What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2026-03-31 compared with 2025-03-31 · 261 added, 186 removed, 513 unchanged (47% of the section changed)

55 unchanged sentences

Current Portion of Notes Payable

Deferred Income

Dividends Payable

Returnable Deposit

Accrued Expenses

Total Current Liabilities

Notes Payable – Related Party, Net

Operating Lease Liabilities

Notes Payable, Net of Current Portion

Fair Value Liability of Public Warrants

Fair Value Liability of Private Warrants

TOTAL LIABILITIES

7 unchanged sentences

5,000,000 shares authorized, 2,232,879 and 1,607,886 shares issued and outstanding as of the years ended December 31, 2025 and 2024

Class A Common Stock:

Common Stock:

$ 0.0001 par value;

100,000,000 shares authorized, 15,149,655 and 14,958,817 shares issued and outstanding as of the years ended December 31, 2025 and 2024

Dividends Declared

Additional Paid-In Capital

5 unchanged sentences

CONSOLIDATED STATEMENTS OF OPERATIONS

For the Years Ended

Environmental Services

2 unchanged sentences

Cost of Revenue

( 4,145,139 )

Intangibles Amortization Expense

2 unchanged sentences

Professional Fees

Impairment Loss

Total Operating Expenses

( 1,098,394 )

( 1,096,748 )

NET LOSS FROM OPERATIONS

2 unchanged sentences

Income from Investment

Gain (Loss) on Warrant Fair Value Adjustment

(Loss) Gain on Warrant Fair Value Adjustment

Interest Expense

Total Other Income (Expense)

( 1,113,645 )

Total Other (Expense) Income

Weighted Average Shares Outstanding, Basic

5 unchanged sentences

Balance December 31, 2023

$ ( 2,766,749 )

Shares Issued for Purchase of Debt

Shares Issued for Services

Shares Forfeited for Services

Shares Issued in Connection with Warrant and Note Conversions

Shares Issued for Deferred Underwriter Fee

Reverse Recapitalization on October 23, 2023

( 9,088,571 )

( 3,929,870 )

Warrants Issued with Convertible Notes

( 1,113,645 )

Share Buyback

Stock Compensation - Warrants

Preferred Stock – Stock Dividends

Balance December 31, 2024

1 unchanged sentence

Shares Issued for Services

Shares Issued for Conversion of Notes Payable

Shares Issued for Private Sale of Restricted Common Stock

Share Buyback

1 unchanged sentence

Preferred Stock – Stock Dividends

Dividends Declared

Balance December 31, 2025

2 unchanged sentences

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Years Ended

Cash flows from Operating Activities:

2 unchanged sentences

Adjustments to Reconcile Net Loss to Net Cash Provided by (Used in) Operations

Amortization of Debt Discount

Amortization Expense of Right-of-Use Assets

Amortization Expense of Operating Lease Right-of-Use Assets

Amortization of Intangibles

Bad Debt Expense

Depreciation Expense

Issuance of Common Shares for Service

Issuance of Preferred Shares for Service

Stock Compensation - Warrants

Impairment Loss on Intangible Asset

Fair Value Adjustment of Public Warrants

2 unchanged sentences

Accounts Receivable

( 1,499,567 )

Prepaid Insurance

1 unchanged sentence

Fee Income Receivable

Due from Related Party

Accounts Payable – Related Party

1 unchanged sentence

Due to Related Party

Dividends Payable

Deferred Revenue

Returnable Deposit

Accrued Expenses

Net Cash Provided by (Used in) Operating Activities

Net Cash (Used in) Provided by Operating Activities

Cash Flows from Investing Activities

2 unchanged sentences

Withdrawal from Notes Receivable

Investments in Notes Receivable

Investments in Intangible Assets

1 unchanged sentence

Cash Flows from Financing Activities

Payments on Reverse Capitalization

( 3,929,870 )

Proceeds from Deferred Underwriter Fee

Shares Buyback

Preferred Shares Issued for Purchase of Debt

Common Shares Repurchased

Shares Issued for Private Sale of Restricted Common Stock

Shares Issued for Conversion of Notes Payable

Proceeds from Notes Payable

Payments on Notes Payable

Proceeds from Issuance of Convertible Notes

Payments on Convertible Notes

( 1,681,755 )

Proceeds from Convertible Note Conversion

Net Cash (Used in) Provided by Financing Activities

Dividends Paid to Shareholders

Net Cash Provided by (Used in) Provided by Financing Activities

Net Change in Cash

2 unchanged sentences

Supplemental Information

Discount on Convertible Notes

Notes Receivable

Intangible Assets

Cash Paid for Interest

6 unchanged sentences

American Acquisition Opportunity Inc was a blank check company organized on January 20, 2021 under the laws of the State of Delaware and effectuated its combination with Royalty Management Corporation (“RMC”) on October 31, 2023 and at that point changed its name to Royalty Management Holding Corporation (“RMHC” or the “Company”).

On March 20, 2025, the Company changed its state of incorporation from the State of Delaware to State of Florida.

The Company’s business model is to invest or purchase assets that have near and medium-term income potential to provide RMC with accretive cash flow from which it can reinvest in new assets or expand cash flow from those existing assets.

2 unchanged sentences

Basis of Presentation and Consolidation

The Company’s financial statements subsidiaries include the accounts of the Company and the merged corporation RMC, and RMC’s wholly owned subsidiary, RMC Environmental Services LLC (“RMC ES”) All significant intercompany accounts and transactions have been eliminated in consolidation.

The Company’s financial statements subsidiaries include the accounts of the Company and the merged corporation RMC, and RMC’s wholly owned subsidiaries, RMC Environmental Services LLC (“RMC ES”) and Vault Holding Corporation (“Vault”).

