What changed in this filing

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Item 1. Financial Statements

2026-08-14 compared with 2026-05-20 · 255 added, 201 removed, 215 unchanged (68% of the section changed)

6 unchanged sentences

Trade receivables, net of allowance for credit losses

Unbilled receivables

Other receivables

10 unchanged sentences

Accrued payroll

State income tax liability

Deferred revenue

7 unchanged sentences

STOCKHOLDERS’ EQUITY

Common stock, without par value, 300,000,000

shares authorized;

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.

Common stock, without par value, 300,000,000 shares authorized and issued;

46,707,790 and 300,000,000 shares outstanding as of June 30, 2026 and December 31, 2025, respectively

Treasury stock, at cost, 253,292,210 shares as of June 30, 2026

Additional paid-in capital

6 unchanged sentences

in thousands, except share data and per share data)

For the Three Months Ended March 31,

For the Three Months Ended June 30,

Revenue earned

4 unchanged sentences

Operating loss

Other income (expense)

Other Expenses

Interest income from related parties

1 unchanged sentence

Interest expense

Other (expense)

Loss before income tax (expense) benefit

Income tax (expense) benefit

Consolidated net loss

Net loss per share:

Shares used in per share computation:

accompanying notes are an integral part of these statements.

INCORPORATED AND SUBSIDIARY

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

in thousands, except share data and per share data)

For the Six Months Ended June 30,

Revenue earned

Service revenue

Cost of revenue

Selling, general, and administrative expenses

Operating loss

Other income (expense)

Interest income from related parties

Interest income

Interest expense

Loss before income tax (expense) benefit

6 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

the Three Months Ended March 31, 2026 and 2025

the Three Months Ended June 30, 2026 and 2025

in thousands, except share data and per share data)

Treasury Stock

Balance, December 31, 2025

Balance, March 31, 2026

Treasury stock acquired in settlement of notes receivable

( 253,292,210 )

Balance, June 30, 2026

Balance, December 31, 2024

Balance, March 31, 2025

Balance, June 30, 2025

accompanying notes are an integral part of these statements.

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

in thousands)

For the Three Months Ended March 31,

(amounts in thousands, except share data and per

For the Six Months Ended June 30,

Cash flows from operating activities:

6 unchanged sentences

Trade receivables

Other Receivables

Prepaid expenses and other current assets

11 unchanged sentences

Repayments to the factoring facility

Repayment of note payable

Net cash provided by (used in) financing

Proceeds from issuing short-term debt

Proceeds from issuing long-term debt

Repayment of long term debt

Net cash provided by (used in) financing activities

Net increase (decrease) in cash and cash equivalents

5 unchanged sentences

in thousands)

For the Three Months Ended March 31,

Supplemental disclosures of cash flow information:

For the Six Months Ended June 30,

Supplemental disclosures of cash flow information:

Cash paid during the period for:

Noncash settlement of related-party notes receivable through receipt of treasury shares

INCORPORATED AND SUBSIDIARY

1 unchanged sentence

in thousands, except share data and per share data)

NATURE OF OPERATIONS AND BASIS OF PRESENTATION

NATURE OF OPERATIONS

of Operations

13 unchanged sentences

EOR represented approximately 77.2% 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.

ended June 30, 2026 and 79.2% during the six months then ended.

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.

connection with the October 29, 2019 reverse merger transaction, the Company became involved in a series of disputes and arbitration

4 unchanged sentences

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.

settlement resulted in 253,292,210 shares of the Company’s common stock being transferred to the Company on 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

were treated as treasury shares.

GOING CONCERN

accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern.

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.

six months ended June 30, 2026, the Company incurred a net loss of $ 325 .

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.

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.

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.

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;

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.

has developed plans to mitigate these conditions and events, which include expanded cost containment measures and operating expense reductions, re-financing,

and discontinuing Receivables Purchase Program for higher cost Factoring, for cash flow purposes and other debt/equity structures.

