER 000-30786 CUSIP NUMBER 65410X-10-4 FORM 12b-25 NOTIFICATION OF LATE FILING - (CHECK ONE): [ ]Form 10-K [ ]Form 20-F [ ]Form 11-K [ X ]Form 10-Q [ ]Form N-SAR [ ]Form N-CSR For the perio

April 18, 2005 EX-10.12

EX-10.12

Exhibit 10.12 SECURITY AGREEMENT THIS SECURITY AGREEMENT, dated as of the 14th day of April 2004, by and between NIGHTHAWK SYSTEMS, INC., a Nevada corporation, located at 8200 East Pacific Place, Suite 204, Denver, CO 80231, ("Debtor"), and INFRASTRUCTURE ESPACIAL, S.A. D.C.V., whose mailing address is P.O. Box 2498, McAllen, Texas 78502, ("Secured Party"). 1. Security Interest. Subject to the ter

April 18, 2005 EX-10.9

EX-10.9

Exhibit 10.9 RENEWAL, EXTENSION AND MODIFICATION AGREEMENT THE STATE OF TEXAS COUNTY OF BEXAR THIS RENEWAL, EXTENSION AND MODIFICATION AGREEMENT ("Agreement") is entered into this 14th day April 2004, to be effective December 1, 2003, by and between INFRAESTRUCTURA ESPACIAL, S.A. de C.V ("Lender"), and NIGHTHAWK SYSTEMS, INC., ("Borrower"). Borrower has requested that Lender modify certain provisi

April 18, 2005 EX-10.15

EX-10.15

Exhibit 10.15 SETTLEMENT AGREEMENT AND RELEASE - The parties to this Settlement Agreement and Release (Settlement Agreement) are Charles McCarthy ("McCarthy") and Nighthawk Systems, Inc. ("Nighthawk"). RECITALS - WHEREAS, McCarthy commenced an action against Nighthawk in the Second Judicial District Court of the State of Nevada entitled Charles R. McCarthy, - Plaintiff, v. Nighthawk Systems, Inc.,

April 18, 2005 EX-10.14

EX-10.14

EXHIBIT 10.14 SECOND AMENDMENT TO THE SEPARATION AGREEMENT AND AGREEMENT TO TRANSFER SHARES This SECOND AMENDMENT TO THE SEPARATION AGREEMENT AND AGREEMENT TO TRANSFER SHARES (the "Agreement"), is entered into this day of October, 2004, by and between Steven Jacobson, an individual residing in Denver, Colorado ("Jacobson") and Nighthawk Systems, Inc., a Nevada corporation ("Nighthawk" or the "Comp

April 18, 2005 EX-10.13

EX-10.13

Exhibit 10.13 SECURITY AGREEMENT THIS SECURITY AGREEMENT, dated as of the 14th day of April 2004, by and between NIGHTHAWK SYSTEMS, INC., a Nevada corporation, located at 8200 East Pacific Place, Suite 204, Denver, CO 80231, ("Debtor"), and STAR MARKETING SERVICE, INC., a Texas corporation whose mailing address is P.O. Box 2498, McAllen, Texas 78502, ("Secured Party"). 1. Security Interest. Subjec

April 18, 2005 EX-3.1

EX-3.1

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED ARTICLES OF INCORPORATION OF NIGHTHAWK SYSTEMS, INC. Pursuant to the applicable provisions of the Nevada Business Corporations Act, Nighthawk Systems, Inc. (the "Corporation") adopts the following Certificate of Amendment to its Amended and Restated Articles of Incorporation by stating the following: FIRST: The present name of the Corpor

April 18, 2005 10KSB/A

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB/A (Amendment No. 1) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2004 COMMISSION FILE NO. 0-30786 NIGHTHAWK SYSTEMS, INC. - (Exact name of registrant as specified in its charter) NEVADA 87-0627349 - - (State or other jurisdiction of (IRS