All significant intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

14 unchanged sentences

Restricted Cash

At December 31, 2024 and 2023, RMC has $ 195,350 and $ 176,800 , respectively in restricted cash that is at deposit with the Kentucky State Treasurer that serves as a performance bond required for a mining permit held by McCoy Elkhorn Coal LLC.

At December 31, 2025 and 2024, RMC has $ 195,350 in restricted cash that is at deposit with the Kentucky State Treasurer that serves as a performance bond required for a mining permit held by McCoy Elkhorn Coal LLC.

The following table sets forth a reconciliation of cash, cash equivalents, and restricted cash reported in the consolidated balance sheet that agrees to the total of those amounts as presented in the consolidated statement of cash flows for the years ended December 31, 2025 and 2024.

3 unchanged sentences

Allowance for Credit Losses

In June 2016, FASB issued guidance ASC 326, “Credit Losses” which significantly changed how entities will measure credit losses for most financial assets and certain other instruments that aren’t measured at fair value through net income.

The most significant change in this standard is a shift from the incurred loss model to the expected loss model.

Under the standard, disclosures are required to provide users of the financial statements with useful information in analyzing an entity’s exposure to credit risk and the measurement of credit losses.

Financial assets held by the Company that are subject to the guidance in ASC 326 were trade accounts receivable and other accounts receivable, including interest, fees, rental income, convertible notes, and notes receivable.

We adopted the standard effective January 1, 2023.

The impact of the adoption was not considered material to the financial statements and primarily resulted in new/enhanced disclosures only.

Allowance for credit losses amounted to $ 0 for both years ended December 31, 2024 and 2023.

The Company recognizes an allowance for losses on trade accounts receivable in an amount equal to the estimated probable losses net of recoveries.

The current expected credit loss model requires the recognition of lifetime expected credit losses at each reporting date, considering past events, current conditions, and reasonable forecasts.

In assessing the credit quality of our portfolio, management utilizes a provision matrix that classifies trade receivables by customer type and age of receivable.

For receivables with questionable collectability, a specific reserve is assigned.

The estimated credit losses are a reflection of these factors, with the matrix applying percentages to the receivables based on their risk profile, adjusted for current and expected future conditions.

Allowance for credit losses amounted to $ 18,039 and $ 0 for the years ended December 31, 2025 and 2024, respectively.

Property and Equipment

18 unchanged sentences

The conversion feature is linked to the Company’s own equity value, therefore there is no requirement to quantify the beneficial conversion feature.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)

All convertible notes outstanding were converted at the date of business combination on November 1, 2023.

All convertible notes outstanding were converted at the date of Business Combination.

Principal and accrued interest were converted into common shares at $ 6.50 per share.

Amortization expense of the debt discount for the convertible debt of $ 0 and $ 351,460 , which was included in interest expense of $ 135,381 and $ 715,101 , for the years ended December 31, 2024 and 2023, respectively.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)

Revenue Recognition

4 unchanged sentences

Our revenue is comprised of the performance of environmental services and royalty and lease revenue governed by the underlying contracts.

The Company only has one reportable revenue segment.

Environmental Services income is predominantly sourced from a combination of income the Company receives from receiving or selling construction byproducts, such as dirt and asphalt, or providing contract labor to industrial clients for a fee.

Rental income is typically associated with rents and fees the Company receives from tenants on Company-controlled properties.

The Company anticipates additional income in the future in the form of royalty income from investments in various mining projects, real estate, and technologies.

As of December 31, 2025, all the revenue generating activity is undertaken in eastern Kentucky, Indiana, and Limpopo, South Africa.

Deferred revenue of $ 17,643 was recorded at both years ended December 31, 2023 and 2022.

This deferred revenue consisted of an agreement with McCoy Elkhorn Coal LLC (“McCoy”).

Deferred revenue of $ 17,643 and $ 0 , respectively was recognized during the years ended December 31, 2024 and 2023.

The following table disaggregates our revenue by major service line for the years ended:

2 unchanged sentences

Total Revenue

Interest Income from Interest Bearing Accounts

Notes Receivable Interest Income

Income from Investment

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)

12 unchanged sentences

Stock-based compensation is measured at the grant date based on the fair value of the award and is recognized as expense over the applicable vesting period of the stock award (generally 0 to 3 years) using the straight-line method.

On December 17, 2024, the Board of Directors approved compensation to each Director in the amount of 25,000 warrants for each 2024 and 2025 board service, both at an exercise price of $ 1.00 per share, with a 3 -year term, and such warrants will be issued immediately.

Stock-based compensation to board members is accounted for under ASC 718, “Compensation-Stock Compensation”.

6 unchanged sentences

The risk-free interest rate is based on the yield of US treasury government bonds with a remaining term equal to the expected life of the option.

Expected dividend yield is zero because the Company has never paid cash dividends on common shares.

The expected dividend yield is 0.32 4% based on the Company’s current dividend rate of $ 0.01 per year, payable calendar quarterly.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)

6 unchanged sentences

The Company has evaluated its income tax positions and has determined that it does not have any uncertain tax positions.

As of the year ended December 31, 2024, the Company will recognize interest and penalties related to any uncertain tax positions through its income tax expense.

The Company has recognized any interest and penalties related to any uncertain tax positions through its income tax expense.

The Company accounts for income taxes with the recognition of estimated income taxes payable or refundable on income tax returns for the current period and for the estimated future tax effect attributable to temporary differences and carry forwards.

5 unchanged sentences

The provision for income taxes was deemed to be de minimis for the years ending December 31, 2025 and 2024.

Recently Issued Accounting Pronouncements

The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved.

Segment Information

The Company’s operations include corporate and three operating segments.

The Company’s Chief Executive Officer, as its chief operating decision maker (“CODM”), manages and allocates resources to the operations of the Company based on the segment profit and loss statements.

Segment asset information is not used by the CODM to allocate resources.

