UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
−Removed: the three months ended March 31, 2026, and through the date of this Quarterly Report on Form 10-Q, the Company issued the following
−Removed: shares of its common stock in transactions not registered under the Securities Act of 1933, as amended (the “Securities Act”):
−Removed: 6, 2026, the Company issued 243,300 shares of common stock to Leviston Resources, LLC at a price of $0.001 per share, pursuant to the
−Removed: terms of of an existing financing agreement with the holder.
−Removed: 16, 2026, the Company issued 50,000 shares of common stock to Agile Hudson Partners LLC at a price of $0.40 per share, pursuant to the
−Removed: terms of an existing financing agreement with the holder.
−Removed: 17, 2026, the Company issued 50,000 shares of common stock to FirstFire Global Opportunities Fund, LLC at a price of $0.40 per share,
−Removed: pursuant to the terms of an existing financing agreement with the holder.
−Removed: 28, 2026, the Company issued 25,664 shares of common stock to AJB Capital Investments, LLC at a price of $0.40 per share, pursuant to
−Removed: the terms of their Series A preferred shares.
−Removed: 28, 2026, the Company issued 21,739 shares of common stock to Michael D.
−Removed: Farkas, the Company’s Chief Executive Officer, at a price of
−Removed: $0.40 per share, pursuant to Series B preferred shares.
−Removed: The issuance to Mr.
−Removed: Farkas constitutes a related party transaction.
+Added: the three months ended June 30, 2026, and through the date of this Quarterly Report on Form 10-Q, the Company issued the following shares
+Added: of its common stock in transactions not registered under the Securities Act of 1933, as amended (the “Securities Act”):
+Added: April 1, 2026, as additional consideration in connection with issuance of a promissory note, the Company issued 243,300 shares of
+Added: common stock to Leviston Resources, LLC at a fair value of $91,151.
+Added: April 17, 2026, in connection with entry into securities purchase agreements, the Company issued 50,000 shares of common stock to
+Added: each of Agile Hudson Partners LLC and FirstFire Global Opportunities Fund, LLC at a fair value of $40,825.
+Added: On April 28, 2026, the Company issued 25,664 shares of common stock to AJB Capital Investments, LLC upon conversion
+Added: of the Company’s Series A convertible preferred shares, at a conversion price of $2.21 per share.
+Added: On April 28, 2026, the Company issued 21,739 shares of common stock to Michael D.
+Added: Farkas, the Company’s Executive
+Added: Chairman, Chief Executive Officer, and a significant stockholder of the Company, upon conversion of the Company’s Series B convertible
+Added: preferred shares, at a conversion price of $1.93 per share.
+Added: On May 27, 2026, the Company issued 10,000,000 shares of common stock to an institutional investor at a purchase
+Added: price of $0.64 per share, for aggregate gross proceeds of $6,400,000.
+Added: On June 16, 2026, the Company agreed to issue 260,000 shares
+Added: of common stock to Michael D.
+Added: Farkas, the Company’s Chief Executive Officer and Executive Chairman and a significant stockholder of the
+Added: Company, at a price of $0.386 per share, for an aggregate purchase price of $100,360, which was paid through the cancellation of $100,360
+Added: in liabilities owed to Mr.
+Added: Farkas under a promissory note dated March 7, 2024.
of the issuances described above was made in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities
8 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.