What changed in this filing

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Item 1. Business

2024-03-28 compared with 2023-03-31 · 167 added, 266 removed, 967 unchanged (31% of the section changed)

We are an intellectual property asset management

Our principal operations include the acquisition, licensing and enforcement of intellectual property rights that are either owned

or controlled by us or one of our wholly-owned subsidiaries.

We currently own, control or manage fifteen intellectual property portfolios,

which principally consist of patent rights.

As part of our intellectual property asset management activities and in the ordinary course

of our business, it has been necessary for us or the intellectual property owner who we represent to initiate, and it is likely to continue

to be necessary to initiate, patent infringement lawsuits and engage in patent infringement litigation.

We anticipate that our primary

source of revenue will come from the grant of licenses to use our intellectual property, including primarily licenses granted as part

of the settlement of patent infringement lawsuits.

We are an intellectual property asset management company.

Our principal

operations include the acquisition, licensing and enforcement of intellectual property rights that are either owned or controlled by us

or one of our wholly-owned subsidiaries.

We currently own, control or manage twenty-two intellectual property portfolios of which we are

currently seeking or may seek monetization with respect to twelve, which principally consist of patent rights.

As part of our intellectual

property asset management activities and in the ordinary course of our business, it has been necessary for us or the intellectual property

owner who we represent to initiate, and it is likely to continue to be necessary to initiate, patent infringement lawsuits and engage

in patent infringement litigation.

We anticipate that our primary source of revenue will come from the grant of licenses to use our intellectual

property, including primarily licenses granted as part of the settlement of patent infringement lawsuits.

Intellectual property monetization includes the

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this Form 10-K has been retroactively restated to reflect the reverse split and change in authorized common stock.

Recent Development

Agreements with QPRC Finance III LLC (“QF3”)

Agreements with QF3

On March 12, 2023, we and our newly formed wholly-owned

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of a patent portfolio from Tower Semiconductor Ltd.

and (c) up to an additional $25,000,000 for the acquisition of mutually agreed patent

rights that we intend to monetize.

In return we transferred to QF3 a right to receive a portion of net proceeds generated from the monetization

of those patents.

and (c) up to an additional $25,000,000 for the acquisition

of mutually agreed patent rights that we intend to monetize.

In return we transferred to QF3 a right to receive a portion of net proceeds

generated from the monetization of those patents.

The terms of the Purchase Agreement are described under “QF3 Purchase Agreement.”

(ii) On March 17, 2023, we used $3,300,000 of proceeds from the

QF3 financing as the cash payment portion of the purchase of a ten-patent portfolio (the “HID Portfolio”) from Tower Semiconductor

QF3 financing as the cash payment portion of the purchase of a seven-patent portfolio (the “HID Portfolio”) from Tower.

(iii) Pursuant to the Security Agreement, our obligations under

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to Intelligent Partners, an affiliate of United Wireless.

QF3 and QFK are related to each other.

The descriptions below and elsewhere

in this Form 10-K relating to our agreements with QFL and Intelligent Partners are summaries only and are qualified in their entirety

by reference to those agreements which were filed as exhibits to this Form 10-K.

The descriptions below and elsewhere in this Form 10-K relating to our agreements

with QFL and Intelligent Partners are summaries only and are qualified in their entirety by reference to those agreements which were filed

as exhibits to this Form 10-K.

Agreements with QFL

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warrants to purchase a total of up to 962,463 shares of our common stock, with an exercise price of $0.54 per share which may be exercised

from February 19, 2021 through February 18, 2031 on a cash or cashless basis.

Exercisability of the Warrant is limited if, upon exercise,

the holder would beneficially own more than 4.99% (the “Maximum Percentage”) of our common stock, except that by written

notice to us, the holder may change the Maximum Percentage to any other percentage not in excess of 9.99% provided any such change will

not be effective until the 61 st day following notice to us.

The Warrant also contains certain minimum ownership percentage

antidilution rights pursuant to which the aggregate number of shares of common stock purchasable upon the initial exercise of the Warrant

shall not be less than 10% of the aggregate number of outstanding shares of capital stock of the Company (determined on a fully diluted

A portion of any gain from sale of the shares, net of taxes and costs of exercise, realized prior to the completion of all monetization

activities shall be credited against the total return due to QFL pursuant to the Purchase Agreement.

through February 18, 2031 on a cash or cashless basis.