This enables our Chief Executive Officer to assess our overall level of available resources and determine how best to deploy these resources across projects to monitor and evaluate overall company performance, allocating resources, and establishing management compensation in line with our long-term company-wide strategic goals.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.)

Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards.

The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable.

The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard.

This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

In November of 2023, the FASB issued ASU 2023-07, “Segment Reporting 280:

Improvements to Reportable Segment Disclosures”.

ASU 2023-07 increases the disclosures about a public entity’s reportable segments.

Under ASU 2023-07, a public entity would be required to disclose significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), a description of other segment items by reportable segment, annual disclosures about a reportable segment’s profit or loss and assets required by 280 in interim periods, any additional measures of a segment’s profit or loss used by the CODM to allocate resources, and the title and position of the CODM.

ASU 2023-07 is effective for annual reporting periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

ASU 2023-07 allows for early adoption and requires retrospective adoption.

The Company has adopted this guidance for the year ending December 31, 2024.

The application of this new guidance is not expected to have a material impact on the Company’s consolidated financial condition, results of operations, or cash flows, as the guidance pertains to disclosure only.

In December of 2023, FASB issued ASU No.

2023-09, “Income Taxes (740):

Improvements to Income Tax Disclosures” ASU 2023-09.

Under ASU 2023-09, a public entity will be required to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold, such as if the effect of the reconciling item is equal to or greater than five percent of the amount computed by multiplying pretax income/loss by the applicable statutory income tax rate.

Entities would also have to disclose the amount of income taxes paid disaggregated by federal, state, and foreign taxes and the amount of income taxes paid disaggregated by individual jurisdictions in which income taxes paid is equal to or greater than five percent of total income taxes paid, along with income/loss from continuing operations before income tax expense disaggregated between domestic and foreign and income tax expense from continuing operations disaggregated by federal, state, and foreign.

ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024.

ASU 2023-09 allows for early adoption for annual financial statements that have not yet been issued and allows retrospective and prospective adoption.

The Company will adopt this guidance beginning with its fourth quarter ending December 31, 2025.

New Accounting Pronouncements

Management has determined that the impact of the following recent FASB pronouncements will not have a material impact on the financial statements.

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03 Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) Disaggregation of Income Statement Expenses.

The guidance in ASU 2024-03 requires public business entities to disclose in the notes to the financial statements, among other things, specific information about certain costs and expenses including purchases of inventory;

employee compensation;

and depreciation, amortization and depletion expenses for each caption on the statement of operations where such expenses are included.

ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027.

Early adoption is permitted, and the amendments may be applied prospectively to reporting periods after the effective date or retrospectively to all periods presented in the financial statements.

The Company is currently evaluating the provisions of this guidance and assessing the potential impact on the Company’s financial statement disclosures.

In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures .

This guidance is intended to enhance the transparency and decision-usefulness of income tax disclosures.

The amendments in ASU 2023-09 address investor requests for enhanced income tax information primarily through changes to disclosure regarding rate reconciliation and income taxes paid both in the U.S.

and in foreign jurisdictions.

ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 on a prospective basis, with the option to apply the standard retrospectively.

Early adoption is permitted.

The company is currently evaluating this guidance to determine the impact it may have on its consolidated financial statements disclosures.

No other new accounting pronouncements recently adopted or issued had or are expected to have a material impact on the consolidated financial statements.

Reclassification of Prior Year Presentation

1 unchanged sentence

These reclassifications had no effect on the reported results of operations.

NOTE 3 – BUSINESS COMBINATION

On October 31, 2023, we consummated the business combination, or the Business Combination, contemplated by the Agreement and Plan of Merger, with RMC Sub Inc.

(“Merger Sub”), a wholly-owned subsidiary of American Acquisition Opportunity Inc.

(“AMAO”), a special purpose acquisition company, which is our predecessor, and Royalty Management Co.

(“Legacy Royalty”).

Pursuant to the Merger Agreement, Merger Sub was merged with and into Legacy Royalty, with Legacy Royalty surviving the merger as a wholly owned subsidiary of AMAO (the “Business Combination”).

Upon the closing of the Business Combination, AMAO changed its name to Royalty Management Holdings Co.

with its Class A common stock continuing to be listed on Nasdaq under the ticker symbol “RMCO,” its warrants continuing to be listed on Nasdaq under the symbol “RMCOW.

Royalty Management Holding co.

became the successor entity to AMAO pursuant to Rule 12g-3(a) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

All Round A Convertible Debt notes, accrued interest, and warrants were converted into 539,736 shares of Class A Common Stock of RMCO at the date of Business Combination.

At the closing of Business Combination, all shares of Class B Common Stock were automatically converted into 3,076,500 shares of Class A Common Stock.

RMCO filed an amended and restated certificate of incorporation that removed the Class B Common Stock from the authorized capitalization of the Company.

Legacy Royalty shareholders of stock were exchange those shares for RMCO shares at a rate of 1 private company share for 1.5 shares of public company shares .

NOTE 3 - INVESTMENTS IN CORPORATIONS AND LLCS

4 unchanged sentences

FUB Mineral LLC

On October 1, 2021, the Company made an investment into FUB Mineral LLC (“FUB”) in the amount of $ 250,000 in exchange 38.45 % of the membership interest.

On October 1, 2021, the Company made an investment into FUB Mineral LLC (or “FUB”) in the amount of $ 250,000 in exchange 38.45 % of the membership interest.

As such, the investment in FUB will be accounted for using the equity method of accounting.

On February 1, 2022, the Company invested an additional $ 200,000 into FUB through the purchase of debt held in that entity, resulting in the current Company’s ownership of 41.75 % of FUB.

FUB Mineral is an entity that owns or controls coal properties and real estate in the United States that can be leased to mining companies for rental income or a royalty on sales.

The Company recorded passthrough activity of $ 12,736 and $ 5,491 , for the years ended December 31, 2025 and 2024, respectively.

