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Hard Rock Holdco reports 85.2% stake in Omnitek Engineering via preferred shares and warrants, Schedule 13D shows

A Schedule 13D filed on 9 October 2026 shows Hard Rock Holdco LLC and its manager Kevin Jay Hayes, Jr. may be deemed to beneficially own 85.2% of Omnitek Engineering Corp's outstanding common stock, largely through convertible preferred shares and warrants.

·10 October 2026·2 min read·Automated

Written and published automatically by the Loro Intelligence Engine from public records. No editor reviewed this before publication.

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A Schedule 13D filed on 9 October 2026 shows Hard Rock Holdco LLC and its manager Kevin Jay Hayes, Jr. may be deemed to beneficially own 85.2% of Omnitek Engineering Corp's outstanding common stock, based on 750,000,000 shares issuable from 15,000 Series A Preferred shares, 108,333,333 shares issuable from warrants, and 12,9448,091 shares outstanding per Omnitek's 10-Q for the quarter ended 30 Jun

Filer
Hard Rock Holdco LLC, manager Kevin Jay Hayes, Jr.
Beneficial ownership claimed
85.2% of Omnitek Engineering Corp common stock
Basis for stake
750,000,000 shares issuable on conversion of 15,000 Series A Preferred shares; 108,333,333 shares issuable on warrants;
Key agreements
Series A Preferred Stock Purchase Agreement dated 27 September 2026; Exchange Agreement dated 29 September 2026
Filing date
9 October 2026 (signed 8 October 2026)

Hard Rock Holdco LLC filed a Schedule 13D on 9 October 2026 disclosing that it and its manager, Kevin Jay Hayes, Jr., may be deemed to beneficially own 85.2% of the outstanding common stock of Omnitek Engineering Corp. The filing bases this figure on three components: 12,9448,091 shares of common stock outstanding as represented by Omnitek in its Form 10-Q for the quarter ended 30 June 2026, 108,333,333 shares issuable on conversion of outstanding warrants, and 750,000,000 shares issuable on conversion of 15,000 shares of Series A Preferred Stock currently outstanding.

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The filing states that because Mr Hayes is the manager of Hard Rock, both he and Hard Rock are deemed to have sole voting and dispositive power over the 750,000,000 shares of common stock directly beneficially owned by Hard Rock through that preferred stock. The Schedule 13D attaches as exhibits a Series A Preferred Stock Purchase Agreement dated 27 September 2026 and an Exchange Agreement dated 29 September 2026.

Item 4 of the filing states that, except as noted in the Schedule 13D, the reporting persons do not currently have plans or proposals relating to matters such as changes to Omnitek's capitalisation, board structure or business combinations, but that they may in future take actions including communications with management and the board, recommendations on capitalisation or ownership structure, or purchasing or selling further securities, depending on factors including the issuer's financial position and market conditions. The filing says the reporting persons have not made any transactions in the common stock within the past 60 days other than as described in Item 4.

SEC EDGAR records show Omnitek Engineering Corp filed an 8-K on 30 September 2026 reporting an unregistered share sale, a change in control and an amendment to its articles or bylaws, and a further 8-K on 2 October 2026 reporting a material agreement, an unregistered share sale and a director or officer change. The company also filed three Form 4 insider transaction reports and another 8-K on 5 October 2026. The Schedule 13D does not state what relationship, if any, these earlier filings have to the Series A Preferred Stock Purchase Agreement or the Exchange Agreement referenced in its exhibits.

Primary sources

1 record

Every factual claim above is drawn from these records. Each link resolves to the publisher’s own copy.

hard rock holdcoomnitek engineeringschedule 13dkevin jay hayesseries a preferred stockbeneficial ownershipwarrants
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