RELIABILITY INC 10-Q

Item 1. Financial Statements RELIABILITY INCORPORATED AND SUBSIDIARY UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (amounts in thousands, except share and per share data) March 31, December 31, 2026 2025 ASSETS CURRENT ASSETS Cash and cash equivalents $ 619 $ 483 Trade receivables, net of allowance for credit losses 2,466 1,594 Other receivables 28 28 Notes receivable from related parties 6,422 6,357 Prepaid expenses and other current assets 260 341 Total current assets 9,795 8,803 Other intangible assets, net 2 2 Property, plant and equipment, net 34 40 Total assets $ 9,831 $ 8,845 LIABILITIES AND STOCKHOLDERS’ EQUITY CURRENT LIABILITIES Factoring liability $ 1,105 $ 455 Accounts payable 930 728 Accrued expenses 437 323 Accrued payroll 534 381 Deferred revenue 230 235 Notes payable, current 27 34 Total current liabilities 3,263 2,156 LONG-TERM LIABILITIES Notes payable, net of current 14 16 Total long-term liabilities 14 16 Total liabilities 3,277 2,172 Commitments and contingencies (Note 6) - - STOCKHOLDERS’ EQUITY Common stock, without par value, 300,000,000 shares authorized; 300,000,000 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively. See Note 10 regarding the subsequent return of shares to the Company effective April 2, 2026. Additional paid-in capital 750 750 Retained earnings 5,804 5,923 Total stockholders’ equity 6,554 6,673 Total liabilities and stockholders’ equity $ 9,831 $ 8,845 The accompanying notes are an integral part of these statements. 3 RELIABILITY INCORPORATED AND SUBSIDIARY UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (amounts in thousands, except share data and per share data) 2026 2025 For the Three Months Ended March 31, 2026 2025 Revenue earned Service revenue $ 5,551 4,746 Cost of revenue Cost of revenue 4,781 4,105 Gross profit 770 641 Selling, general, and administrative expenses 856 1,023 Operating loss ( 86 ) ( 382 ) Other income (expense) Interest income from related parties 65 126 Interest income 1 1 Interest expense ( 20 ) ( 52 ) Other income (expense) ( 76 ) ( 26 ) Loss before income tax (expense) benefit ( 116 ) ( 333 ) Income tax (expense) benefit ( 3 ) - Consolidated net loss $ ( 119 ) ( 333 ) Net loss per share: Basic $ ( 0.00 ) $ ( 0.00 ) Diluted $ ( 0.00 ) $ ( 0.00 ) Shares used in per share computation: Basic 300,000,000 300,000,000 Diluted 300,000,000 300,000,000 The accompanying notes are an integral part of these statements. 4 RELIABILITY INCORPORATED AND SUBSIDIARY UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY For the Three Months Ended March 31, 2026 and 2025 (amounts in thousands, except share data and per share data) Additional Common Stock Paid-in Retained Total Shares Amount Capital Earnings Equity Balance, December 31, 2025 300,000,000 $ - $ 750 $ 5,923 $ 6,673 Net loss - - - ( 119 ) ( 119 ) Balance, March 31, 2026 300,000,000 $ - $ 750 $ 5,804 $ 6,554 Balance 300,000,000 $ - $ 750 $ 5,804 $ 6,554 Balance, December 31, 2024 300,000,000 $ - $ 750 $ 6,587 $ 7,337 Net loss - - - ( 333 ) ( 333 ) Balance, March 31, 2025 300,000,000 $ - $ 750 $ 6,254 $ 7,004 Balance 300,000,000 $ - $ 750 $ 6,254 7,004 The accompanying notes are an integral part of these statements. 5 RELIABILITY INCORPORATED AND SUBSIDIARY UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (amounts in thousands) 2026 2025 For the Three Months Ended March 31, 2026 2025 Cash flows from operating activities: Net loss $ ( 119 ) $ ( 333 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation and amortization 4 8 Loss on receivable purchase agreements 33 Loss on Disposal of fixed assets 3 - Accrued interest ( 66 ) ( 126 ) Changes in operating assets and liabilities: Trade receivables ( 905 ) 1,524 Prepaid expenses and other current assets 81 ( 24 ) Accounts payable 202 ( 197 ) Accrued payroll 153 153 Accrued expenses 114 ( 47 ) Deferred revenue ( 5 ) 1 Income taxes payable - - Net cash provided by (used in) operating activities $ ( 505 ) $ 959 Cash flows from investing activities: Purchase of fixed assets $ - $ 1 Net cash provided by (used in) investing activities - 1 Cash flows from financing activities: Proceeds from the factoring facility 1,931 2,222 Repayments to the factoring facility ( 1,280 ) ( 3,434 ) Repayment of note payable ( 10 ) ( 6 ) Net cash provided by (used in) financing activities $ 641 ( 1,218 ) Net increase (decrease) in cash and cash equivalents 136 ( 258 ) Cash and cash equivalents, beginning of period 483 522 Cash and cash equivalents, end of period $ 619 $ 264 The accompanying notes are an integral part of these statements. 