5 unchanged sentences

As such, the investment in Ferrox will be accounted for using the cost method of accounting.

Ferrox is a mining company with operations in South Africa that is focused on extracting and selling iron, vanadium, titanium, and phosphate.

The consideration paid to Maxpro for those shares was the sum of 627,806 shares of common stock of the Company.

17 unchanged sentences

The convertible debt is unsecured and has no guarantees.

As part of its investment in the convertible debt of Ferrox, the Company also received an additional 833,335 common shares of Ferrox at the time of investment.

As part of its investment in the convertible debt of Ferrox, the Company also received an additional 166,667 common shares of Ferrox at each of the five dates of investment that took place during March and September 2022, for a total 835,335 common shares.

Advanced Magnetic Lab, Inc.

4 unchanged sentences

The Convertible Promissory Notes carry a 10.0 % annual interest rate, compounded monthly, and has the ability to convert into common stock of AML at a rate of $ 1.50 per share, or repaid at maturity, which is twenty-four months after issuance.

The notes that were issued between December 21, 2022 and May 5, 2023 have an extended maturity date of March 18, 2027.

The Convertible Promissory Notes are unsecured and have no guarantees.

2 unchanged sentences

Notes receivable as of December 31, 2025 and 2024 consisted of the following:

McCoy Elkhorn Coal LLC

American Resources Corporation

McCoy Elkhorn Coal LLC

Perry County Resources LLC

Mining & Equipment Ltd.

Total Notes Receivable

McCoy Elkhorn Coal LLC

On May 20, 2022, the Company entered into an agreement to fund the development of a series of coal mines located in Pike County, Kentucky in exchange for a promissory note to repay the Company its capital invested, plus interest, and then an ongoing overriding royalty from coal sold from the mines.

$ 117,623 plus interest of $ 17,643 has been funded by the Company under this contract thus far.

The operator of the property is a related entity and is described more in Note 13.

American Resources Corporation

On July 31, 2022, the Company purchased certain payments that are owed to Texas Tech University (“TTU”) from American Resources Corporation for the agreement to participate in sponsored research services performed by TTU and agreed to assume responsibility for those payments.

The payments that were due to TTU amounted to $ 100,000 and the Company has since paid $ 56,578 of that amount so far on behalf of American Resources Corporation.

A note payable between the Company and ARC was created to reflect the assumption by the Company of these payments and the note pays interest of 7.0 % interest rate, compounded quarterly.

The payments that were due to TTU amounted to $ 100,000 and the Company has since paid the full amount so far on behalf of American Resources Corporation.

A note payable between the Company and ARC was created to reflect the assumption by the Company of these payments and the note paid interest of 7.0 % interest rate, compounded quarterly.

The note originally matured on July 31, 2024, but was extended on July 30, 2024 to mature on July 31, 2026 .

1 unchanged sentence

The operator of the technology is a related entity and is described more in Note 11.

McCoy Elkhorn Coal LLC

On January 1, 2025, the Company and McCoy Elkhorn Coal LLC agreed to convert certain accrued fees due from McCoy Elkhorn Coal to the Company under a Promissory Note and Overriding Royalty Agreement to a promissory note with a principal amount of $ 50,662 .

The promissory note holds a 0 % interest rate for the first 12 months, and then thereafter the interest rate is fixed at an annual 4.26 % for the remainder of the term, which matures on January 1, 2027 .

The note has one balloon payment due at the end of the note term.

On January 1, 2025, the Company and McCoy Elkhorn Coal LLC agreed to convert certain accrued fees due from McCoy Elkhorn Coal to the Company under a General Indemnity and Supplemental Fee Agreement to a promissory note with a principal amount of $ 48,714 .

The promissory note holds a 9.39 % annual interest rate and matures on January 1, 2027 .

The note has one balloon payment due at the end of the note term.

Perry County Resources LLC

On January 1, 2025, the Company and Perry County Resources LLC agreed to convert certain accrued fees due from Perry County Resources to the Company under a Sales Agreement to a promissory note with a principal amount of $ 95,000 .

The promissory note holds a 0 % interest rate for the first 12 months, and then thereafter the interest rate is fixed at annual 4.26 % for the remainder of the term, which matures on January 1, 2027 .

The note has one balloon payment due at the end of the note term.

Mining & Equipment Ltd.

2 unchanged sentences

in the form of Promissory Notes and a royalty payable to the Company on all products and materials sold from the permit over the life of the permitted resource.

On February 10, 2025 an additional $ 3,500 was invested.

On April 16, 2025, an additional $ 15,030 was invested.

The Promissory Notes hold a 10.0 % annual interest rate, compounded monthly, and matures on December 31, 2025 .

7 unchanged sentences

Heliponix LLC

Reelement Technologies Corporation

Reelement Technologies Operating Corporation

Accumulated Amortization

Total Intangible Assets

Amortization expense - Intangible Assets totaled $ 56,846 and $ 67,386 for the years ended December 31, 2024 and 2023, respectively.

Amortization expense - Intangible Assets totaled $ 56,846 for both years ended December 31, 2025 and 2024.

Land Betterment Exchange (LBX)

33 unchanged sentences

The value of ANU’s Class B units received by the Company is considered nominal.

Reelement Technologies Corporation

On September 12, 2024, the Company into a Technology Development Services Agreement with ReElement Technologies Corporation (“ReElement”) whereby the Company will pay for certain research and development by ReElement to produce technologies related to the purification and separation of platinum group metals, gold, and silver from ore bodies and recycled products (the “PGM Technology”).

Reelement Technologies Operating Corporation

On September 12, 2024, the Company into a Technology Development Services Agreement with ReElement Technologies Operating Corporation (“ReElement”) whereby the Company will pay for certain research and development by ReElement to produce technologies related to the purification and separation of platinum group metals, gold, and silver from ore bodies and recycled products (the “PGM Technology”).