INCORPORATED AND SUBSIDIARY

1 unchanged sentence

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

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.

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, these plans are not entirely within the Company’s

these 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.

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unaudited condensed consolidated interim financial statements include the accounts of the Company and all wholly owned divisions, including

owned subsidiary, MMG.

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.

amounts presented in this Form 10-Q, unless otherwise specified, are expressed in thousands.

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

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

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.

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.

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 and six months ended June 30, 2026 are not necessarily

indicative of the results that may be expected for the full fiscal year ending December 31, 2026.

consolidated financial statements and related disclosures are prepared in conformity with United States (“U.S.”) generally

10 unchanged sentences

Company considers all highly liquid investments with an original maturity of 90 days or less to be cash equivalents.

Concentration

the three months ended March 31, 2026, two clients each accounted for more than 10% of total revenue, representing approximately 40.8 %

respectively, or 69.3 %

For the same period in 2025, the same two clients also exceeded the 10% revenue threshold, representing approximately 37.2 %,

with the relative concentration between the two clients reversing year-over-year.

From an accounts receivable

concentration perspective, one client represented $ 909 ,

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.

INCORPORATED AND SUBSIDIARY

2 unchanged sentences

Issued Accounting Pronouncements Adopted

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.

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.

however, based on its existing receivables

portfolio, historical collection experience, and current credit monitoring practices, the adoption

did not have a material impact on the Company’s consolidated financial statements, other than the required enhanced disclosures.

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.

2025, the FASB issued ASU 2025-06, Internal-Use Software, which provides updated guidance related to the accounting for

internal-use software and cloud computing arrangements, including the capitalization and amortization of certain implementation

The standard is effective for annual reporting periods beginning after December 15, 2027, including interim periods within

those annual reporting periods, 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.

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.

standard is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December

Company continues to evaluate the potential impact of the standard on future software implementation costs and system customizations

associated with potential growth initiatives.

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.

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.

The Company is currently evaluating the impact

that the adoption of this standard may have on its consolidated financial statement disclosures.

In December 2025, the FASB issued ASU 2025-11, Interim

Reporting (Topic 270):

Narrow-Scope Improvements .

The amendments clarify the entities and interim reporting methods subject to Topic

270, consolidate and clarify interim disclosure requirements, and provide a principles-based framework for determining when disclosures

about significant events and changes since the most recent annual reporting period are required.

The amendments are effective for public

business entities for interim reporting periods within fiscal years beginning after December 15, 2027, with early adoption permitted.

The Company is currently evaluating the effect of adopting this guidance but does not expect adoption to have a material effect on its

consolidated financial statements or related disclosures.

In December 2025, the FASB issued ASU 2025-12, Codification

Improvements .

The amendments clarify, correct and improve various provisions of the Accounting Standards Codification across a broad

range of topics, including earnings per share, credit losses, treasury stock, debt, leases and transfers of financial assets.

The amendments

are effective for all entities for annual reporting periods beginning after December 15, 2026, including interim periods within those

annual reporting periods.

Early adoption is permitted, including adoption on an issue-by-issue basis.

The Company is currently evaluating

the effect of adopting the amendments, including those applicable to treasury-stock transactions, but does not expect adoption to have

a material effect on its consolidated financial statements or related disclosures.

evaluated ASU 2025-07 through ASU 2025-10 and ASU 2026-01 through ASU 2026-02 and determined that these pronouncements are not applicable

to the Company’s current operations.

Accordingly, adoption of these pronouncements is not expected to have a material effect on

the Company’s consolidated financial statements or related disclosures.

INCORPORATED AND SUBSIDIARY

TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

in thousands, except share data and per share data)

ACCOUNTS RECEIVABLE

1 unchanged sentence

OF ACCOUNTS RECEIVABLE

Accounts receivable, factored

Accounts receivable, unfactored

Unbilled receivables

Accounts receivable, factored

Total accounts receivable

INCORPORATED AND SUBSIDIARY

TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

in thousands, except share data and per share data)

DEBT AND TRANSFER OF FINANCIAL ASSETS

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.

from this agreement are primarily used to fund operating expenses, including employee compensation, vendor payments, and general overhead.