6 RELIABILITY INCORPORATED AND SUBSIDIARY UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS, continued (amounts in thousands) For the Three Months Ended March 31, Supplemental disclosures of cash flow information: 2026 2025 Cash paid during the period for: Interest $ 20 $ 52 Income taxes $ 14 $ - 7 RELIABILITY INCORPORATED AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2026 (amounts in thousands, except share data and per share data) NOTE 1. NATURE OF OPERATIONS AND BASIS OF PRESENTATION Nature of Operations Reliability Incorporated operates through its wholly owned subsidiary, The Maslow Media Group, Inc. (“MMG” or “Maslow”) (collectively, the “Company,” “Reliability,” “we,” “our,” or “us”) as a workforce management solutions company providing specialized staffing, employer of record (“EOR”), managed services, video production staffing, and direct hire solutions. For more than 30 years, MMG primarily served the media and entertainment industries. Beginning in late 2019, the Company expanded its service offerings into broader professional staffing categories, including information technology, accounting and finance, human resources, administrative support, sales, and related professional services. The Company now services clients across a variety of industries throughout the United States. The Company currently operates across four principal business segments: Employer of Record (“EOR”), Staffing Solutions, Video and Multimedia Production Resources, and Direct Hire. EOR represented approximately 81.0% of consolidated revenue during the three months ended March 31, 2026. The Staffing Solutions segment provides skilled field talent on a nationwide basis for client partner projects, while Video Production supports specialized production crews and media-related staffing assignments that may range from short-duration projects to multi-month engagements. The Direct Hire segment focuses on permanent placement services and strategic recruiting assignments. In connection with the October 29, 2019 reverse merger transaction, the Company became involved in a series of disputes and arbitration proceedings with former controlling shareholders and related parties commonly referred to as the “Vivos Group.” Arbitration awards issued between 2022 and 2023, together with related court judgments and subsequent settlement agreements, resulted in the transfer of a substantial number of shares back to the Company and established certain monetary obligations owed by members of the Vivos Group. On February 16, 2026, the Company entered into a settlement agreement with certain members of the Vivos Group resolving various outstanding disputes and claims. In connection with the settlement, 253,292,210 shares of the Company’s common stock were transferred to the Company effective April 2, 2026, reducing the Company’s outstanding common shares to 46,707,790 as of that date. For accounting and presentation purposes, the returned shares are treated as treasury shares. NOTE 2. GOING CONCERN The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. For the years ended December 31, 2025 and 2024, the Company incurred net losses of $ 664 and $ 594 , respectively. In addition, the Company’s operations require significant working capital to fund payroll and related obligations in advance of collecting client receivables, and the Company remains dependent on receivables-based financing arrangements and timely collections from a concentrated customer base to meet its obligations as they come due. These conditions and events, considered in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date these consolidated financial statements are issued. Management has developed plans to mitigate these conditions and events, which include continued use of existing receivables-based financing arrangements, cost containment and operating expense reductions, efforts to improve revenue and margin mix through higher-margin staffing and managed services, anticipated reductions in legal expenditures following the February 2026 Vivos settlement, and potential capital structure flexibility after the share transfer was completed on April 2, 2026. In connection with the return of approximately 84% of the Company’s previously outstanding common shares, management is evaluating a range of potential strategic and financing alternatives, such as, but not limited to; M&A opportunities or other possible business combinations, strategic issuance of equity or equity-linked securities (including convertible instruments), capital raises, and other capital structure or financing. Proceeds from any such transactions, if pursued, would be expected to support investments in business development, technology infrastructure, and other growth-oriented initiatives, as well as general working capital needs. However, t hese plans are not entirely within the Company’s control. 