FDCTECH, INC. 10-K

ITEM 1B. UNRESOLVED STAFF COMMENTS None. 8 ITEM 1C. CYBERSECURITY The Company is committed to protecting the personal data shared by its clients and partners. The Company employs a combination of industry-standard security technologies, procedures, and organizational measures to safeguard personal data from unauthorized access, use, or disclosure. Employees receive extensive training to ensure the privacy and confidentiality of client information. The Company’s Board of Directors possesses a foundational understanding of cybersecurity matters, reflecting the company’s ongoing commitment to safeguarding its financial technology infrastructure. While board members may not currently hold formal cybersecurity certifications such as CISSP or CISM, several directors have prior experience in managing technology-driven businesses where data security and regulatory compliance were integral to operations. The Board remains actively engaged in cybersecurity oversight through regular updates from senior management, including the Chief Technology Officer and other executives responsible for information security. These updates typically cover threat assessments, system vulnerabilities, incident response protocols, and regulatory developments. This communication ensures that the Board is informed of emerging risks and can provide appropriate strategic guidance in alignment with the Company’s overall risk management framework. In its privacy policy, the Company outlines its data-sharing practices, stating that personal data is not sold or rented to third parties without permission. The company may disclose personal data in response to legal requirements or to establish or exercise its legal rights. Additionally, the Company may collect and share personal data to investigate, prevent, or take action regarding illegal activities, suspected fraud, or situations involving potential threats. As a developer of regulatory-grade financial technology, the Company ensures that its cybersecurity measures align with relevant regulations and standards. The company’s subsidiaries, such as Alchemy Markets Ltd. and Alchemy Prime Limited, are regulated by financial authorities like the Malta Financial Services Authority (MFSA) and the UK’s Financial Conduct Authority (FCA), respectively. Compliance with these regulatory bodies necessitates adherence to stringent cybersecurity protocols to protect client data and maintain the integrity of financial operations. While the Company implements robust cybersecurity measures, it acknowledges the inherent risks associated with cyber threats. Potential risks include unauthorized access, cyberattacks, and data breaches, which could lead to financial loss, reputational damage, and regulatory penalties. The company continuously assesses and enhances its cybersecurity framework to mitigate these risks and protect stakeholders’ interests. In summary, the Company prioritizes cybersecurity through comprehensive measures, regulatory compliance, and ongoing risk management to safeguard its operations and client data. ITEM 2. OPERATING LEASES Current Operating Leases Irvine Lease, California, USA (Company’s Headquarter) Effective October 29, 2019, to the present, the Company leased office space at 200 Spectrum Center Drive, Suite 300, Irvine, CA 92618. As per the Commitment Term of the lease (“Agreement”), this Agreement shall continue on a month-to-month basis (any term after the Commitment Term, also known as “Renewal Term”). The Commitment Term and all subsequent Renewal Terms shall constitute the “Term.” The Company may terminate this Agreement by delivering to the lessor Form (“Exit Form”) at least one (1) whole calendar month before the month in which the Company intends to terminate this Agreement (“Termination Effective Month”). The Company is entitled to use the office and conference space if needed. The new rent payment or membership fee for the Irvine Office is $95 per month compared to the previous rent payment or membership fee for the New York Office of $890 per month as the General and administrative expenses. This agreement is classified as a service contract rather than a lease under ASC 842 - Leases, and payments are accounted for as operating expenses rather than recognizing a Right-of-Use (ROU) asset or lease liability. Brisbane, Australia (ADS Office) Effective January 1, 2024, to the present, the Company leased office space at Level 38/71 Eagle St, Brisbane City QLD 4000, Australia. This lease will continue on a month-to-month basis. ADS may terminate this Agreement by delivering to the lessor at least one (1) whole calendar month before the month in which ADS intends to terminate the lease. ADS is entitled to use the office and conference space if needed. The new rent payment or membership fee for the ADS Office is around $125 per month and is included as the General and administrative expenses. This agreement is classified as a service contract rather than a lease under ASC 842 - Leases, and payments are accounted for as operating expenses rather than recognizing a Right-of-Use (ROU) asset or lease liability. 