Annual report [Section 13 and 15(d), not S-K Item 405]

Stockholders Deficit

v3.26.1
Stockholders Deficit
 12 Months Ended
Dec. 31, 2025
Equity [Abstract]  
Stockholders Deficit

Note 4. Stockholders Deficit

 

The Company is authorized to issue 500,000,000 shares of common stock, with a par value of $0.0001 per share, and 50,000,000 shares of preferred stock, with a par value of $0.0001 per share. No shares of preferred stock were issued or outstanding as of December 31, 2025 or December 31, 2024. At December 31, 2025, 46,852,319 shares of common stock were outstanding (including 16,667,788 shares issued in November 2025 from the debt-to-equity conversion). At December 31, 2024, 21,674,000 shares of common stock were outstanding.

 

During 2025, the Company issued 780,264 shares to its CEO under an employment agreement and 6,823,847 shares to other employees and service providers for equity awards and services rendered. An additional 906,420 shares were issued to the CEO pursuant to an anti-dilution provision described in Note 11. The Company also issued 16,667,788 shares on November 5, 2025 in connection with the conversion of debt principal and accrued interest totaling $4,167,005 into common stock (see Note 8).

 

Additional paid-in capital increased from $810,048 at December 31, 2024 to $34,270,622 at December 31, 2025, reflecting stock-based compensation and debt-to-equity conversion activity.