8 RELIABILITY INCORPORATED AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2026 (amounts in thousands, except share data and per share data) Because t hese plans are not entirely within the Company’s control and may not be fully achieved, substantial doubt about the Company’s ability to continue as a going concern is not alleviated. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty. NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The unaudited condensed consolidated interim financial statements include the accounts of the Company and all wholly owned divisions, including its 100 % owned subsidiary, MMG. All significant intercompany accounts and transactions have been eliminated in consolidation. All dollar amounts presented in this Form 10-Q, unless otherwise specified, are expressed in thousands. The accompanying unaudited condensed consolidated interim financial statements have been prepared in accordance with U.S. GAAP applicable to interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) applicable to Quarterly Reports on Form 10-Q. Accordingly, certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the accompanying unaudited condensed consolidated interim financial statements reflect all normal recurring adjustments necessary for a fair presentation of the Company’s financial position, results of operations, changes in shareholders’ equity, and cash flows for the interim periods presented. These unaudited condensed consolidated interim financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. Interim operating results for the three months ended March 31, 2026 are not necessarily indicative of the results that may be expected for the full fiscal year ending December 31, 2026. Management Estimates The consolidated financial statements and related disclosures are prepared in conformity with United States (“U.S.”) generally accepted accounting principles (“GAAP”). The Company must make estimates and judgments that affect the amounts reported in the consolidated financial statements and accompanying notes. Estimates are used for, but not limited to revenue recognition, allowances for credit losses, and recoverability of notes receivable, useful lives for depreciation and amortization, loss contingencies, and the valuation allowances for deferred income taxes. Actual results may be materially different from those estimated. In making its estimates, the Company considers the current economic and legislative environment. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of 90 days or less to be cash equivalents. Concentration For the three months ended March 31, 2026, two clients each accounted for more than 10% of total revenue, representing approximately 40.8 % and 28.5 %, respectively, or 69.3 % in total. For the same period in 2025, the same two clients also exceeded the 10% revenue threshold, representing approximately 37.2 %, and 24.6 %, with the relative concentration between the two clients reversing year-over-year. From an accounts receivable concentration perspective, one client represented $ 909 , or 47.3 % , of total billed accounts receivable of $ 1,924 as of March 31, 2026. As of March 31, 2025, three clients each represented more than 10% of total accounts receivable of $ 2,864 . The same client noted above represented $ 459 , or 16.0 % , of total accounts receivable, while a second client represented $ 1,489 , or 52.0 % , and a third client represented $ 334 , or 11.7 % , of total accounts receivable. 9 RELIABILITY INCORPORATED AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2026 (amounts in thousands, except share data and per share data) Recently Issued Accounting Pronouncements Adopted In 2025, the FASB issued ASU 2025-05, which provides updated guidance related to the accounting for credit losses on accounts receivable and contract assets under Topic 326. The Company adopted ASU 2025-05 effective January 1, 2026; however, based on its existing receivables portfolio, historical collection experience, and current credit monitoring practices, the Company does not currently expect adoption of the standard to have a material impact on its consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted In 2025, the FASB issued ASU 2025-06, which provides updated guidance related to the accounting for internal-use software and cloud computing arrangements, including the capitalization and amortization of certain implementation costs. The standard is effective for annual reporting periods beginning after December 15, 2027, with