Item 2. Unregistered Sales of Equity Securities
ITEM
2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
Except
as set forth below, we have not sold any unregistered equity securities during the three months ended December 31, 2025 that were not
previously disclosed in a current report on Form 8-K that was filed during the quarter.
● On
November 17, 2025, we issued 4,000,000 shares of common stock to Dogecoin Ventures LLC pursuant
to the strategic advisor agreement described above.
We
issued these securities in reliance upon an exemption from the registration requirements of Section 5 of the Securities Act of 1933,
as amended.
We
did not repurchase any shares of our common stock during the three months ended December 31, 2025.
ITEM
3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM
4. MINE SAFETY DISCLOSURES.
Not
applicable.
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