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.

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

4 unchanged sentences

reserve account balances.

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

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.

receivables are assigned or pledged to Gulf as collateral on a full-recourse basis, meaning the Company retains the risk of collection.

Accordingly, the factoring arrangement is accounted for as a secured borrowing under ASC 860, Transfers and Servicing .

six months ended June 30, 2026, gross proceeds and repayments under the facility were $ 4,111 and $ 4,052 , respectively, compared with

respectively, for the six months ended June 30, 2025.

The outstanding factoring liability was $ 514

as of June 30, 2026 and $ 455

as of December 31, 2025.

factoring facility is collateralized by substantially all the assets of the Company.

8 unchanged sentences

Cash proceeds and settlements are presented in operating cash flows.

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.

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 .

APR for these loans is 5.0 %.

the six months ended June 30, 2026, the Company sold $ 4,126 and $ 737 of receivables under the JPM and MUFG programs, respectively,

and received cash proceeds of $ 4,077 and $ 725 , respectively.

The Company recognized an aggregate of $ 60 in discounts and fees

as loss on sale.

Derecognized receivables outstanding at June 30, 2026 were $ 757 and $ 143 under the JPM and MUFG programs,

respectively.

No repurchases occurred.

There was no activity under these programs during the six months ended June 30, 2025.

INCORPORATED AND SUBSIDIARY

TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

in thousands, except share data and per share data)

also uses short-term, 10-month financing arrangements to fund annual premiums for crime, employment practices liability, errors and omissions,

and directors and officers insurance.

During the 2025–2026 policy period, MMG entered into two premium-financing arrangements totaling

$ 140 , with aggregate finance charges of approximately $ 6 and a combined annual percentage rate of approximately 5.0 %.

Financing with Long Term Debt

3 unchanged sentences

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 .

INCORPORATED AND SUBSIDIARY

TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

in thousands, except share data and per share data)

amount is payable over 36 months and carries a 0.0 % interest rate.

As of June 30, 2026, the aggregate current portion of these obligations

was $ 17 , with the long-term portion totaling $ 14 .

COMMITMENTS AND CONTINGENCIES

4 unchanged sentences

Group Settlement

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.

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.

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.

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,

As a result of the transfers, the Company’s outstanding common shares were reduced by 253,292,210

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.

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.

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.

The settlement created 253.3 million treasury shares that may be available for potential reissuance,

subject to board approval, applicable law and any other required approvals.

of June 30, 2026, 300,000,000 shares of the Company’s common stock were issued, of which 46,707,790 shares were outstanding and

253,292,210 shares were held as treasury stock following completion of the settlement described above.

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.

As of June 30, 2026, 300,000,000

shares were issued, 46,707,790 shares were outstanding, and 253,292,210 shares were held as treasury stock.

The treasury shares received

in the Vivos settlement were recorded at $ 6,422 , corresponding to the carrying amount of the related-party notes receivable satisfied

in the transaction.

INCORPORATED AND SUBSIDIARY

TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

in thousands, except share data and per share data)

8 – RELATED PARTY TRANSACTIONS

During June 2026, an officer advanced a board

approved $ 110

to the Company for working capital purposes.

The advance is unsecured, bears interest at the prime interest rate per annum, and

matures within 90 days.

The amount remained outstanding as of June 30, 2026 and is included in Notes payable, current on the

accompanying condensed consolidated balance sheet.

Related Party Relationship

1 unchanged sentence

related parties.

As of March 31, 2026, the Vivos Group continued to be considered related parties pending completion of the settlement

described below.

Upon completion of the settlement and share transfer described below, the Vivos Group ceased to hold an ownership interest

in the Company and was no longer considered a related party as of June 30, 2026.