The maximum total fees to be paid by RMC in connection with each of the deliverables and the services is an agreed-to-amount of up to $200,000.

3 unchanged sentences

The intangible will be treated as an indefinite lived asset as the ongoing royalty rights will remain in place indefinitely.

On September 1, 2025, the Company entered into a Royalty Agreement with ReElement whereby RMC will provide payment of the patent development for ReElement in exchange for a royalty.

The fees RMC will pay directly to a third-party vendor on behalf of ReElement will be for a twelve-month period beginning the date of the contract.

These fees will be for the creation of the patent(s) utilized by ReElement.

As of December 31, 2025, $55,500 has been invoiced and paid to the third-party vendor.

RMC will receive a royalty from the gross sales resulting from ReElement’s use or license of the Intellectual Property equal to 2.5% occurring until RMC receives royalty payments to 115% of the fees paid, and then 0.50% occurring through the remainder of the royalty term.

The intangible will be treated as an indefinite lived asset as the ongoing royalty rights will remain in place indefinitely.

As of December 31, 2025, future amortization expense are as follows:

9 unchanged sentences

The Company leases certain land and office space under noncancelable operating leases, typically with initial terms of 5 to 21 years.

The Company leases an office from an affiliated entity, Land Resources & Royalties (“LRR”), located in Hazard, Kentucky.

We pay $ 250 a month, plus common charges, in rent with an initial lease term of 10 years.

The Company subleases an office from an affiliated entity, American Resources Corporation (“ARC”), located in Fishers, Indiana.

Historically we have paid $ 2,143 a month in rent, but starting January 2024 that rent was lowered to $ 1,500 per month, with an initial lease term of 10 years.

The Company leases land from an affiliated entity, LRR, located in Pike County, Kentucky.

We pay $ 2,000 a month in rent with an initial lease term of 21 years.

The Company leases land from an affiliated entity, LRR, located in Hamilton County, Indiana.

We pay a minimum of $ 2,000 a month in rent or 20 % of the immediately prior month’s total monthly gross revenues from the lessee’s operations.

The initial lease term is 5 years.

NOTE 9 – LEASES (cont.)

As of December 31, 2025 and 2024 right of use assets and liabilities were comprised of the following:

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Present Value of Lease Liabilities

NOTE 10 –NOTE PAYABLE - RELATED PARTY

As of December 31, 2024 and 2023, the amount outstanding of non-convertible Note Payable to related parties amounted to:

Gross Principal Value of Note Payable – Related Party

Unamortized Loan Discounts

Total Note Payable – Related Party, Net

As of first quarter 2024, this note will no longer be required to be classified as related party.

At the effective date of our business combination on October 31, 2023, the Manager of Westside Advisors LLC was no longer an officer of the Company.

NOTE 9 - NOTES PAYABLE

2 unchanged sentences

Total Notes Payable

As of December 31, 2024, remaining maturities of notes payable were as follows:

2029 and Thereafter

Notes Payable – Round B

1 unchanged sentence

Accrued interest of $ 0 and $ 32,470 was recorded at December 31, 2025 and 2024, respectively.

The notes issued under Round B are due two years from the date of issuance.

Due dates are in October 2025 .

On April 1, 2022, the Company purchased the rights to receive rental income from a related party from property located in Pike County, Kentucky.

The rental income is $ 2,500 per month and the consideration paid by the Company to the seller was a total of $ 149,150 , which represents $ 60,000 in cash to be paid to the seller in the form of 80 % of the monthly rental income until the cash consideration is paid in full, plus the issuance of $ 89,150 worth of shares of the Company that will be valued at the same per common share value at the consummation of a transaction that results in the Company becoming publicly traded.

Of the $60,000 in cash to be paid to the seller, $ 0 and $ 20,000 is outstanding at December 31, 2024 and 2023, respectively.

There is no interest due on the unpaid portion of the monthly rental income.

STOCKHOLDERS’ EQUITY

The notes were converted to common stock at September 1, 2025 .

NOTE 10 - STOCKHOLDERS’ EQUITY

Preferred Stock - The Company is authorized to issue 10,000,000 shares of “blank check” preferred stock with a par value of $ 0.0001 per share with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s Board of Directors.

2 unchanged sentences

At December 31, 2025 and 2024, there were 2,232,879 and 1,607,886 , respectively, shares of preferred stock issued or outstanding.

Class A Common Stock — The Company is authorized to issue 100,000,000 shares of Class A common stock with a par value of $ 0.0001 per share.

Holders of the Company’s Class A common stock are entitled to one vote for each share.

At December 31, 2024 and 2023, there were 14,958,817 and 14,270,761 , respectively shares of Class A common stock issued and outstanding.

Common Stock — The Company is authorized to issue 100,000,000 shares of common stock with a par value of $ 0.0001 per share.

Holders of the Company’s common stock are entitled to one vote for each share.

At December 31, 2025 and 2024, there were 15,149,705 and 14,958,817 , respectively shares of common stock issued and outstanding.

On April 13, 2024, the Company’s Board of Directors unanimously voted to approve a discretionary stock repurchase program.

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The shares may be repurchased in the open market or in privately negotiated transactions, at prices that the Company deems appropriate and subject to market conditions, applicable law and other factors deemed relevant in the Company's sole discretion.

At December 31, 2025, the Company has repurchased a total of 193,052 shares of its common stock, which represents a combination of 31,177 open market purchases and 161,875 shares purchased through private transactions.

NOTE 10 - STOCKHOLDERS’ EQUITY (cont.)

On August 29, 2025, the Company received $ 50,000 consideration and issued 26,316 shares of Common Stock in a privately negotiated transaction with an accredited investor at $ 1.90 per share.