April 18, 2005 EX-10.8

EX-10.8

Exhibit 10.8 RENEWAL, EXTENSION AND MODIFICATION AGREEMENT THE STATE OF TEXAS COUNTY OF BEXAR THIS RENEWAL, EXTENSION AND MODIFICATION AGREEMENT ("Agreement") is entered into this 14th day April 2004, to be effective October 31, 2003, by and between BEST INTEL, INC., a Texas corporation ("Lender"), and NIGHTHAWK SYSTEMS, INC., ("Borrower"). Borrower has requested that Lender modify certain provisi

April 18, 2005 EX-10.11

EX-10.11

Exhibit 10.11 SECURITY AGREEMENT THIS SECURITY AGREEMENT, dated as of the 14th day of April 2004, by and between NIGHTHAWK SYSTEMS, INC., a Nevada corporation, located at 8200 East Pacific Place, Suite 204, Denver, CO 80231, ("Debtor"), and BEST INTEL, INC., a Texas Corporation, whose mailing address is P.O. Box 2498, McAllen, Texas 78502, ("Secured Party"). 1. Security Interest. Subject to the te

April 18, 2005 EX-10.10

EX-10.10

Exhibit 10.10 RENEWAL, EXTENSION AND MODIFICATION AGREEMENT THE STATE OF TEXAS COUNTY OF BEXAR THIS RENEWAL, EXTENSION AND MODIFICATION AGREEMENT ("Agreement") is entered into this 14th day April 2004, to be effective October 31, 2003, by and between STAR MARKETING SERVICE, INC., a Texas corporation ("Lender"), and NIGHTHAWK SYSTEMS, INC., ("Borrower"). Borrower has requested that Lender modify ce

April 15, 2005 EX-3.1

EX-3.1

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED ARTICLES OF INCORPORATION OF NIGHTHAWK SYSTEMS, INC. Pursuant to the applicable provisions of the Nevada Business Corporations Act, Nighthawk Systems, Inc. (the "Corporation") adopts the following Certificate of Amendment to its Amended and Restated Articles of Incorporation by stating the following: FIRST: The present name of the Corpor

April 15, 2005 EX-10.8

EX-10.8

Exhibit 10.8 RENEWAL, EXTENSION AND MODIFICATION AGREEMENT THE STATE OF TEXAS COUNTY OF BEXAR THIS RENEWAL, EXTENSION AND MODIFICATION AGREEMENT ("Agreement") is entered into this 14th day April 2004, to be effective October 31, 2003, by and between BEST INTEL, INC., a Texas corporation ("Lender"), and NIGHTHAWK SYSTEMS, INC., ("Borrower"). Borrower has requested that Lender modify certain provisi

April 15, 2005 10KSB

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2004 COMMISSION FILE NO. 0-30786 NIGHTHAWK SYSTEMS, INC. - (Exact name of registrant as specified in its charter) NEVADA 87-0627349 - - (State or other jurisdiction of (IRS Employer Identifica

April 15, 2005 EX-10.13

EX-10.13

Exhibit 10.13 SECURITY AGREEMENT THIS SECURITY AGREEMENT, dated as of the 14th day of April 2004, by and between NIGHTHAWK SYSTEMS, INC., a Nevada corporation, located at 8200 East Pacific Place, Suite 204, Denver, CO 80231, ("Debtor"), and STAR MARKETING SERVICE, INC., a Texas corporation whose mailing address is P.O. Box 2498, McAllen, Texas 78502, ("Secured Party"). 1. Security Interest. Subjec

April 15, 2005 EX-10.15

EX-10.15

Exhibit 10.15 SETTLEMENT AGREEMENT AND RELEASE - The parties to this Settlement Agreement and Release (Settlement Agreement) are Charles McCarthy ("McCarthy") and Nighthawk Systems, Inc. ("Nighthawk"). RECITALS - WHEREAS, McCarthy commenced an action against Nighthawk in the Second Judicial District Court of the State of Nevada entitled Charles R. McCarthy, - Plaintiff, v. Nighthawk Systems, Inc.,