Party Notes Receivable

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consisted primarily of promissory notes and related advances associated with the Maslow Media acquisition structure.

INCORPORATED AND SUBSIDIARY

TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

in thousands, except share data and per share data)

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.

and Subsequent Event

amount due from members of the Vivos Group was $ 6,357 as of December 31, 2025.

Including interest recognized through the settlement date,

the carrying amount satisfied through the April 2, 2026 share transfer was $ 6,422 .

Accordingly, no related-party notes receivable remained

outstanding as of June 30, 2026.

and Share Transfer

February 16, 2026, the Company entered into a settlement agreement with the Vivos Group pursuant to which members of the Vivos Group

4 unchanged sentences

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

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.

BUSINESS SEGMENTS

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.

and Multimedia Production segment provides script-to-screen services for corporate, government, and non-profit clients, globally.

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

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.

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:

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.

The Company derecognized the $ 6,422 carrying amount of

the notes receivable and recognized treasury stock in the same amount.

The transaction was noncash.

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, and the transferred

shares were no longer outstanding.

INCORPORATED AND SUBSIDIARY

1 unchanged sentence

in thousands, except share data and per share data)

BUSINESS SEGMENTS

Company operates within four

industry segments:

Employer of Record (“EOR”), Recruiting and Staffing (“Staffing”), Direct Hire, and Video

and Multimedia Production (“Video Production”).

The EOR segment provides media field talent to a host of large corporate

customers in all 50 states.

The 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 Production segment provides

script-to-screen services for corporate, government, and non-profit clients, globally.

Segment revenue and gross profit

are the measures regularly provided to and reviewed by the Company’s executive management team, consisting of the Chief Financial

Officer and the Vice President of Human Resources, who also serves as Acting Principal Officer.

These officers jointly perform the function

of the chief operating decision maker (“CODM”).

Segment gross profit is defined as segment revenue less cost of revenue.

Cost of revenue is the only significant segment expense regularly provided to the CODM.

There were no other segment items for any reportable

segment during the periods presented.

Interest income, interest expense, depreciation expense, other income and expense, income tax expense,

and selling, general and administrative expenses are not allocated to or included in the results of the reportable segments.

The CODM reviews segment revenue and gross profit

to assess performance and inform resource-allocation decisions.

Personnel resources, including recruiter staffing levels, are allocated

based on multiple factors, including current and anticipated requisition demand, client requirements and overall business needs, and are

not determined solely by historical segment results.

Asset information by reportable segment is not regularly

provided to or reviewed by the CODM.

following tables present revenue and gross profit by reportable segment for the three and six-month periods ended June 30, 2026 and

2025 and reconcile the segment measures to consolidated results.

the three months ended June 30, 2026, consolidated results include a $ 1 revenue reconciling item and a $ 1 reduction to gross profit relative

to the sum of the reportable segments.

For the six months ended June 30, 2026, consolidated gross profit includes a $ 1 reduction relative

to the sum of the reportable segments.

These differences reflect rounding and general-ledger reconciling items.

Profit Performance by Segment

SCHEDULE OF GROSS PROFIT PERFORMANCE BY SEGMENT

the Three Months Ended March 31:

March 31, 2026

March 31, 2025

the Three Months Ended June 30:

June 30, 2026

June 30, 2025

Business Segment

2 unchanged sentences

Video Production

the Six Months Ended June 30:

June 30, 2026

June 30, 2025

Business Segment

Video Production

SUBSEQUENT EVENTS

Company evaluated subsequent events through May 20, 2026, the date these unaudited condensed consolidated financial statements were available

to be issued.

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.

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.

the transfer was completed after March 31, 2026, the accounting effect of the returned shares will be reflected in the second quarter

For accounting and presentation purposes, the returned shares are treated

as treasury shares.

Company evaluated subsequent events through August 14, 2026, the date these unaudited condensed consolidated financial statements were issued.

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-Q

Item 1. Financial Statements