Exercisability of the Warrant is limited if, upon exercise, the holder would beneficially

own more than 4.99% (the “Maximum Percentage”) of our common stock, except that by written notice to us, the holder may change

the Maximum Percentage to any other percentage not in excess of 9.99% provided any such change will not be effective until the 61 st

day following notice to us.

The Warrant also contains certain minimum ownership percentage antidilution rights pursuant to which

the aggregate number of shares of common stock purchasable upon the initial exercise of the Warrant shall not be less than 10% of the

aggregate number of outstanding shares of capital stock of the Company (determined on a fully diluted basis).

A portion of any gain from

sale of the shares, net of taxes and costs of exercise, realized prior to the completion of all monetization activities shall be credited

against the total return due to QFL pursuant to the Purchase Agreement.

(vii) We agreed to take all commercially reasonable steps necessary

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Fitton and Carper, and the registration statement was declared effective by the SEC.

Effects of the COVID-19 Pandemic on our Business

Although we do not manufacture or sell products,

the COVID-19 pandemic and the work shutdown imposed in the United States and other countries to limit the spread of the virus had a negative

impact on our business.

Our revenue is generated almost exclusively from license fees generated from litigation seeking damages for infringement

of our intellectual property rights.

The work shutdown affected the court system, and during much of 2020 and part of 2021 courts operated

on a reduced schedule, and some courts may still have a backlog as a result of the pandemic.

As a result, deadlines are likely to be postponed

which may give defendants an incentive to delay negotiations or offer a lower amount than they might otherwise accept.

In addition, the

effect of the COVID-19 and the public response may have adversely affected the financial condition and prospects of defendants and potential

defendants, which made it less likely that they would be willing to settle our claim.

Purchase of Intellectual Property from Intellectual

Ventures Entities

On October 22, 2015, pursuant to an agreement

with an effective date of July 8, 2015, as amended, between us and Intellectual Ventures Assets 16, LLC (“IV16”), we purchased

three groups of patents from IV16 for a purchase price of $3,000,000, which was paid in three annual installments of $1,000,000 from the

proceeds of our loans from United Wireless.

The patent portfolios which we acquired from IV16 are the anchor structure portfolio, the

power management/bus control portfolio and the diode on chip portfolio, which are described under “Business – Our Intellectual

Property Portfolios.”

On January 26, 2018, Photonic Imaging Solutions

(“PIS”), a wholly-owned subsidiary, entered into an agreement with Intellectual Ventures Assets 64 LLC (“IV 64”)

pursuant to which PIS advanced $10,000 to IV 64 at closing and IV 64 assigned to PIS all right, title, and interest in a portfolio of

eleven United States patents and sixteen foreign patents (the “CMOS Portfolio”).

Under the agreement, PIS will distribute

70% of the first $1,500,000 of revenue, as defined in the agreement, 30% of the next $1,500,000 of revenue and 50% of revenue over $3,000,000

with the $10,000 advance being treated as an advance against the first distributions of net proceeds payable to IV 64.

obligations under the monetization proceeds agreement are secured by a security interest in the proceeds (from litigation or otherwise)

from the portfolio.

The patent portfolio which we acquired from IV 64 is the CMOS portfolio which is described under “Business –

Our Intellectual Property Portfolios.”

On July 28, 2017, CXT, a wholly-owned subsidiary,

entered into an agreement with Intellectual Ventures Assets 34 LLC and Intellectual Ventures Assets 37 LLC (“IV 34/37”) pursuant

to which CTX paid IV 34/37 $25,000 and IV34/37 transferred to CXT all right, title and interest in a portfolio of thirteen United States

patents (the “CXT Portfolio”).

Under the agreement, CXT will distribute 50% of net proceeds, as defined, to IV 34/37, as long

as we generate revenue from the CXT Portfolio.

The $25,000 payment to IV 34/37 was made from a loan from United Wireless and was paid

by United Wireless directly to IV 34/37.