April 15, 2005 EX-10.9

EX-10.9

Exhibit 10.9 RENEWAL, EXTENSION AND MODIFICATION AGREEMENT THE STATE OF TEXAS COUNTY OF BEXAR THIS RENEWAL, EXTENSION AND MODIFICATION AGREEMENT ("Agreement") is entered into this 14th day April 2004, to be effective December 1, 2003, by and between INFRAESTRUCTURA ESPACIAL, S.A. de C.V ("Lender"), and NIGHTHAWK SYSTEMS, INC., ("Borrower"). Borrower has requested that Lender modify certain provisi

April 15, 2005 EX-10.12

EX-10.12

Exhibit 10.12 SECURITY AGREEMENT THIS SECURITY AGREEMENT, dated as of the 14th day of April 2004, by and between NIGHTHAWK SYSTEMS, INC., a Nevada corporation, located at 8200 East Pacific Place, Suite 204, Denver, CO 80231, ("Debtor"), and INFRASTRUCTURE ESPACIAL, S.A. D.C.V., whose mailing address is P.O. Box 2498, McAllen, Texas 78502, ("Secured Party"). 1. Security Interest. Subject to the ter

April 15, 2005 EX-10.11

EX-10.11

Exhibit 10.11 SECURITY AGREEMENT THIS SECURITY AGREEMENT, dated as of the 14th day of April 2004, by and between NIGHTHAWK SYSTEMS, INC., a Nevada corporation, located at 8200 East Pacific Place, Suite 204, Denver, CO 80231, ("Debtor"), and BEST INTEL, INC., a Texas Corporation, whose mailing address is P.O. Box 2498, McAllen, Texas 78502, ("Secured Party"). 1. Security Interest. Subject to the te

April 15, 2005 EX-10.14

EX-10.14

EXHIBIT 10.14 SECOND AMENDMENT TO THE SEPARATION AGREEMENT AND AGREEMENT TO TRANSFER SHARES This SECOND AMENDMENT TO THE SEPARATION AGREEMENT AND AGREEMENT TO TRANSFER SHARES (the "Agreement"), is entered into this day of October, 2004, by and between Steven Jacobson, an individual residing in Denver, Colorado ("Jacobson") and Nighthawk Systems, Inc., a Nevada corporation ("Nighthawk" or the "Comp

April 15, 2005 EX-10.10

EX-10.10

Exhibit 10.10 RENEWAL, EXTENSION AND MODIFICATION AGREEMENT THE STATE OF TEXAS COUNTY OF BEXAR THIS RENEWAL, EXTENSION AND MODIFICATION AGREEMENT ("Agreement") is entered into this 14th day April 2004, to be effective October 31, 2003, by and between STAR MARKETING SERVICE, INC., a Texas corporation ("Lender"), and NIGHTHAWK SYSTEMS, INC., ("Borrower"). Borrower has requested that Lender modify ce

March 31, 2005 NT 10-K

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 OMB APPROVAL OMB Number: 3235-0058 Expires: March 31, 2006 Estimated average burden Hours per response 2.50 FORM 12B-25 SEC FILE NUMBER 000-30786 NOTIFICATION OF LATE FILING CUSIP NUMBER 65410X-10-4 (Check One:) [X]Form 10-K [ ]Form 20-F [ ]Form 11-K [ ]Form 10-Q [ ]Form N-SAR For Period Ended: 12-31-04 - [ ] Transition Report

