SEC Comment Letter for Rank One Computing (ROC) — Dec 9, 2025
Rank One Computing Corp
Date: Dec. 9, 2025 · CIK: 0002077709 · Accession: 0000000000-25-011399
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File numbers found in text: 333-291913
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December 9, 2025
Scott Swann
Chief Executive Officer
Rank One Computing Corp dba ROC
1290 Broadway, Suite 1200
Denver, CO 80203
Re:Rank One Computing Corp dba ROC
Registration Statement on Form S-1
Filed on December 3, 2025
File No. 333-291913
Dear Scott Swann:
We have reviewed your registration statement and have the following comment.
Please respond to this letter by amending your registration statement and providing
the requested information. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information
you provide in response to this letter, we may have additional comments.
Registration Statement on Form S-1
Consolidated Financial Statements of Rank One Computing Corporation
Note 2 - Summary of Significant Accounting Policies
Income Taxes, page F-26
1.We note your response to prior comment 4. Please move the pro forma financial
information on page F-27 to the forepart of the filing, or provide the specific U.S.
GAAP reference that requires the presentation of pro forma financial information in
the notes to the historical financial statements. Refer to Rule 11-02(a)(12)(i) of
Regulation S-X.
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence
of action by the staff.
December 9, 2025
Page 2
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
Please contact Chen Chen at 202-551-7351 or Kathleen Collins at 202-551-3499 if
you have questions regarding comments on the financial statements and related
matters. Please contact Matthew Crispino at 202-551-3456 or Jan Woo at 202-551-3453 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:Soyoung Lee