early adoption permitted. The Company primarily utilizes third-party hosted software solutions and does not expect adoption of the standard to have a material impact on its consolidated financial statements. However, the Company continues to evaluate the potential impact of the standard on future software implementation costs and system customizations associated with potential growth initiatives. On November 4, 2024, the FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40) , which requires enhanced disclosures regarding certain expense captions presented in the income statement. The standard is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact the adoption of this standard may have on its consolidated financial statement disclosures. The Company does not believe any other recently issued but not yet effective accounting pronouncement, if adopted, would have a material effect on its present or future consolidated financial statements. NOTE 4. ACCOUNTS RECEIVABLE Accounts receivable consist of the following: SCHEDULE OF ACCOUNTS RECEIVABLE March 31, 2026 December 31, 2025 Accounts receivable, unfactored $ 740 $ 979 Unbilled receivables 542 127 Accounts receivable, factored 1,184 488 Total Accounts Receivable $ 2,466 $ 1,594 10 RELIABILITY INCORPORATED AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2026 (amounts in thousands, except share data and per share data) NOTE 5. DEBT AND TRANSFER OF FINANCIAL ASSETS Factoring Facility The Company is party to a factoring and security agreement with Gulf Coast Business Credit (“Gulf”) the accounts receivable finance and asset-based lending division of Gulf Coast Bank & Trust Company; which provides liquidity by enabling the Company to obtain advances against eligible accounts receivable (i.e., invoices) to Gulf in exchange for immediate cash advances. The proceeds from this agreement are primarily used to fund operating expenses, including employee compensation, vendor payments, and general overhead. Under the terms of the agreement, Gulf advances funds at an interest rate equal to the prime rate plus 2 %, with an additional advance fee of 15 basis points. The eligible advance amount is up to 93 % of the face value of an invoice. The agreement is structured on a month-to-month basis and requires the Company to comply with certain financial covenants, including those related to invoicing activity and minimum reserve account balances. Receivables are sold to Gulf on a full recourse basis, meaning the Company retains the risk of collection. Because the factoring arrangement is full recourse, it is accounted for as a secured borrowing under ASC 860, Transfers and Servicing , rather than as a sale of receivables. For the three months ended March 31, 2026, the Company received $ 1,931 in proceeds under the factoring facility and repaid $ 1,280 under the agreement. This compares to $ 2,222 in proceeds and $ 3,434 in repayments for the period ended March 31, 2025. The outstanding balance under the factoring arrangement was $ 1,105 as of March 31, 2026 and $ 455 as of December 31, 2025. The factoring facility is collateralized by substantially all the assets of the Company. In the event of a default, the factor may demand that the Company repurchase the receivable or debit the reserve account. Receivables Purchase Programs During 2025, the Company began participating in receivables purchase programs with JPMorgan (“JPM”) and Mitsubishi UFJ Financial Group (“MUFG”) under which certain approved trade receivables may be sold on a non-recourse basis (other than limited breach-based repurchase obligations). Transfers that meet program eligibility are accounted for as sales under ASC 860 and the receivables are derecognized; related program discounts and fees are recorded as loss on sale. Cash proceeds and settlements are presented in operating cash flows. During the three months ended March 31, 2026, we sold $ 2,209 and $ 416 of receivables under these programs, received $ 2,182 and $ 410 of cash proceeds, recognized $ 27 and $ 6 in discounts and fees recorded as loss on sale, and had $ 109 and $ 117 of derecognized receivables outstanding at period end. There was no activity in the three-month period ending March 31, 2025. Insurance Financing MMG also employs short term 10-month loan agreements annually to finance advance payments on Crime, EPLI, E&O, and D&O insurances. In 2024-2025, MMG entered into two loans totaling $ 140 with finance charges each over 10 months totaling approximately $ 6 . The combined APR for these loans is 5.0 %. Software Financing with Long Term Debt On October 30, 2024, the Company entered into a deferred payment agreement related to its ADP implementation, completed in January 2024. The total amount of $ 52 is payable over 24 months with an interest rate of 6.21 %. On April 4, 2025, the Company entered into a second deferred payment agreement totaling $ 39 , related to the implementation and multi-year licensing of the Datarails, analytics platform. This amount is payable over 36 months and carries a 0.0 % interest rate. As of March 31, 2026, the aggregate current portion of these obligations was $ 27 , with the long-term portion totaling $ 14 . 