On September 1, 2025, holders of Round B Notes Payable agreed to convert the entire principal and accrued interest of the Notes into shares of Common Stock at a conversion price of $ 1.90 per share, resulting in 265,708 shares being issued.

Dividends – The Board of Directors approved and declared a dividend of $ 0.0025 per share on January 30, 2025 for each quarterly period ending June 30, 2025 through June 30, 2026.

This resulted in a total dividend of $ 37,410 being paid on July 14, 2025 to common stockholders on record at June 30, 2025.

A total dividend of $ 36,928 was paid on October 10, 2025 to common stockholders on record at September 30, 2025.

A total dividend of $ 37,852 will be paid on January 10, 2026 to common stockholders on record at December 31, 2025.

Stock-based Compensation - Effective December 17, 2024, the Board of Directors of the Company adopted a board compensation plan.

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The cost is expected to be recognized on a weighted average basis over a period of three years.

The following table summarizes the activity of our stock warrants for the year ended December 31, 2024:

The following table summarizes the activity of our stock warrants:

Exercise Price

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Exercisable (Vested) - December 31, 2024

RELATED PARTY TRANSACTIONS

Forfeited or Expired

Outstanding December 31, 2025

Exercisable (Vested) - December 31, 2025

NOTE 11 - RELATED PARTY TRANSACTIONS

Land Resources & Royalties LLC / Wabash Enterprises LLC

The Company may at times in the future lease property from Land Resources & Royalties LLC (“LRR”) and enter into various other agreements with LRR and/or its parent company, Wabash Enterprises LLC, an entity managed by Thomas Sauve and which Kirk Taylor is also part beneficial owner.

Furthermore, on October 31, 2023, as part of the Business Combination, Wabash Enterprises LLC and LRR became an owner of Class A Common Stock of the Company and several leases and agreements exist between LRR and the Company, for which LRR receives income.

Land Betterment Corporation

The Company may at times in the future enter into agreements with Land Betterment Corporation, an entity in which Kirk Taylor is a director, President and Chief Financial Officer and Thomas Sauve who is a director and Chief Development Officer.

The Company has entered into a contractor services agreement with Land Betterment Corporation for environmental services personnel.

The contract called for cost plus 12.5% margin .

The Company currently, and may at times in the future, leases property from Land Resources & Royalties LLC (“LRR”) and enter into various other arms-length agreements with LRR and/or its parent company, Wabash Enterprises LLC, entities managed by Thomas Sauve.

Furthermore, on October 31, 2023, as part of the Business Combination, Wabash Enterprises LLC and LRR became an owner of Common Stock of the Company and several leases and agreements exist between LRR and the Company, for which LRR receives income.

American Resources Corporation

The Company may at times enter into agreements with American Resources Corporation (“ARC”) and its subsidiaries and affiliates, including McCoy Elkhorn Coal LLC and Perry County Resources LLC, an entity in which Thomas Sauve is a director and President, and Kirk Taylor is the Chief Financial Officer.

The Company may at times enter into arms-length agreements with American Resources Corporation (“ARC”) and its subsidiaries and affiliates, an entity in which Thomas Sauve is a director and President.

First Frontier Capital LLC

The Company may at times enter into financing agreements with First Frontier Capital LLC, an entity managed and beneficially owned by Thomas Sauve, Chief Executive Officer of the Company.

On February 1, 2022, First Frontier Capital LLC invested $ 10,000 cash into the Company in the form of the Round A Convertible Note and 385 warrants issued under Warrant “A-7.” On October 31, 2023, as part of the Business Combination, the notes and warrants held by First Frontier Capital LLC were converted into Class A Common Stock of the Company.

The Company may at times enter into financing agreements with First Frontier Capital LLC, an entity managed by Thomas Sauve, Chief Executive Officer and Chairman of the Company.

Mining & Equipment Ltd.

The Company may at times enter into agreements with T.

Mining & Equipment Ltd., an entity owned 51 % by a subsidiary of American Resources Corporation.

The Company may at times enter into arms-length agreements with T.

Mining & Equipment Ltd., an entity that has provided American Resources Corporation with certain sales rights.

RMHC has currently provided investment to T.

Mining & Equipment in the form of debt, in combination with the right to receive a royalty from the sales.

Administrative Services Arrangement

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At the date of business combination, the services agreement terminated.

As of both years ended December 31, 2024 and 2023, $ 120,000 , is accrued and owed under this agreement.

The balance as of December 31, 2024 was $ 120,000 .

On March 1, 2025, the Company and ARC negotiated the settlement of $ 381,243 which includes $ 120,000 for the Administrative Services Arrangement and $ 261,243 for the Promissory Note – Related Party.

In this settlement, the Company issued ARC 381,243 shares of Series A Preferred Stock in the Company.

Promissory Note — Related Party

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From inception to date, $ 485,900 was advanced and repaid.

As of both years ended December 31, 2024 and 2023, $ 261,243 is outstanding.

As of the years ended December 31, 2025 and 2024, $ 0 and $ 261,243 is outstanding, respectively.

NOTE 12 - INCOME TAXES

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.

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All years are open to examination as of December 31, 2025.

NOTE 13 - WARRANTS

Upon the Company initial capitalization, private warrants were issued to its founding investors.

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The Public Warrants will expire five years from the completion of a Business Combination or earlier upon redemption or liquidation.

The Company will not be obligated to deliver any Class A common stock pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the Class A common stock underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration, or a valid exemption from registration is available.

No warrant will be exercisable, and the Company will not be obligated to issue a Class A common stock upon exercise of a warrant unless the Class A common stock issuable upon such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants.

The Company has agreed that as soon as practicable, but in no event later than 20 business days, after the closing of a Business Combination, it will use its commercially reasonable efforts to file with the SEC a registration statement for the registration, under the Securities Act, of the Class A common stock issuable upon exercise of the warrants.

