NOTE 12 – Related Party Transactions

Post-year-end assignment of economic rights (see Note 13). Subsequent to year end, Bannor Michael MacGregor and The Noah Morgan Private Family Trust (a family trust related to Mr. MacGregor) entered into arrangements assigning to SSS Entertainment, LLC certain economic rights to receive payment from the Company with respect to a portion of Company indebtedness owed to them. On March 12, 2026, in connection with Board approval of the related Multi-Film Investment and Compensation Agreement, the Company became obligated, subject to the terms of such agreement and applicable approvals, to issue equity consideration consisting of $350,000 in value of shares of the Company’s common stock to Mr. MacGregor and the trust, to be split equally. See Note 13 – Subsequent Events for additional information.

Preferred share pledge / standstill. On August 1, 2025, Mr. MacGregor entered into a pledge and agreement not to convert preferred shares under his control into common stock for ninety (90) days, unless earlier released by the Board.

CEO salary waiver; standstill on preferred transfers/conversions. On December 31, 2025, Mr. MacGregor, the Company’s Chief Executive Officer and controlling stockholder, delivered a letter to the Company’s Board confirming that he is waiving any cash salary effective January 1, 2025 through March 31, 2026, unless the Board expressly approves otherwise in a written resolution executed after the date of the letter. The letter also confirms that, during the same period, Mr. MacGregor will not sell, transfer, pledge, or otherwise dispose of any of his preferred shares and will not convert any preferred shares into common stock, except as required by operation of law or pursuant to a written Board-approved exception documented in advance.

Professional fees/ related party. During 2025 and 2024, the Company incurred approximately $105,000 and $180,000, respectively, of professional fees to a legal firm affiliated with a former member of the Company’s Board of Directors. At December 31, 2025 and 2024, the Company had approximately $145,000 and $94,000, respectively, included in accounts payable and accrued expenses owed to the legal firm.

Agreement with former officer/director. On March 11, 2025, the Company entered into an agreement with its former president, Alfred John Luessenhop, Jr. (“Luessenhop”), pursuant to which Luessenhop transferred to the Company 1,000,000 shares of the Company’s common stock (valued at $256,000 based on $0.256 per share). In exchange, Luessenhop received assignments of the Company’s rights, title, and interest in certain motion picture and screenplay-related assets and related agreements, and the parties agreed to mutual releases as set forth in the agreement.

Board consulting arrangements. During 2024, the Company had consulting services relationships with members of the Board of Directors whereby they were compensated a total of $45,000. As of December 31, 2025 and 2024, $0 and $0, respectively, were accrued and unpaid with respect to such consulting arrangements. The consulting services were provided as requested by management and could be terminated at any time without penalty. During the first quarter of 2025, amounts totaling $15,000 were paid to Mr. MacGregor; however, at Mr. MacGregor’s direction, such amounts were applied as partial repayment of indebtedness owed by the Company to him and were not treated as compensation.

Ribo Media. The Company has consulting arrangements with Ribo Music LLC d/b/a Ribo Media (“Ribo Media”) related to development of an online media platform. Revenues from Ribo Media consulting services were $0 for each of the years ended December 31, 2025 and 2024. Accounts receivable from Ribo Media were $0 and $4,086 as of December 31, 2025 and 2024, respectively. Michael Blanchard and Timothy Battles, each a director and shareholder of the Company, are managing members and controlling shareholders of Ribo Media.

Devil’s Half-Acre. Devil’s Half-Acre was a motion picture project associated with Alfred John Luessenhop, Jr., (“Luessenhop”) a former director of the Company, and screenplay rights written by Dashiell Luessenhop. During the years ended December 31, 2024 and 2023, the Company capitalized $5,710 and $40,199, respectively, of production costs associated with the project. On March 11, 2025, the Company assigned all of its and certain affiliated entities’ rights, title and interest in DEVIL’S HALF-ACRE to Luessenhop, and Devil’s Half-Acre, LLC was dissolved on May 12, 2025.

Bold Crayon. Bold Crayon Corporation (“Bold Crayon” or “BC”) is a related party. Mr. MacGregor is the Chief Executive Officer and a director of Bold Crayon and effectively controls Bold Crayon through affiliated entities. Mr. Blanchard, a director of the Company, was formerly a director and officer of Bold Crayon. As consideration for the Company’s acquisition of certain Bold Crayon assets, the Company agreed to pay Bold Crayon the first $130,000 collected from the BUFFALOED receivable and to issue one preferred share to Bold Crayon for each $10,000 (in value) paid to the Company from the BUFFALOED receivable above $130,000, not to exceed 125 preferred shares. See Note 13 – Subsequent Events regarding the 2024 issuance of preferred shares to Bold Crayon.

Loans/Mr. MacGregor. During 2025, the Company borrowed $353,000 from and repaid $87,000 to Mr. MacGregor pursuant to a master loan agreement. The 2025 repayments include $15,000 paid during the first quarter of 2025 that, at Mr. MacGregor’s direction, was applied as partial repayment of indebtedness owed by the Company to him and not treated as compensation. During 2024, the Company borrowed $103,000 from and repaid $30,000 to Mr. MacGregor pursuant to the same master loan agreement. The master loan agreement accrues interest at a rate of 4.4% and is payable in a lump sum upon maturity. The note is not convertible. Subsequently in 2026, $175,000 of indebtedness owed to Mr. MacGregor was included in post-year-end assignment arrangements with SSS Entertainment, LLC; see Note 13 - Subsequent Events.

Loans/family trust related to Mr. MacGregor. During 2025 and 2024, the Company borrowed $29,000 and $280,000, respectively, from a family trust related to Mr. MacGregor pursuant to a master loan agreement. The master loan agreement accrues interest at a rate of 4.4% and is payable in a lump sum upon maturity. The note is not convertible. $200,000 of these loan proceeds were used to fund the senior mezzanine loan to Barron’s Cove Movie, LLC. Subsequently in 2026, $175,000 of indebtedness owed to the family trust was included in post-year-end assignment arrangements with SSS Entertainment, LLC; see Note 13 - Subsequent Events.

Board member note. During 2024, the Company borrowed $5,000 from a member of the Board of Directors. This note was repaid in full during 2025.