11 RELIABILITY INCORPORATED AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2026 (amounts in thousands, except share data and per share data) NOTE 6. COMMITMENTS AND CONTINGENCIES The Company is subject to legal proceedings and claims that arise in the ordinary course of business. Management does not believe that the resolution of any such matters, individually or in the aggregate, will have a material adverse effect on the Company’s financial position, results of operations, or cash flows, except as described below. Vivos Group Settlement As previously disclosed, the Company and its subsidiary, MMG were involved in litigation and arbitration proceedings with certain former shareholders and related parties associated with the Vivos Group arising from the October 29, 2019 merger transaction and related promissory note obligations. During prior periods, the Company obtained arbitration awards and related court judgments in its favor, including amounts related to promissory notes, accrued interest, attorneys’ fees, expenses, and other damages. On February 16, 2026, the Company entered into a settlement agreement with the Vivos Group to resolve the outstanding judgments and related enforcement matters. Pursuant to the settlement agreement and related consent judgment entered by the Circuit Court for Montgomery County, Maryland, the Vivos Group agreed to transfer an aggregate of 253,292,210 shares of the Company’s common stock to the Company. On April 7, 2026, the Company was notified by Equiniti Shareholder Services, LLC, its transfer agent, that the transfers were completed and effective as of April 2, 2026. As a result of the transfers, the Company’s outstanding common shares were reduced by 253,292,210 shares. The Company may utilize shares available for future issuance in connection with future capital raising activities, mergers and acquisitions, investments in business development and technology infrastructure, other strategic and growth initiatives, and general working capital purposes. As of March 31, 2026, 300,000,000 shares of Company common stock were issued and outstanding. See Note 10 regarding the subsequent transfer of shares to the Company effective April 2, 2026. NOTE 7. EQUITY The Company’s authorized capital stock consists of 300,000,000 shares of common stock, with no par value. As of March 31, 2026, all authorized shares of Company common stock were issued and outstanding. See Note 10 regarding the subsequent return of shares to the Company effective April 2, 2026. NOTE 8 – RELATED PARTY TRANSACTIONS Former Related Party Relationship Prior to and following the October 29, 2019 merger, members of the Vivos Group were majority shareholders of the Company and were considered related parties. As of March 31, 2026, the Vivos Group continued to be considered related parties pending completion of the settlement described below. Related Party Notes Receivable Amounts due from the Vivos Group arose from acquisition-related borrowings and advances made prior to the October 29, 2019 merger. These borrowings consisted primarily of promissory notes and related advances associated with the Maslow Media acquisition structure. 12 RELIABILITY INCORPORATED AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2026 (amounts in thousands, except share data and per share data) Following arbitration proceedings concluded in 2022 and supplemental awards issued in 2023, the outstanding balances, together with accrued interest and related obligations, were incorporated into the final arbitration awards and related court judgments. The balance sheet reflected the amount due from members of the Vivos Group was approximately $ 6,422 on March 31, 2026, compared to $ 6,357 on December 31, 2025. Settlement and Subsequent Event On February 16, 2026, the Company entered into a settlement agreement with the Vivos Group pursuant to which members of the Vivos Group agreed to transfer to the Company shares of the Company’s common stock in settlement of the outstanding judgments and related obligations. On April 2, 2026, pursuant to a consent judgment entered by the Circuit Court for Montgomery