January 28, 2005 DEF 14A

DEF 14A

NIGHTHAWK SYSTEMS, INC. 10715 GULFDALE, SUITE 200 SAN ANTONIO, TX 78258 (303) 337-4811 NOTICE OF SPECIAL MEETING OF STOCKHOLDERS TO BE HELD JANUARY 6, 2005 To Our Stockholders: A Special Meeting of Stockholders (the "Special Meeting") of Nighthawk Systems, Inc. (the "Company") will be held at 10715 Gulfdale, Suite 200, San Antonio, Texas 78258 on January 6, 2005 at 10:00 a.m., local time, to consi

January 5, 2005 SC 13D

Activist Investment -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* NIGHTHAWK SYSTEMS, INC. - (Name of Issuer) COMMON STOCK - (Title of Class of Securities) 65410x-104 - (CUSIP Number) Tomas Revesz; Infrastructura Espacial S.A. de C.V.; Best Intel Inc.; and - Star Marketing Service, Inc. - Tomas Revesz, 1306 Shasta, McAll

December 3, 2004 PRE 14A

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [ x] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ x] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive

December 3, 2004 424B3

424B3

FILED PURSUANT TO RULE 424(b)(3) FILE NO. 333-120179 PROSPECTUS NIGHTHAWK SYSTEMS, INC. OFFERING UP TO 52,864,500 COMMON SHARES This prospectus relates to the resale of up to 2,614,500 shares of our common stock pursuant to a Special Warrant sale to individual accredited investors, the resale of up to 48,250,000 shares of our common stock by Dutchess Private Equities Fund, II, LP pursuant to a Deb

November 22, 2004 10QSB

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (MARK ONE) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 For the quarterly period ended September 30, 2004 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 Commission File Number 0-30786 NIGHTHAWK SYSTEMS, INC. - (Exact name of registrant

November 18, 2004 SB-2/A

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SB-2/A 1 doc1.txt FILE NO. 333-120179 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment 1 To the FORM SB-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NIGHTHAWK SYSTEMS, INC. (Name of small business issuer in its charter) NEVADA 4899 87-0627349 - - - (State or jurisdiction (Primary Standard (I.R.S. Employer of incorporation or Industrial Classification I

November 18, 2004 EX-3.1

EX-3.1

Exhibit 3.1 AMENDED AND RESTATED ARTICLES OF INCORPORATION OF NIGHTHAWK SYSTEMS, INC ARTICLE I Name. The name of the corporation (hereinafter called "Corporation") is Nighthawk Systems, Inc. ARTICLE II Period of Duration. The period of duration of the Corporation is perpetual. ARTICLE III Purposes and Powers. The purpose for which this Corporation is organized is to engage in the business of inves

November 15, 2004 NT 10-Q

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-30786 SEC FILE NUMBER 000-30786 (CHECK ONE): [ ]Form 10-K [ ]Form 20-F [ ]Form 11-K [X]Form 10-Q [ ]Form N-SAR For Period Ended: September 30, 2004 For the period ended: September 30, 2004 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Trans

November 3, 2004 EX-10.14

EX-10.14

EXHIBIT 10.14 NIGHTHAWK SYSTEMS, INC. PLACEMENT AGENT AGREEMENT Dated as of: August 10, 2003. The undersigned, Nighthawk Systems, Inc., a Nevada corporation (the "COMPANY"), hereby agrees with U.S. Euro Securities, Inc. (the "PLACEMENT AGENT") and Dutchess Private Equities Fund, II, L.P., a Delaware Limited Partnership (the "INVESTOR") as follows: 1. OFFERING. The Company hereby engages the Placem

November 3, 2004 EX-10.12

EX-10.12

Exhibit 10.12 LOAN AGREEMENT This Loan Agreement, dated this 24th day of November, 2003, is between NightHawk Systems, Inc., a Nevada Corporation, with its address at 8200 East Pacific Place, Denver Colorado, (the "Borrower") and H. Douglas Saathoff of 25106 Callaway, San Antonio, Texas 78258 (the "Lender"). In consideration of the premises, representations and warranties contained herein, and for

November 3, 2004 EX-21.1

EX-21.1

Exhibit 21.1 As of October 30, 2004, we had one wholly-owned subsidiary, Peregrine Control Technologies, Inc.

