(15) Stock-Based Compensation

Accounting Policy 

The Company accounts for share-based compensation in accordance with ASC 718, Compensation—Stock Compensation. Equity instruments issued in exchange for goods or services are measured at their grant-date fair value and recognized as compensation expense over the requisite service period. When equity instruments are fully vested at grant but relate to future service obligations, the Company records the grant-date fair value as a prepaid asset and amortizes such amount ratably over the service period.

Investment Banking Services 

During the year ended December 31, 2025, the Company issued Series C Convertible Preferred Stock in exchange for investment banking services under two separate agreements with different investment banking firms.

In February 2025, the Company issued 90 shares of Series C Convertible Preferred Stock. The shares were fully vested at grant. The aggregate grant-date fair value of these shares was $39,600, which was recognized as expense during the year ended December 31, 2025. Pursuant to the agreement, if no financing transaction occurs during the engagement term, the service provider has agreed to return 50% of the shares issued. As of December 31, 2025, all shares remain issued and outstanding.

In a separate ten-month investment banking engagement beginning in 2025 with a different investment banking firm, the Company granted a minimum of 50 shares of Series C Convertible Preferred Stock. The aggregate grant-date fair value of these shares was determined to be $134,000. Although the shares were fully vested at grant, they relate to a ten-month service obligation. Accordingly, the Company recorded the grant-date fair value as prepaid consulting expense and recognizes compensation expense ratably over the service period. During the year ended December 31, 2025, the Company recognized $26,800 of expense related to this engagement. As of December 31, 2025, $107,200 remained unrecognized and is included in prepaid expenses.

Investor Outreach Services 

In October 2025, the Company issued 5,000,000 shares of common stock in exchange for investor awareness consulting services under a six-month agreement.

The aggregate grant-date fair value of the shares was determined to be $31,000. Because the shares relate to a six-month service period, the Company recorded the fair value as prepaid consulting expense and recognizes compensation expense ratably over the service term. During the year ended December 31, 2025, the Company recognized $10,333 of stock-based compensation expense related to this agreement. As of December 31, 2025, $20,667 remained unrecognized and is included in prepaid expenses.

Total Stock-Based Compensation Expense 

For the year ended December 31, 2025, the Company recognized total stock-based compensation expense of $81,733. Included in this amount is $5,000 related to a pricing discount provided in connection with a Series C preferred stock issuance.