County, Maryland, an aggregate of 253,292,210 shares of the Company’s common stock were transferred to the Company. On April 7, 2026, the Company was notified by Equiniti Shareholder Services, LLC, its transfer agent, that the transfers were completed and effective as of April 2, 2026. As a result of the settlement and share transfer completed effective April 2, 2026, obligations owed by the Vivos Group, including amounts previously reflected as related party notes receivable, were satisfied in full. Following completion of the transaction, the Vivos Group no longer held an ownership interest in the Company and ceased to be considered a related party. Following completion of the transaction, the transferred shares were no longer outstanding. NOTE 9. BUSINESS SEGMENTS The Company operates within four industry segments: EOR, Recruiting and Staffing (“Staffing”), Direct Hire, and Video Production. The EOR segment provides media field talent to a host of large corporate customers in all 50 states. The Recruiting and Staffing (“Staffing”) segment provides skilled Media and IT field talent on a nationwide basis for customers in a myriad of industries. Direct Hire fulfils direct placement requests by MMG clients for a wide variety of posts, including administrative, media, and IT professionals. The Video and Multimedia Production segment provides script-to-screen services for corporate, government, and non-profit clients, globally. Segment gross profit includes revenue and cost of services only. Currently, the Company is not allocating interest income, interest expense, depreciation expense, other income (expense), income tax benefit (expense) and sales, general, and administrative expenses at the segment level. Our operating segments align with our organizational structure and are regularly reviewed by our Chief Executive Officer (our chief operating decision-maker or “CODM”) to allocate resources and assess performance. No additional segment expense categories (beyond cost of services) are regularly provided to the CODM. We evaluate segments based on revenue and gross profit, which also guide our annual budgeting process. Monthly, our CODM reviews segment revenue and gross profit against the prior year and budget to inform working capital allocation decisions. The measure of segment assets is reported on the consolidated balance sheet as total assets. The following table provides a reconciliation of revenue and gross profit by reportable segment to consolidated results for the three-month periods ended March 31, 2026 and 2025, respectively: 13 RELIABILITY INCORPORATED AND SUBSIDIARY NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS March 31, 2026 (amounts in thousands, except share data and per share data) Gross Profit Performance by Segment SCHEDULE OF GROSS PROFIT PERFORMANCE BY SEGMENT For the Three Months Ended March 31: March 31, 2026 March 31, 2025 Business Segment Revenue Gross Profit GM % Business Segment Revenue Gross Profit GM % EOR $ 4,495 $ 482 10.7 % EOR $ 3,755 $ 452 12.0 % Staffing $ 997 $ 270 27.1 % Staffing $ 932 $ 167 17.9 % Video Production $ 59 $ 18 30.5 % Video Production $ 49 $ 13 26.5 % Direct Hire $ - $ - - Direct Hire $ 10 $ 9 90.0 % Total $ 5,551 $ 770 13.9 % Total $ 4,746 $ 641 13.5 % NOTE 10. SUBSEQUENT EVENTS The Company evaluated subsequent events through May 20, 2026, the date these unaudited condensed consolidated financial statements were available to be issued. On April 2, 2026, pursuant to a consent judgment entered by the Circuit Court for Montgomery County, Maryland in connection with the previously disclosed settlement agreement with the Vivos Group, an aggregate of 253,292,210 shares of the Company’s common stock were transferred to the Company. On April 7, 2026, the Company was notified by Equiniti Shareholder Services, LLC, its transfer agent, that the transfers had been completed, effective April 2, 2026. Effective April 2, 2026, the share transfer satisfied and extinguished the outstanding arbitration awards and related judgments, including amounts previously reflected as related party notes receivable. Following the transaction, the transferred shares were no longer outstanding. As of April 2, 2026, the Company had 46,707,790 shares of common stock outstanding. Management believes the resulting reduction in outstanding shares provides increased flexibility for future strategic and capital planning initiatives. Because the transfer was completed after March 31, 2026, the accounting effect of the returned shares will be reflected in the second quarter of 2026. For accounting and presentation purposes, the returned shares are treated as treasury shares. 14