November 3, 2004 EX-10.10

EX-10.10

Exhibit 10.10 PROMISSORY NOTE This Promissory Note is made this 27th day of July, 2001 between Peregrine Control Technologies, Inc., (the Company) and Myron Anduri it's Executive Vice President. Whereas Mr. Anduri has incurred direct personal costs to the benefit of the Company and the Company has not been in a financial position to repay these costs in a timely manner, both parties agree to the f

November 3, 2004 SB-2

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FILE NO. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SB-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NIGHTHAWK SYSTEMS, INC. (Name of small business issuer in its charter) NEVADA 4899 87-0627349 - - - (State or jurisdiction (Primary Standard (I.R.S. Employer of incorporation or Industrial Classification Identification No.) organization) Code Number) 10

November 3, 2004 EX-10.11

EX-10.11

EXHIBIT 10.11 LOAN AGREEMENT This Loan Agreement, dated this 31st day of December, 2003, is between NightHawk Systems, Inc., a Nevada Corporation, with its address at 8200 East Pacific Place, Denver Colorado, (the "Borrower") and H. Douglas Saathoff of 25106 Callaway, San Antonio, Texas 78258 (the "Lender"). In consideration of the premises, representations and warranties contained herein, and for

November 3, 2004 EX-10.13

EX-10.13

PRIVILEGED AND CONFIDENTIAL ORBCOMM LLC DCN# USVAR03-009 ORBCOMM LLC U.S. VALUE ADDED RESELLER AGREEMENT This U.S. Value Added Reseller Agreement ("Agreement") is entered into this 1st day of August 2003, by and between ORBCOMM LLC, a Delaware limited liability company ("ORBCOMM"), with its offices located at 21700 Atlantic Boulevard, Dulles, Virginia 20166, and NIGHTHAWK SYSTEMS, INC., a Nevada c

October 12, 2004 10QSB/A

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB/A (MARK ONE) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 For the quarterly period ended March 31, 2004 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 Commission File Number 0-30786 NIGHTHAWK SYSTEMS, INC. (Exact name of registrant as specifie

October 12, 2004 10QSB/A

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB/A (MARK ONE) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 For the quarterly period ended June 30, 2004 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 Commission File Number 0-30786 NIGHTHAWK SYSTEMS, INC. - (Exact name of registrant as

October 12, 2004 10QSB/A

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10QSB 1 nighthawk10q.htm NIGHTHAWK 10Q SB UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB/A (MARK ONE) X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) Of The Securities Exchange Act of 1934 For the quarterly period ended September 30, 2003 TRANSITION REPORT UNDER SECTION 13 OR 15(d) Of The Securities Exchange Act of 1934 Commission File Number 0-30786 NIGHTHAWK SYS

September 28, 2004 SC 13D

Activist Investment - SCHEDULE 13D

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Rule 13d-101 Under the Securities Exchange Act of 1934 (Amendment No. )* NightHawk Systems, Inc. - - (Name of Issuer) Common - - (Title of Class of Securities) 65410x-10-4 - - (CUSIP Number) Adam Agron Brownstein Hyatt & Farber, P.C. 410 17th Street, 22nd Floor Denver, CO 80202 (303) 223-1397 - - (Name, Address and Telephone Nu

September 28, 2004 EX-99.1

EX-99.1

September 8, 2003 SEPARATION AGREEMENT THIS AGREEMENT is entered into this 8th day of September, 2003, by and between Steven H.

September 28, 2004 EX-99.3

EX-99.3

SETTLEMENT AND RELEASE AGREEMENT FOR HERBERT AND SHARON JACOBSON AND AMENDMENT TO SEPARATION AGREEMENT FOR STEVEN JACOBSON THIS SETTLEMENT AND RELEASE AGREEMENT is entered into this 19th day of December, 2003, by and between Herbert and Sharon Jacobson (collectively "the Jacobsons", or individually "Herb Jacobson" or "Sharon Jacobson"), husband and wife, both of whom are residents of the State of Colorado, and Nighthawk Systems, Inc.