The agreement with IV 34/37, as amended on January 26, 2018, provides that if, on December 31,

2018, December 31, 2019 and December 31, 2020, cumulative distributions to IV 34/37 total less than $100,000, $375,000 and $975,000, respectively,

CXT shall pay the difference between such cumulative amounts and the amount paid to IV 34/37 within ten days after the applicable date.

The $25,000 advance is treated as an advance against distributions of net proceeds payable to IV 34/37.

The useful lives of the patents,

at the date of acquisition, was 5-6 years.

Neither we nor any affiliate of CXT has guaranteed the minimum payments.

On December 31, 2021

the parties amended the agreement to provide that CXT will distribute 65% of net proceeds, as defined, to IV 34/37, as long as we generate

revenue from the CXT Portfolio and that if, on December 31, 2018 and December 31, 2019, cumulative distributions to IV 34/37 total less

than $100,000 and $375,000, respectively, CXT shall pay the difference between such cumulative amounts and the amount paid to IV 34/37

within ten days after the applicable date.

As of December 31, 2021 cumulative distributions to IV 34/37 totaled $375,000.

obligations under the agreement with IV 34/37 are secured by a security interest in the proceeds (from litigation or otherwise) from the

CXT Portfolio.

The patent portfolio which we acquired from IV 34/37 is the CXT portfolio which is described under “Business –

Our Intellectual Property Portfolios.”

On January 26, 2018, CXT entered into an agreement

with Intellectual Ventures Assets 62 LLC and Intellectual Ventures Assets 71 LLC “(IV 62/71”) pursuant to which CXT advanced

IV 62/71 $10,000 at closing and IV 62/71 assigned to CXT all right, title, and interest in a portfolio of sixteen United States patents

and three pending applications.

Under the agreement, as amended on December 31, 2021, CXT will distribute 65% of net proceeds, as defined,

to IV 62/71, as long as we generate net proceeds from this portfolio.

The initial $10,000 advance is treated as an advance toward our

future distributions of net proceeds payable to IV 62/71.

CXT’s obligations under the agreement are secured by a security interest

in the proceeds (from litigation or otherwise) from the CXT Portfolio.

In March 2021, we made a payment to IV 62/71 in the amount of $64,238.

We agreed to modify the monetization proceeds agreement between CXT and United Wireless to include the patents acquired from IV 62/71.

The monetization proceeds amendment was further amended by the MPA-CXT Agreement in connection with the restructure of our agreements

with Intelligent Partners.

On March 15, 2019, M-RED Inc., a wholly-owned

subsidiary, entered into an agreement with Intellectual Ventures Assets 113 LLC and Intellectual Ventures Assets 108 LLC (“IV 113/108”)

pursuant to which M-RED paid IV 113/108 $75,000 and IV 113/108 transferred to M-RED all right, title and interest in a portfolio of sixty

United States patents and eight foreign patents (the “M-RED Portfolio”).

Under the agreement, M-RED will distribute 50% of

net proceeds, as defined, to IV 113/108, as long as we generate revenue from the M-RED Portfolio.

The agreement with IV 113/108 provides

that if, on September 30, 2020, September 30, 2021 and September 30, 2022, cumulative distributions to IV 113/108 total less than $450,000,

$975,000 and $1,575,000, respectively, M-RED shall pay the difference between such cumulative amounts and the amount paid to IV 113/108

within ten days after the applicable date.

The $75,000 advance is treated as an advance against the first distributions of net proceeds

payable to IV 113/108.

On September 30, 2020 cumulative distributions to IV 113/108 totaled less than $450,000 and M-RED did not pay the

difference to IV 113/108 within ten days.

On December 31, 2021 the parties amended the agreement to provide that M-RED will distribute

100% of undistributed net proceeds, as defined, resulting from agreements signed prior to December 31, 2021 and 65% of net proceeds thereafter

to IV 113/108, as long as we generate revenue from the M-RED Portfolio and that if, on December 31, 2021 cumulative distributions to IV

113/108 total less than $302,114, M-RED shall pay the difference between such cumulative amounts and the amount paid to IV 113/108 within

ten days after the applicable date.

As of December 31, 2021 cumulative distributions to IV 113/108 totaled $302,114.

The useful lives

of the patents, at the date of acquisition, was approximately nine years.

