Note 7. Share-Based Compensation & Warrants

Stock Options & Awards

Generally accepted accounting principles require share-based payments to employees, including grants of employee stock options, warrants, and common stock to be recognized in the income statement based on their fair values at the date of grant, net of estimated forfeitures.

The Company has granted stock-based compensation to employees, including stock options and stock awards in conjunction with our Board of Director and executive employment agreements, including stock awards and bonuses that are prorated or vest.

In 2025, we issued additional stock awards to our Chief Executive Officer, of 160,266 shares of our common stock (net of tax withholdings) under the terms of his employment agreement for his services rendered from October 28, 2024 to January 27, 2025. Based on the renewal of the CEO’s employment agreement, we owe Mr. Ballengee 688,891 shares of Common Stock for his employment period beginning October 28, 2024 through October 27, 2025, to be paid in three equal quarterly installments of 172,222 shares of Common Stock, and one installment of 172,225 shares (prior to tax withholdings). Under our employment agreement with our Chief Financial Officer, he is due bonuses at various times and/or upon certain events happening, namely an annual cash incentive bonus for December 31, 2024 of $225,000, an annual equity incentive bonus of $112,500, and a bonus for the close of the acquisition of the Endeavor Entities of $100,000 paid in stock, totaling $437,500, due in shares of common stock, which total 462,462 shares of common stock (prior to tax withholdings) based on the employment agreement. We issued stock for these bonuses in February 2025, and issued 105,213 shares after tax withholdings. On February 10, 2025, we entered into an Amendment No. 1 to our Employment Agreement with our Vice President, Operations & Construction, which issued 74,701 additional shares of our common stock, which is valued at $75,000. We also have quarterly stock issuances to independent board members as part of their compensation, which included 62,410 shares to be issued for the six months ended June 30, 2025. In 2024, we issued additional stock awards that vest quarterly in conjunction with annual compensation for current and a new Board of Direct compensation, and one employment contract. For the six months ended June 30, 2025, stock-based compensation was $690,350. On February 11, 2025, we entered into a Consulting Agreement with WSGS, LLC for management consulting services. Under the terms of the Consulting Agreement, we will pay the consultant up to $1.3 million per year, payable in registered shares of our common stock under our 2023 Equity Incentive Plan. The Consulting Agreement is for an initial term of one year, with the option for a second year. The principal of WSGS, LLC is also a former officer and director of Empire Diversified Energy, Inc., a Delaware corporation, that we entered into an Agreement and Plan of Merger with on February 26, 2024, but has not closed, and E-Starts Money Co., a Delaware corporation, which is an investor in our common stock. Consulting stock-based compensation was $462,735 for the six months ended June 30, 2025.

There were no other options or awards granted during the six months ended June 30, 2025. The following table summarizes all stock option activity of the Company for the six months ended June 30, 2025 and 2024:

As of June 30, 2025 and 2024, the aggregate intrinsic value of the Company’s outstanding options was approximately none. The aggregate intrinsic value will change based on the fair market value of the Company’s common stock.