September 3, 2004 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported) August 10, 2004 Nighthawk Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 0-30786 87-0627349 (State or other (Commission File Number) (I.R.S. employer jurisdiction of iden

September 3, 2004 EX-10.4

EX-10.4

REGISTRATION RIGHTS AGREEMENT Registration Rights Agreement (the "Agreement"), dated as of August 10, 2004, by and between Nighthawk Systems, Inc.

September 3, 2004 EX-10.3

EX-10.3

1 SCHEDULE A TO THE DEBENTURE THESE SECURITIES AND THE SECURITIES ISSUABLE UPON THEIR EXERCISE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE TRANSFERRED UNLESS COVERED BY AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT, A "NO ACTION" LETTER FROM THE SECURITIES AND EXCHANGE COMMISSION WITH RESPECT TO SUCH TRANSFER, A TRANSFER MEETING THE REQUIREMENTS OF RULE 144 OF THE SECURITIES AND EXCHANGE COMMISSION, OR AN OPINION OF COUNSEL SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY SUCH TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

September 3, 2004 EX-10.2

EX-10.2

12 NIHK.SUB Nighthawk Systems, Inc. This offering consists of up to $250,000 of the Company's Three Year Convertible Debentures convertible into the Company's Common Stock. SUBSCRIPTION AGREEMENT SUBSCRIPTION PROCEDURES Convertible Debentures of Nighthawk, Systems, Inc. (the "Company") are being offered (the "Debentures"). This offering is being made in accordance with the exemptions from registra

September 3, 2004 EX-10.1

EX-10.1

DEBENTURE THE SECURITIES OFFERED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND ARE BEING OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF SUCH LAWS.

September 3, 2004 EX-10.5

EX-10.5

INVESTMENT AGREEMENT INVESTMENT AGREEMENT (this "AGREEMENT"), dated as of August 10, 2004, by and between Nighthawk Systems, Inc.

September 3, 2004 EX-10.6

EX-10.6

REGISTRATION RIGHTS AGREEMENT Registration Rights Agreement (the "Agreement"), dated as of August 10, 2004, by and between Nighthawk Systems, Inc.

August 23, 2004 10QSB

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (MARK ONE) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 For the quarterly period ended June 30, 2004 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 Commission File Number 0-30786 NIGHTHAWK SYSTEMS, INC. - (Exact name of registrant as s

August 16, 2004 NT 10-Q

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12B-25 NOTIFICATION OF LATE FILING - (CHECK ONE): [ ]Form 10-K [ ]Form 20-F [ ]Form 11-K [X]Form 10-Q [ ]Form N-SAR For the period ended: June 30, 2004 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form N

May 24, 2004 10QSB

- NIGHTHAWK 10QSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (MARK ONE) x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 For the quarterly period ended March 31, 2004 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 Commission File Number 0-30786 NIGHTHAWK SYSTEMS, INC. (Exact name of registrant as specif

May 18, 2004 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

NT 10-Q 1 nighthawk12b25.htm NIGHTHAWK SYSTEMS 12B-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0058 Expires: January 31, 2005 Estimated average burden Hours per response........2.50 SEC FILE NUMBER 000-30786 CUSIP NUMBER 65410X-10-4 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One:) oForm 10-K oForm 20-F oForm 11-K x Form 10-Q o Form N

April 13, 2004 10KSB

- NIGHTHAWK SYSTEMS 10-KSB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2003 Commission File No. 0-30786 NIGHTHAWK SYSTEMS, INC. (Exact name of registrant as specified in its charter) Nevada 87-0627349 (State or other jurisdiction of incorporation or organization)