Neither we nor any affiliate of M-RED has guaranteed the minimum

M-RED’s obligations under the agreement with IV 113/108 are secured by a security interest in the proceeds (from litigation

or otherwise) from the M-RED Portfolio.

The patent portfolio which we acquired from IV 113/108 is the M-RED portfolio which is described

under “Business – Our Intellectual Property Portfolios.” Pursuant to the MPA-MR, Intelligent Partners is entitled to

receive 60% of the net proceeds as defined in the agreement.

On January 27, 2022, we acquired, via assignment

Recent Purchase of Intellectual Property from

Intellectual Ventures Entities

On January 27, 2022, we acquired, by assignment

from Intellectual Ventures Assets 181 LLC and Intellectual Ventures Assets 174 LLC, all right title and interest to four patent portfolios

consisting of fifteen United States patents and three foreign patents for a purchase price of $1,060,000.

The Company requested and received

a capital advance in the amount of the $1,060,000 purchase price from the facility with QFL.

We requested and received a

capital advance in the amount of the $1,060,000 purchase price from the facility with QFL.

The patents were assigned to our wholly owned

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Our website is www.qprc.com.

Information contained on or derived from our website, or any other website does not constitute a part of

this annual report.

Information contained on or derived from our website, or any other website or any social media does not constitute

a part of this annual report.

Our Intellectual Property Portfolios

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Flexible Packaging – Turtle PakTM

In March 2008, we entered into an agreement with

Emerging Technologies Trust whereby our majority-owned subsidiary, Quest Packaging Solutions Corporation, acquired the exclusive license

to make, use, sell, offer for sale or sublicense the intellectual property of Emerging Technologies Trust (the “Turtle Pak™

The Turtle Pak portfolio relates to a cost effective, high-protection packaging system recommended for fragile items

weighing less than ten pounds.

The intellectual property consists of two U.S.

The Turtle Pak portfolio relates to a cost effective,

high-protection packaging system recommended for fragile items weighing less than ten pounds.

The intellectual property consists of two

patents, U.S.

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6,490,844, and the Turtle Pak trademark.

Turtle Pak™ brand packaging is suited for such uses as electrical and electronic components, medical,

dental, and diagnostic equipment, instrumentation products, and control components.

Turtle Pak™ brand packaging materials are 100%

curbside recyclable.

Turtle Pak™ brand packaging

is suited for such uses as electrical and electronic components, medical, dental, and diagnostic equipment, instrumentation products,

and control components.

Turtle Pak™ brand packaging materials are 100% curbside recyclable.

As the exclusive licensee and manager of the manufacture

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Universal Financial Data System

The invention describes a universal financial

The portfolio describes a universal financial

data system which allows its holder to use the device to access one or more accounts stored in the memory of the device as a cash payment

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net proceeds, as defined by the agreement.

On April 11, 2019 Quest NetTech Corporation merged with Wynn Technologies, Inc.

NetTech Corporation being the surviving entity with Mr.

Li having a 35% interest.

On April 12, 2019, Quest NetTech brought a patent infringement

suit in the U.S.

District for the Eastern District of Texas against Apple, Inc.

The case was dismissed in May 2020.

We did not generate revenue from the Financial

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Diode on Chip Portfolio

This portfolio, which is the third portfolio which

we acquired from IV16 and transferred to a newly-formed subsidiary, IC Kinetics Inc., consists of three United States patents and one

pending continuation application which cover technology relating to on-chip temperature measurement for semiconductors.

As of December

31, 2022, we had not generated any revenue from the Diode on Chip portfolio.

This portfolio consists of three United States

patents and one pending continuation application which cover technology relating to on-chip temperature measurement for semiconductors.

As of December 31, 2023, we had not generated any revenue from the Diode on Chip portfolio.

CXT Portfolio

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evaluation, filtering according to preferences, alternative product recommendations, and access to a database of consumer feedback/evaluation.

In April 2018 CXT brought a patent infringement

suit in the United States District Court for the Eastern District of Texas against Academy Ltd., In May 2018 CXT brought patent infringement

suits in the United States District Court for the Eastern District of Texas against Conn’s, Inc., Fossil Group, Inc., JC Penney

Company, Inc., and Tailored Brands, Inc.