The Company will use its best efforts to cause the same to become effective and to maintain the effectiveness of such registration statement, and a current prospectus relating thereto, until the expiration of the warrants in accordance with the provisions of the warrant agreement.

If a registration statement covering the shares of Class A common stock issuable upon exercise of the warrants is not effective by the sixtieth (60th) business day after the closing of a Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption.

Notwithstanding the above, if shares of Class A common stock are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elect, it will not be required to file or maintain in effect a registration statement, and in the event the Company does not so elect, it will use its best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available.

WARRANTS (cont.)

The Company will not be obligated to deliver any common stock pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the Class A common stock underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration, or a valid exemption from registration is available.

No warrant will be exercisable, and the Company will not be obligated to issue common stock upon exercise of a warrant unless the common stock issuable upon such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants.

NOTE 13 - WARRANTS (cont.)

Once the warrants become exercisable, the Company may redeem the outstanding warrants:

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upon not less than 30 days’ prior written notice of redemption, or the 30-day redemption period, to each warrant holder;

if, and only if, the reported last sale price of the Class A common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending three business days before the Company sends the notice of redemption to the warrant holders .

If and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws.

If the Company calls the Public Warrants for redemption, management will have the option to require any holder that wishes to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement.

The exercise price and number of shares of Class A common stock issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including in the event of a stock dividend, or recapitalization, reorganization, merger or consolidation.

However, except as described below, the Public Warrants will not be adjusted for issuances of Class A common stock at a price below its exercise price.

Additionally, in no event will the Company be required to net cash settle the Public Warrants.

If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of Public Warrants will not receive any of such funds with respect to their Public Warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with respect to such Public Warrants.

Accordingly, the Public Warrants may expire worthless.

In addition, if (a) the Company issues additional Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of a Business Combination at an issue price or effective issue price of less than $ 9.20 per Class A common stock (with such issue price or effective issue price to be determined in good faith by the Company’s Board of Directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or its affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (b) the aggregate gross proceeds from such issuances represent more than 60 % of the total equity proceeds, and interest thereon, available for the funding of a Business Combination on the date of the consummation of a Business Combination (net of redemptions), and (c) the volume weighted average trading price of its Class A ordinary shares during the 20 trading day period starting on the trading day after the day on which the Company consummates its Business Combination (such price, the “Market Value”) is below $ 9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115 % of the higher of the Market Value and the Newly Issued Price, and the $ 18.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to 180 % of the higher of the Market Value and the Newly Issued Price.

WARRANTS (cont.)

The Private Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Warrants and the Class A common stock issuable upon the exercise of the Private Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions.

if, and only if, the reported last sale price of the common stock equals or exceeds $ 18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending three business days before the Company sends the notice of redemption to the warrant holders .

In addition, if (a) the Company issues additional common stock or equity-linked securities for capital raising purposes in connection with the closing of a Business Combination at an issue price or effective issue price of less than $ 9.20 per common stock (with such issue price or effective issue price to be determined in good faith by the Company’s Board of Directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or its affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (b) the aggregate gross proceeds from such issuances represent more than 60 % of the total equity proceeds, and interest thereon, available for the funding of a Business Combination on the date of the consummation of a Business Combination (net of redemptions), and (c) the volume weighted average trading price of its ordinary shares during the 20 trading day period starting on the trading day after the day on which the Company consummates its Business Combination (such price, the “Market Value”) is below $ 9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115 % of the higher of the Market Value and the Newly Issued Price, and the $ 18.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to 180 % of the higher of the Market Value and the Newly Issued Price.

The Private Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Warrants and the common stock issuable upon the exercise of the Private Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions.

Additionally, the Private Warrants will be exercisable on a cashless basis and be non-redeemable, except as described above, so long as they are held by the initial purchasers or their permitted transferees.

If the Private Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants.

NOTE 13 - WARRANTS (cont.)

The Company uses the black Scholes option pricing model to value its warrants and options.

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Exercisable (Vested) - December 31, 2025

FAIR VALUE MEASUREMENTS

NOTE 14 - FAIR VALUE MEASUREMENTS

The Company follows the guidance in ASC 820 for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually.

11 unchanged sentences

The note and the warrants were converted into shares of the Company as part of the Business Combination on October 31, 2023.

The balance is $ 0 and $ 1,681,755 at the years ended December 31 2024, and 2023, respectively.

The balance is $ 0 at both years ended December 31 2025, and 2024.

The following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis at December 31, 2025 and 2024 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:

Warrant Liability – Public Warrants

Warrant Liability – Private Warrants

The Warrants were accounted for as liabilities in accordance with ASC 815-40 and are presented within warrant liabilities on our accompanying December 31, 2025 and 2024 consolidated balance sheets.

The warrant liabilities are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities in the consolidated statement of operations.

FAIR VALUE MEASUREMENTS (cont.)

NOTE 14 - FAIR VALUE MEASUREMENTS (cont.)

The Private Warrants were initially valued using a Modified Black Scholes Option Pricing Model, which is considered to be a Level 3 fair value measurement.

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Fair Value as of December 31, 2025

COMMITMENTS AND CONTINGENCIES

NOTE 15 - COMMITMENTS AND CONTINGENCIES

In the course of normal operations, the Company is involved in various claims and litigation that management intends to defend.

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In accordance with FINRA Rule 5110(f)(2)(E)(i), such right of first refusal shall not have a duration of more than three years from the effective date of the registration statement of which this prospectus forms a part.

SEGMENT REPORT

The Company operates and evaluates its business as a single reportable segment.

This segment invests or purchases assets that have near and medium-term income potential to provide the Company with accretive cash flow from which it can reinvest in new assets or expand cash flow from those existing assets.

This single segment is identified because it engages in business activities in which it generates revenues and expenses, its performance is reviewed by the Company’s Chief Executive Officer who is the chief operating decision maker (“CODM”), and it has distinct financial information available.

