Panamera Holdings Restates Four Years of Financials After Undisclosed $650K Lawsuit Settlement
Summary
Panamera Holdings must restate financials from fiscal 2022 through April 2026 after the board discovered an undisclosed $250,000-a-year executive employment agreement, a related 2024 lawsuit, and a $650,000 settlement the company will pay through August 2027.
Key Events · Legal and Risk Events · PHCI
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Four Years of Financials Non-Reliable
On October 26, 2026, the Audit Committee concluded that audited statements for fiscal years ended July 31, 2025, 2024, 2023 and 2022, plus unaudited quarters from April 30, 2022 through April 30, 2026, should no longer be relied upon.
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Undisclosed Executive Contract and Lawsuit
A February 18, 2022 employment agreement with a former Vice President — $250,000 annual base salary for a three-year term — was never recorded or disclosed to the board. The executive resigned February 9, 2024 and sued March 1, 2024 in Harris County, Texas, and the suit was omitted from the FY2024 10-K Legal Proceedings.
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$650,000 Settlement Payable Through 2027
On August 17, 2026, the company settled without admission of liability, agreeing to pay $650,000 in installments through August 2027 — a real cash obligation for a company with near-zero cash and going-concern doubt.
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Restatement Adjusts Liabilities and Expenses
Accrued liabilities rise by approximately $112,000 at July 31, 2022, $362,000 at July 31, 2023, $506,000 at July 31, 2024 and $509,000 at July 31, 2025; operating expenses rise about $112,000, $250,000, $144,000 and $3,000 in fiscal 2022-2025 respectively, excluding payroll taxes and legal fees.
Analysis · PHCI · Trade & Services
Every annual and quarterly financial statement from fiscal 2022 through April 2026 can no longer be relied upon, the Audit Committee has concluded. The cause is a February 2022 employment agreement with a former Vice President — $250,000 a year for three years — that was never recorded, never disclosed to the board, and never reflected in the books. That executive resigned in February 2024 and sued for breach of contract in March 2024, and the lawsuit was omitted from the FY2024 10-K's Legal Proceedings section. A settlement was reached on August 17, 2026 for $650,000 payable in installments through August 2027. Restated accrued liabilities rise by roughly $112,000, $362,000, $506,000 and $509,000 at each July 31 from 2022 to 2025, with operating expenses up about $112,000, $250,000, $144,000 and $3,000 across those years — preliminary figures that exclude payroll taxes and legal fees. For a company already carrying going-concern doubt and near-zero cash, this is a governance failure on top of a cash obligation, and the restated filings are still to come.
How filings like this one have moved
In the 30 days to Oct 26, 2026, 45.6% of the 241 measured filings Wiseek scored 9 moved their stock by 5% or more by the next session's close. The median move was -0.73%. These are measured outcomes after filings of this importance, not a forecast for this one.
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At the time of this filing, PHCI was trading at $2.11 on OTC in the Trade & Services sector, with a market capitalization of approximately $168.6M. The 52-week trading range was $0.05 to $10.30. This filing was assessed with negative market sentiment and an importance score of 9 out of 10.