In May 2019, CXT brought patent infringement actions in the United States District Court for

the Eastern District of Texas against Harbor Freight Tools USA, Inc., Hallmark.com, LLC, Retail Concepts, Inc.

and CC Filson Co.

2019, CXT brought patent infringement suits in the United States District Court for the Eastern District of Texas against Neiman Marcus

Group Ltd., General Nutrition Corporation and Steve Madden, Ltd.

In March 2021 CXT brought patent infringement

suits in the United States District Court for the Eastern District of Texas against Advanced Auto Parts, Inc., Costco Wholesale Corporation,

The Sherwin-Williams Company, V.F.

Corporation and IKEA North America Services, LLC.

In July 2021, HCL Technologies Limited (“HCL”),

as the world’ supplier of WebSphere Commerce products and citing CXT’s patent infringement suits against users of HCL’s

WebSphere Commerce products, brought an action in the United States District Court for the Eastern District of Texas seeking a declaratory

judgment that HCL’s WebSphere Commerce products do not infringe CXT’s patents and that CXT’s patents are invalid.

The actions against Conn’s, Inc., Academy

Ltd., Fossil Group, Inc., JC Penney Company, Inc., Tailored Brands, Inc., Harbor Freight Tools USA, Inc., Hallmark, Retail Concepts, CC

Filson, General Nutrition, Steve Madden, Ltd.

and Neiman Marcus Group Ltd.

were resolved in 2020.

In 2021, the HCL matter was settled and dismissed

by mutual agreement pursuant to which HCL took a license to the CXT Portfolio and the actions against Advanced Auto Parts, Inc., Costco

Wholesale Corporation, The Sherwin-Williams Company, V.F.

Corporation and IKEA North America Services, LLC were resolved.

the year ended December 31, 2021 includes revenue from the resolution of these matters.

We did not generate revenue from the CXT Portfolio

in 2022, and we do not anticipate allocating further resources to monetization of the CXT Portfolio.

in 2023 or 2022, and we do not anticipate allocating further resources to monetization of the CXT Portfolio.

CMOS Portfolio

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As of December 31, 2020,

all actions were settled and dismissed and revenue for the year ended December 31, 2020 incudes revenue from settlements.

all actions were settled and dismissed and revenue for the year ended December 31, 2020 includes revenue from settlements.

In March 2021, M-RED brought patent infringement

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and Micro-Star International Co.

The actions against Mitsubishi Electric Corporation,

ASRock Inc., and Micro-Star International Co.

were resolved in 2021 and our revenue for the year ended December 31, 2021 includes

revenue from any related settlements.

The actions against Mitsubishi Electric Corporation, ASRock Inc., and Micro-Star

International Co.

were resolved in 2021.

The actions against Xiaomi Corporation et.

al., OnePlus Technology (Shenzhen) Co., Ltd., Biostar

Microtech International Corp., and Giga-Byte Technology Co., Ltd.

al., OnePlus Technology (Shenzhen) Co., Ltd.,

Biostar Microtech International Corp., and Giga-Byte Technology Co., Ltd.

were resolved in 2022 and our revenue for the year ended December

2022 includes revenue from any related settlements.

We do not anticipate allocating further resources to monetization of the M-RED Portfolio.

31, 2022 includes revenue from the related settlements.

We do not anticipate allocating further resources to monetization of the M-RED

We did not generate revenue from the M-RED Portfolio in 2023 and we do not anticipate allocating further resources to its monetization.

Audio Messaging Portfolio

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the Company does not generate net proceeds.

On October 8, 2021, AMI brought patent infringement

suits in the U.S.

District for the Eastern District of Texas against ZTE Corporation, Guangdong OPPO Mobile Telecommunications Corp.,

and Beijing Xiaomi Software Co., Ltd.

Those actions were resolved in 2022, and our revenue for the year ended December 31, 2022 includes

revenue from related settlements.

On October 8, 2021, AMI brought patent infringement suits in the U.S.

for the Eastern District of Texas against ZTE Corporation, Guangdong OPPO Mobile Telecommunications Corp., Ltd.

and Beijing Xiaomi Software

Those actions were resolved in 2022, and our revenue for the year ended December 31, 2022 includes revenue from related settlements.