The CODM assesses performance of the reportable segment and decides how to allocate resources based on consolidated net income, which is also reported on the consolidated statements of operations.

The CODM uses this information to compare actual results against expectations in assessing the performance of the segment.

The Company’s long-lived assets and its revenues are located in the United States.

The accounting policies of the reportable segment are the same as those described in Note 2.

The total segment assets are the same as the consolidated total assets reported on the consolidated balance sheets.

Refer to the consolidated statements of operations for the details of this reportable segment.

SUBSEQUENT EVENTS

On January 13, 2025, the Company entered into a stock purchase agreement with a shareholder to purchase a total of 161,875 shares of Common Stock at a Purchase Price of $ 121,406 , paid in regular payments of $10,000 per month over the next twelve months with a final payment of $11,406 .

On March 1, 2025, the Company and American Resources Corporation negotiated the settlement of the full amount $ 381,243 that is payable by the Company to American Resources Corporation for the issuance of 381,243 shares of Series A Preferred Stock in the Company.

NOTE 16 - SEGMENT REPORT

In its operation of the business, management, including our chief operating decision maker, who is also our CEO, reviews certain financial information, including segmented internal profit and loss statements.

All the revenue generating activity is undertaken and assets are held in eastern Kentucky, Indiana, and Limpopo, South Africa.

For all of the segments, the CODM uses segment operating income (loss) in the annual budgeting and forecasting process.

The CODM considers profit measures when making decisions about allocating capital and personnel to the segments.

The CODM also uses segment operating income to assess the performance for each segment by comparing the results and return on assets of each segment with one another.

During the periods presented, we reported our financial performance based on the following segments:

Corporate, Royalty Management Corporation (RMC), RMC Environmental Services (RMCES) and Vault Holding Corporation (Vault).

Our reportable segments are described below.

Corporate - Includes metal recovery revenue and direct cost of sales related to the maintenance of mining operations in connection with the Share Exchange Agreement with Quest Energy.

In addition, certain costs are incurred at a corporate level and allocated to our segments.

These allocated costs generally include corporate overhead and administrative support costs incurred as a part of a corporate program.

Each allocation is measured differently based on the specific facts and circumstances of the costs being allocated and is generally based on relative gross margin or relative headcount.

RMC – To invest or purchase assets that have near and medium-term income potential to provide RMC with accretive cash flow from which it can reinvest in new assets or expand cash flow from those existing assets.

RMCES – Environmental services business that supports residential, municipal, and commercial development.

Vault – Holds a contract to manage the electrical power account for a coal mining complex in Perry County, Kentucky.

The Company plans to leverage this power infrastructure to support digital currency operations, including hosting or managing mining activities.

The accounting policies of our reportable segments are the same as those described in the “Summary of Significant Accounting Policies” for the Company.

Revenue and costs are generally directly attributed to our segments.

However, due to the integrated structure of our business, certain revenue recognized and costs incurred by one segment may benefit other segments.

NOTE 16 - SEGMENT REPORT (cont.)

The tables below present information about reported segments for the years ending:

December 31, 2025

Royalty Management

Corporation - Investments

Environmental

Vault Holding Corporation

Operating Income (Loss)

$ ( 638,892 )

$ ( 100,346 )

$ ( 293,617 )

December 31, 2024

Royalty Management

Corporation - Investments

Environmental

Vault Holding Corporation

Operating Income (Loss)

$ ( 557,944 )

$ ( 126,381 )

$ ( 312,358 )

A reconciliation of total segment revenues to total consolidated revenues and of total segment gross margin and segment operating income (loss) to total consolidated income (loss), for the years ended December 31, 2025 and 2024, is as follows:

December 31, 2025

Royalty Management

Corporation - Investments

Environmental

Vault Holding Corporation

Environmental Services

Rental Income

Total Revenue

Cost of Revenue

( 4,145,139 )

Intangibles Amortization Expense

Depreciation Expense

General and Administrative Expenses

Professional fees

Total Operating Expenses

( 1,098,394 )

Segment Net (Loss) Income from Operations

$ ( 638,892 )

$ ( 100,346 )

$ ( 293,617 )

Reconciliation to Net (Loss) Income:

Other Income (Expense)

Interest income

Income from Investment

Loss on Warrant Fair Value Adjustment

Interest Expense

Total Other (Expense) Income

Net (Loss) Income

$ ( 1,223,024 )

$ ( 726,890 )

December 31, 2024

Royalty Management

Corporation - Investments

RMC Environmental Services

Vault Holding Corporation

Environmental Services

Rental Income

Total Revenue

Cost of Revenue

Intangibles Amortization Expense

Depreciation Expense

General and Administrative Expenses

Professional fees

Total Operating Expenses

( 1,096,748 )

Segment Net (Loss) Income from Operations

$ ( 557,944 )

$ ( 126,381 )

$ ( 312,358 )

Reconciliation to Net (Loss) Income:

Other Income (Expense)

Interest income

Income from Investment

Gain on Warrant Fair Value Adjustment

Interest Expense

Total Other (Expense) Income

Net (Loss) Income

$ ( 382,080 )

$ ( 104,148 )

$ ( 114,261 )

Assets are not allocated to segments for internal reporting presentations.

Total assets, by segment were as follows:

Corporate - RMHC

Royalty Management Corporation - Investments

RMC Environmental Services

Vault Holding Corporation

NOTE 17 - SUBSEQUENT EVENTS

The Board of Directors approved and declared a dividend of $ 0.0025 per share on January 30, 2025 for each quarterly period ending June 30, 2025 through June 30, 2026.

A total dividend of $ 37,852 was paid on January 10, 2026 to common stockholders on record at December 31, 2025.

A dividend has been declared for the period ending March 31, 2026.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

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 8. Financial Statements and Supplementary Data