Item 5. Other Information
Item
5. Other Information
No
director or Section 16 officer adopted or terminated a trading arrangement intended to satisfy the affirmative defense conditions of
Rule 10b5-1(c) or a “non-Rule 10b5–1” trading arrangement during the periods reported in this Quarterly Report.
On
November 10, 2023, Apeiron Systems entered into a five (5) year agreement with Viva-US Telecommunications, Inc. (“Viva-US”),
as the exclusive supplier of wholesale cellular voice and data, messaging, international call termination, smart SIM (“Subscriber
Identity Module”) and other telecommunications services. Apeiron Systems provides these services through its CPaaS (“Communication
Platform as a Service”) cloud platform. Viva-US is a US MVNO (“Mobile Virtual Network Operator”) and part of the Balesia
Technologies, Inc. group of companies operating MNOs (“Mobile Network Operator”) and MVNOs throughout North and South America,
supporting over three million customers in Bolivia, Mexico and Argentina. The Company has completed
its pre-launch obligations; we continue to wait for launch implementation by Viva; however to date, no significant progress has been made
for a full launch.
Item
6. Exhibits
Exhibit
Number
Description
of Exhibit
Filing
3(i)
Amended and Restated Certificate of Incorporation
Filed
with the Form 8-K/A filed on December 20, 2017, and incorporated herein by reference.
3(i)(a)
Certificate of Amendment to Amended and Restated Certificate of Incorporation (Name Change).
Filed
with the Form 8-K filed on February 12, 2018, and incorporated herein by reference.
3(ii)
Amended and Restated Bylaws
Filed
with the Form 8-K/A filed on December 20, 2017, and incorporated herein by reference.
31.1
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Filed
herewith.
31.2
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Filed
herewith
32
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Filed
herewith.
101
The
following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023, were formatted
in Inline XBRL (Extensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements
of Operations, (iii) Condensed Consolidated Statements of Stockholders’ Equity, (iv) Condensed Consolidated Statements of Cash
Flows, and (v) Notes to Condensed Consolidated Financial Statements. The instance document does not appear in the Interactive Data
File because its XBRL tags are embedded within the Inline XBRL document.
104
Cover
Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL.
Exhibits
incorporated by reference:
Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on April 16, 2026.
8-K Current Report dated January 22, 2024 (the “Excess Telecom Membership Purchase Agreement and related Transaction Documents”), filed with the SEC on January 30, 2024.
8-K/A-1 Current Report dated January 22, 2024 (the “Excess Telcom Membership Purchase Agreement and related Transaction Documents,” as amended or restated), filed with the SEC on March 10, 2025.
8-K Current Report dated December 18, 2023 (the “ACP Financing VII Limited Liability Company Installment Sales Agreement”), filed with the SEC on December 22, 2023.
8-K Current Report dated July 29, 2026 (Summary of the “FCC Notice to IM Telecom”) filed with the SEC on August 14, 2026.
22
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
KonaTel,
Inc.
Date:
August
19, 2026
By:
/s/
D. Sean McEwen
D.
Sean McEwen
Chairman
and CEO
Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.
Date:
August
19, 2026
By:
/s/
D. Sean McEwen
D.
Sean McEwen
Chairman
and CEO
Date:
August
19, 2026
By:
/s/
Brian R. Riffle
Brian
R. Riffle
Chief
Financial Officer
23
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.