We did not generate revenue from the Audio Messaging Portfolio in 2023 and we do not anticipate allocating further resources to its monetization.

Peregrin Portfolio

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is entitled to a percentage of any gross proceeds realized.

In July 2021, PLL brought patent infringement

suits in the U.S.

District for the Eastern District of Texas against Bank of America Corporation, Discover Financial Services, U.S.

and Wells Fargo & Co.

All actions were resolved in 2021 and our revenue for the year ended December 31, 2021 includes revenue

from any related settlements.

We did not generate revenue from the Peregrin Portfolio in 2022.

We did not generate revenue from the Peregrin Portfolio in 2023 or 2022

and we do not anticipate allocating further resources to its monetization.

Taasera Portfolio

Acquired by our wholly-owned subsidiary, Taasera

Licensing LLC (“TLL”), this portfolio consists of 29 United States patents and 2 foreign patents which generally relate to

the field of network security (the “Taasera Portfolio”).

Licensing LLC (“TLL”), this portfolio consists of 29 United States patents and two foreign patents which generally relate

to the field of network security (the “Taasera Portfolio”).

In June 2021 seven patents were acquired via assignment from Taasera,

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et.al., and Musarubra US, LLC.

The actions against Trend Micro Incorporated,

Checkpoint Software Technologies Ltd, Palo Alto Networks, Inc.

and Crowdstrike, Inc.

were resolved in 2023 and our revenue for the year

ended December 31, 2023 includes revenue from the related settlements.

Soundstreak Portfolio

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District for the Eastern District of Texas against Yamaha Corporation and Steinberg Media Technologies GMBH.

2021, STX brought patent infringement suits in the U.S.

District for the Eastern District of Texas against Sony Group Corporation, Panasonic

Corporation, Olympus Corporation and Nikon Corporation.

In March 2022, STX brought a patent infringement suit in the U.S.

the Eastern District of Texas against Parrot SA, Delair SAS, Drone Volt, SA, EHang Holdings Limited and Flyability SA.

The actions against Sony Group Corporation, Panasonic

Corporation, Olympus Corporation and Nikon Corporation were resolved in 2021 and our revenue for the year ended December 31, 2021 includes

revenue from any related settlements.

The matters against Yamaha Corporation, Steinberg Media Technologies GMBH, Parrot SA, Drone Volt,

SA, Flyability SA and Delair SAS were resolved in 2022 and revenue for the year ended December 31, 2022 includes revenue from any related

2022, STX brought a patent infringement suit in the U.S.

District for the Eastern District of Texas against Parrot SA, Delair SAS, Drone

Volt, SA, EHang Holdings Limited and Flyability SA.

In July 2022, STX brought a patent infringement suit in the U.S.

District for the

Eastern District of Texas against Fujifilm Holdings Corporation et.al.

The actions against Yamaha Corporation, Steinberg Media Technologies GMBH,

Parrot SA, Drone Volt, SA, Flyability SA and Delair SAS were resolved in 2022 and revenue for the year ended December 31, 2022 includes

revenue from the related settlements.

The matter against Fujifilm Holdings Corporation et.

was resolved in 2023 and revenue for the

year ended December 31, 2023 includes revenue from the related settlement.

Multimodal Media Portfolio

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et al and TCL Technology Group Corporation et al.

The actions against ZTE Corporation and Guangdong OPPO Mobile Telecommunications

were resolved in 2023 and revenue for the year ended December 31, 2023 includes revenue from the related settlements.

LS Cloud Storage Portfolio

Acquired through our acquisition of all of the

issued and outstanding equity interests of LS Cloud Storage Technologies LLC (“LSC”) in November 2021, the LS Cloud Portfolio

consists of four United States patents which generally relate to data sharing using distributed cache.

In March 2022, LSC brought patent infringement

suits in the U.S.

District for the Eastern District of Texas against Microsoft Corporation, Google LLC, Cisco Systems, Inc.

and Amazon.com,

In November 2022, Google LLC filed a petition before the patent trial and appeal board for inter partes review of US Patent

The LS Cloud Portfolio consists of four United

States patents which generally relate to data sharing using distributed cache.