March 30, 2004 NT 10-K

- NIGHTHAWK SYSTEMS 12B-25

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0058 Expires: January 31, 2005 Estimated average burden Hours per response........2.50 SEC FILE NUMBER 000-30786 CUSIP NUMBER 65410X-10-4 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One:) xForm 10-K oForm 20-F oForm 11-K oForm 10-Q o Form N-SAR For Period Ended:12-31-03 o Transition Report on F

March 5, 2004 S-8

- NIGHTHAWK SYSTEMS S-8

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Nighthawk Systems, Inc. (Exact Name of Registrant as Specified in its Charter) NEVADA 87-0627349 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification Number) 8200 E. Pacific Place, Ste. 204 Denver, CO 80231 (303) 337-4811

February 18, 2004 DEF 14A

- NIGHTHAWK PROXY

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 Filed by the Registrant x o Confidential, for Use of the Commission Only Filed by a party other than the Registrant o (as permitted by Rule 14a-6(e)(2)) Check the appropriate box: o Preliminary Proxy Statement x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Pursuant to Sec.

November 19, 2003 10QSB

- NIGHTHAWK SYSTEMS 10QSB

10QSB 1 nighthawk10q.htm NIGHTHAWK 10Q SB UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB (MARK ONE) X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 For the quarterly period ended September 30, 2003 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 Commission File Number 0-30786 NIGHTHAWK SYSTE

November 19, 2003 NT 10-Q/A

NT 10-Q/A

NT 10-Q/A 1 fm12b25a93003.txt U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25/A NOTIFICATION OF LATE FILING Commission File Number 0-30786 (Check One): [ ] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 20-F [ X] Form 10-Q and Form 10-QSB [ ] Form N-SAR For Period Ended: September 30, 2003 [ ] Transition Report on Form 10-K and Form 10-KSB [ ] Transition Report on Form

November 17, 2003 NT 10-Q

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U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-30786 (Check One): [ ] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 20-F [ X] Form 10-Q and Form 10-QSB [ ] Form N-SAR For Period Ended: September 30, 2003 [ ] Transition Report on Form 10-K and Form 10-KSB [ ] Transition Report on Form 20-F [ ] Transition Report on F

August 14, 2003 10QSB

- NIGHTHAWK 10Q SB

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (MARK ONE) X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 For the quarterly period ended June 30, 2003 TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 Commission File Number 0-30786 NIGHTHAWK SYSTEMS, INC. (Exact name of registrant as specified

July 17, 2003 8-K/A

Current Report

8-K/A 1 nighthawk8ka.htm NIGHTHAWK 8K/A SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K/A Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report July 17, 2003 (Date of Earliest Event Reported-July 9, 2003) NightHawk Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 0-30786 87-0627349 (State or other jurisdict

July 14, 2003 8-K

Current Report

SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported) July 14, 2003 NightHawk Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 0-30786 87-0627349 (State or other jurisdiction of (Commission File Number) (I.R.S. employer identi

June 16, 2003 10QSB

- NIGHTHAWK SYSTEMS 10QSB

1 fm10qsb93002.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (MARK ONE) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 For the quarterly period ended March 31, 2003 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 Commission File Number 0-30786 NIGHTHAWK SYSTEMS, INC. - (Exact nam

May 29, 2003 10KSB

NIGHTHAWK 10KSB

10KSB 1 nighthawk10ksb2002.txt NIGHTHAWK 10KSB UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2002 Commission File No. 0-30786 NIGHTHAWK SYSTEMS, INC. - (Exact name of registrant as specified in its charter) Nevada 87-0627349 - - (State or

May 15, 2003 NT 10-Q

-

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-70786 (Check One): [ ] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 20-F [ X ] Form 10-Q and Form 10-QSB [ ] Form N-SAR For Period Ended: March 31, 2003 [ ] Transition Report on Form 10-K and Form 10-KSB [ ] Transition Report on Form 20-F [ ] Transition Report on Form