9 Limassol, Cyprus Lease (Company’s Executive Rental) From February 2019 to July 2023, the Company leased office space in Limassol District, Cyprus, from an unrelated party for a year. The office’s monthly rent payment is $1,750, which is included in the general and administrative expenses. From July 2023 to the present, the Company leased a bigger office space in the Limassol District, Cyprus, from an unrelated party for a year. The office’s monthly rent payment is approximately $3,500, which is included in the general and administrative expenses. From July 2023 to the present, the Company leased office space for its CEO. The office’s monthly rent payment is $3,500, which is included in the general and administrative expenses. The down payment for the lease was approximately $6,300. The lease is for one year and is renewable two months before the term ends in June 2025. This agreement is classified as a residential rental contract rather than a commercial lease and does not create a Right-of-Use (ROU) asset under ASC 842. Limassol, Cyprus Lease, Europe (ATECH Office) Effective August 26, 2024, ATECH has entered into a Sublease Agreement, for office premises located on the ground floor at 10A-10C Eleftheriou Venizelou Street, Limassol, Cyprus. The sublease is between Aldeon Property Partners Ltd (the “Sublessor”) and AlchemyTech Ltd (the “Sublessee”), with FDCTech, Inc. acting as the Guarantor. The leased premises are designated strictly for office use, and any other usage is explicitly prohibited under the terms of the agreement. The lease term is for twenty-four (24) months, commencing on October 1, 2024, and expiring on September 30, 2026. The lease agreement includes an option to extend the tenancy for up to two additional two-year terms. The rent is subject to a 5% increase for each renewal period. Under the agreement, the Sublessee is obligated to pay a total rent of €192,000 over the lease term, which is payable in monthly installments of €8,000 (or $8,600) plus VAT. Under ASC 842 - Leases, this agreement qualifies as a lease, and the Company will recognize a Right-of-Use (ROU) asset and corresponding lease liability on its financial statements. St. Julian, Malta (AML Office) Effective July 11, 2024, to the present, AML leased office space with Regus Malta at Portomaso Business Centre, Portomaso, St. Julian, PTM01, Malta. As per the lease, this agreement shall continue on a month-to-month basis (any term after the term, also known as “Renewal Term”). The term and all subsequent renewal terms shall constitute the “Term.” AML may terminate this agreement by delivering to Regus Malta at least one (1) whole calendar month before the month in which AML intends to terminate this lease. AML is entitled to use the office and conference space if needed. The rent payment or membership fee for the AML Office is €1,659 per. This agreement is classified as a service contract rather than a lease under ASC 842 - Leases, and payments are accounted for as operating expenses rather than recognizing a Right-of-Use (ROU) asset or lease liability. Tel Aviv, Israel (AML Sales Office) Effective July 1, 2023, AML has entered into a service agreement with Mindspace Ltd. for the use of office space and related services at Menachem Begin 11, Ramat Gan, Israel. The agreement provides access to designated office space, common areas, and various business services, including internet connectivity, printing, and conference room usage. The agreement operates on a monthly, automatically renewing basis with a total monthly fee of $4,500 (including VAT). Additionally, an advance deposit of $6,300 was paid as security for the Company’s obligations under the agreement. Under the terms of the agreement, Mindspace retains full discretion over space allocation and may relocate the Company to a different office within the premises with prior notice. AML does not have exclusive control over a specific office unit, and Mindspace provides shared services across its facilities. The agreement does not create a lease under ASC 842 – Leases and is accounted for as a service contract. As a result, payments under this agreement are classified as operating expenses rather than recognizing a Right-of-Use (ROU) asset or lease liability. London, United Kingdom (APL Office) Effective December 20, 2024, APL entered into a lease agreement for office space located at Fifth Floor, 142 Central Street, Clerkenwell, London, EC1V BAR. The lease is with Agop Tanielian and Hourig Mercedes Tanielian as landlords and the Company, through its subsidiary Alchemy Prime Limited, as the tenant. The lease has a fixed term of five years, commencing in 2024 and expiring in 2029, with an annual rent of £112,500 (or $12,000 monthly), payable in quarterly installments. APL is also liable for service charges, insurance rent, and maintenance responsibilities as specified in the agreement. The lease includes an option to terminate (“Break Clause”) on or after 2026, provided that a four-month prior written notice is given. Additionally, the agreement requires APL to restore the premises upon termination, including the removal of any alterations or fixtures made during the lease term. Under ASC 842 - Leases, this agreement qualifies as a lease, and the Company will recognize a Right-of-Use (ROU) asset and corresponding lease liability on its financial statements. Rental expenses are included in General and Administrative costs. ITEM 3. LEGAL PROCEEDINGS There is no material pending legal or governmental proceedings other than ordinary routine litigation incidental to the business. The Company or any of its subsidiaries is a party, or their property is the subject. ITEM 4. MINE SAFETY DISCLOSURES. Not applicable. 10 PART II