In March 2022, LSC brought patent infringement suits in the U.S.

for the Eastern District of Texas against Microsoft Corporation, Google LLC, Cisco Systems, Inc.

and Amazon.com, Inc.

against Microsoft Corporation, Google LLC, Cisco Systems, Inc.

and Amazon.com, Inc.

were resolved in 2023 and we do not anticipate

allocating further resources to its monetization.

Tyche Portfolio

Acquired in January 2022, the Tyche portfolio

consists of two United States patents and related assets relating generally to symmetric inducting devices incorporated in integrated

circuits and in particular to an integrated circuit having symmetric inducting device with a ground shield.

The Tyche portfolio consists of two United States

patents and related assets relating generally to symmetric inducting devices incorporated in integrated circuits and in particular to

an integrated circuit having symmetric inducting device with a ground shield.

In May 2022, Tyche brought patent infringement

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action against Texas Instruments Incorporated was dismissed with prejudice.

As of December 31, 2022 the actions against MediaTek Inc.

and Infineon Technologies AG were stayed pending settlement.

The actions against MediaTek Inc.

and Infineon Technologies

AG were resolved in 2023 and revenue for the year ended December 31, 2023 includes revenue from the related settlement.

Deepwell Portfolio

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of a counter mechanism, whereas the counter mechanism is incremented or decremented based on the occurrence of particular events.

2023, Deepwell Tyche brought a patent infringement suit in the U.S.

District for the Eastern District of Texas against MediaTek Inc.

EDI Portfolio

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payment of the purchase price pursuant to the terms of the purchase agreement.

The HPE Portfolio is held by our wholly owned subsidiary,

Flash Uplink LLC.

HID Portfolio

Acquired by Harbor in March 2023 from Tower, the

HID Portfolio consists of seven United States Patents which relate generally to the field of fabrication of semiconductor structures and

We requested and received a capital advance from QF3 in the amount of $3,300,000, which was used to make payment of the purchase

price pursuant to the terms of the purchase agreement.

Pursuant to the acquisition agreement, Tower is entitled to a portion of the net

proceeds, if any, from monetization of the HID Portfolio.

Koyo Portfolio

Acquired in August 2023 by our wholly owned subsidiary,

Koyo Licensing LLC pursuant to a purchase agreement with Koji Yoden for the acquisition of two United States Patents relating generally

to a user interface at a computing device with a sensitive display (“Koyo Portfolio”).

Pursuant to the purchase agreement,

after recovery of the purchase price Mr.

Yoden is entitled to a portion of net proceeds, if any, as defined in the purchase agreement.

We encounter and expect to continue to encounter

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Intellectual Property Rights

We have fifteen intellectual property portfolios:

We have twenty-two intellectual property portfolios:

financial data, mobile data, Turtle Pak, anchor structure, power management/bus control, diode on chip, rich media, CXT, CMOS, M-RED,

Audio Messaging, Peregrin, Taasera, Soundstreak, Multmodal Media, LS Cloud, Tyyche, Deepwell, EDI and HPE.

The following table sets forth

information concerning our patents and other intellectual property.

Each patent or other intellectual property right listed in the table

below that has been granted is publicly accessible on the Internet website of the U.S.

Audio Messaging, Peregrin, Taasera, Soundstreak, Multmodal Media, LS Cloud, Tyche, Deepwell, EDI, HPE, HID and KOYO.

The following table

sets forth information concerning our patents and other intellectual property.

Each patent or other intellectual property right listed

in the table below that has been granted is publicly accessible on the Internet website of the U.S.

Patent and Trademark Office at www.uspto.gov.

the table below, the anchor structure portfolio is referred to as Mariner, the power management/bus control portfolio is referred to as

Semcom, the diode on chip portfolio is referred to as IC, the Audio Messaging portfolio is referred to as AMI, the Peregrin portfolio

In the table below, the anchor structure portfolio is referred to as Mariner, the power management/bus control portfolio is referred to

as Semcom, the diode on chip portfolio is referred to as IC, the Audio Messaging portfolio is referred to as AMI, the Peregrin portfolio

is referred to as PLL, the Taasera portfolio is referred to as TLL, the Soundstreak portfolio is referred to as STX, the Multimodal Media

portfolio is referred to as MML, the LS Cloud portfolio is referred to as LSC, the Tyche portfolio is referred to as Tyche, the Deepwell

portfolio is referred to as DIP, the EDI portfolio is referred to as EDI, and the HPE portfolio is referred to as HPE.

portfolio is referred to as DIP, the EDI portfolio is referred to as EDI, the HPE portfolio is referred to as HPE, the HID Portfolio is

referred to as HID, the Koyo Portfolio is referred to as KOYO.