May 13, 2003 8-K

Current Report

SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 - FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported) May 12, 2003 NightHawk Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 0-30786 87-0627349 - - - - (State or other jurisdiction of (Commission File Number) (I.R.S. employ

May 13, 2003 EX-16

EX-16

CHISHOLM & ASSOCIATES Certified Public Accountants P.O. Box 540216 North Salt Lake, Utah 84054-0216 May 9, 2003 Securities and Exchange Commission Washington, D.C. 20549 Re: Nighthawk Systems, Inc. Gentlemen: We have read Item 4 "Changes in Registrant's Certifying Accountants" contained in Nighthawk Systems, Inc.'s 8-K and are in agreement with the statements contained therein, as they relate to o

April 1, 2003 NT 10-K

NT 10-K

NT 10-K 1 fm12b25123102.txt U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-30786 (Check One): [X ] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 20-F [ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR For Period Ended: December 31, 2002 [ ] Transition Report on Form 10-K and Form 10-KSB [ ] Transition Report on Form 20-F

November 20, 2002 10QSB

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (MARK ONE) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 For the quarterly period ended September 30, 2002 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 Commission File Number 0-30786 NIGHTHAWK SYSTEMS, INC. - (Exact name of registrant

November 20, 2002 EX-99.H

EX-99.H

Exhibit 99.1 CERTIFICATION PURSUANT TO THE 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 Solely for the purposes of complying with, and the extent required by 18 U.S.C.1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned certifies, in his capacity as an officer of Jupiter Enterprises, Inc. (the "Company")

November 15, 2002 NT 10-Q

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U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-30786 (Check One): [ ] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 20-F [ X] Form 10-Q and Form 10-QSB [ ] Form N-SAR For Period Ended: September 30, 2002 - [ ] Transition Report on Form 10-K and Form 10-KSB [ ] Transition Report on Form 20-F [ ] Transition Report on

August 19, 2002 10QSB/A

10QSB/A

10QSB/A 1 fm10qsba63002.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB/A (MARK ONE) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 For the quarterly period ended June 30, 2002 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 Commission File Number 0-30786 NIGHTHAWK SYSTEMS, INC. -

August 14, 2002 NT 10-Q

-

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-30786 (Check One): [ ] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 20-F [ X] Form 10-Q and Form 10-QSB [ ] Form N-SAR For Period Ended: June 30, 2002 - [ ] Transition Report on Form 10-K and Form 10-KSB [ ] Transition Report on Form 20-F [ ] Transition Report on Form

June 25, 2002 10QSB/A

10QSB/A

10QSB/A 1 subfm10qsba33102.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB/A Amendment No. 1 (MARK ONE) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 For the quarterly period ended March 31, 2002 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF The Securities Exchange Act of 1934 Commission File Number 0-30786 PEREGR

June 5, 2002 10QSB

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (MARK ONE) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2002 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 0-30786 PEREGRINE, INC. - (Exact name of registrant as specifie

June 4, 2002 8-K/A

Current Report

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: (Date of earliest event reported) : February 1, 2002 Commission File No. 0-30786 PEREGRINE, INC. - (Exact name of registrant as specified in its charter) Nevada 841212629 - - - (State or other jurisdiction of (IRS

May 14, 2002 NT 10-Q

NT 10-Q

NT 10-Q 1 subfm12b2533102.txt U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number 0-30786 (Check One): [ ] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 20-F [ X] Form 10-Q and Form 10-QSB [ ] Form N-SAR For Period Ended: March 31, 2002 - [ ] Transition Report on Form 10-K and Form 10-KSB [ ] Transition Report on Form 20-

April 30, 2002 10KSB

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KSB ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2001 Commission File No. 0-30786 PEREGRINE, INC. - (Exact name of registrant as specified in its charter) Nevada 87-0627349 - - - (State or other jurisdiction (IRS Employer Identification No.)

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