Issue / Publication Date

Financial Data

Programmable multiple company credit card system

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Adaptive power control

Issue / Publication Date

PCT Application

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Adaptive power control

Issue / Publication Date

Reexam Certificate

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System and method for implementing intelligent online community message board

System and method for managing online message board

System and method for managing online message

Online content provider system and method

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Online content tabulating system and method

Electronic customer service and rating system and method

Electronic customer service and rating system and

System and method for generating, capturing, and managing customer lead information over a computer network

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CMOS image sensor integrated with memory device

Solid state ccd image sensor having a light shielding layer

Solid state ccd image sensor having a light shielding

Korean Patent

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Photodiode having a plurality of PN junctions and image sensor having the same

Ring oscillator dynamic adjustments for auto calibration

Ring oscillator dynamic adjustments for auto

Method and apparatus for evaluating a known good die using both wire bond and flip-chip interconnects

6 unchanged sentences

Low dielectric-constant dielectric for etchstop in dual damascene backend of integrated circuits

Switching amplifier with voltage-multiplying output stage

Switching amplifier with voltage-multiplying output

Programmable Logic Device Including Bi-Directional Shift Register

66 unchanged sentences

Electric sensor device, method for generating electric signal from array of converter element

System and method for associating audio clips with objects

System and method for associating audio clips with

Issue / Publication Date

45 unchanged sentences

Rules based actions for mobile device management

System security agent authentication and alert distribution

System security agent authentication and alert

Method and Apparatus for Remote Voice-over or Music Production and Management

13 unchanged sentences

Multi-Gesture Media Recording System

US Application

Multi-Gesture Media Recording System

Issue / Publication Date

Multi-Gesture Media Recording System

US Application

Multi-Gesture Media Recording System

Method and system for communicating a data file over a network

16 unchanged sentences

Selective coupling of voltage feeds for body bias voltage in an integrated circuit device

Issue / Publication Date

Diagonal deep well region for routing body-bias voltage for MOSFETS in surface well regions

Layout pattern for deep well region to facilitate routing body-bias voltage

Issue / Publication Date

Diagonal deep well region for routing body-bias voltage for MOSFETS in surface well regions

10 unchanged sentences

System And Method For Authentication Via A Single Sign-on Server

System And Method For Reflashing Disk Drive Firmware

System And Method For Reflashing Disk Drive

IP-based Enhanced Emergency Services Using Intelligent Client Devices

Semiconductor on insulator (SOI) switching circuit

Issue / Publication Date

Semiconductor on insulator (SOI) structure with more predictable junction capacitance and method for fabrication

Anchor vias for improved backside metal adhesion to semiconductor substrate

Through silicon via structure, method of formation, and integration in semiconductor substrate

Deep trench isolation and method for forming same

High performance SiGe heterojunction bipolar transistors built on thin film silicon-on-insulator substrates for radio frequency applications

High performance SiGe heterojunction bipolar transistors built on thin-film silicon-on-insulator substrates for radio frequency applications

User interface for use in computing device with sensitive display

* Subject to any terminal disclaimer

22 unchanged sentences

became exercisable on February 22, 2023, which was the second anniversary of the date of the agreement;

● 100,000 shares at an exercise price of $5.00 per share upon

the third anniversary of the date of the agreement.

As of March 31, 2023, we have no employees other

than our chief executive officer, Mr.

Our employee is not represented by a labor union, and we consider our employee relations

● 100,000 shares at an exercise price of $5.00 per share which

became exercisable on February 22, 2024, which was the third anniversary of the date of the agreement.

As of March 29, 2024, we have two employees, who

are our officers, one of whom works on a part-time basis.

Our employees are not represented by a labor union, and we consider our employee

relations to be good.

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.

What changed 10-K

Item 1. Business