Related Party Transactions |
12 Months Ended | ||
|---|---|---|---|
Dec. 31, 2025 | |||
| Related Party Transactions [Abstract] | |||
| Related Party Transactions |
Employment Agreement with CEO/CFO
Effective April 15, 2021, Cecil Bond Kyte was appointed to serve as the Company’s Chief Executive Officer and Chief Financial Officer upon mutually acceptable terms and conditions to be determined at a later date subject to the Company’s financial condition. From April 15, 2021 through July 7, 2024, Mr. Kyte served as the Company’s CEO and CFO without compensation. For the period July 7, 2024, through December 31, 2024, the Company paid Mr. Kyte $210,000 for his services as CEO and CFO of the Company.
On February 19, 2025, effective January 1, 2025, the Company entered into an employment agreement (the “Employment Agreement”) with Mr. Kyte to serve as the Company’s CEO and CFO, with an annual base salary of $420,000. In addition, the Employment Agreement provides for the payment of a retention bonus (“Bonus”) in the amount of $1,557,500 to Mr. Kyte, $519,167 of which was paid in January 2025 to Mr. Kyte on execution of the Employment Agreement; $519,167 of the Bonus was paid in part in May 2025 in anticipation of the execution of a customer contract with VIPS Petroleum, and the balance of that payment was paid in June and July 2025 to Mr. Kyte; and, $519,166 of the Bonus will be paid to Mr. Kyte upon the execution, closing, and effective date of debt or equity financing in favor of the Company in the amount of no less than $5,000,000.
As part of the Employment Agreement, Mr. Kyte was also issued a stock option exercisable into shares of the Company’s restricted common stock at an exercise price of $ per share, and a stock option exercisable into shares of the Company’s restricted common stock at an exercise price of $ per share. (See Note 9, above.) The stock options vested immediately and expire in ten years. Mr. Kyte was also issued stock options exercisable into shares of the Company’s restricted stock in his capacity as a member of the Board of Directors and as a Chairman of the Board who oversees financial and audit functions, which vest up to one year, and have an exercise price of $0.02 to $0.15 per share.
Accrued Expenses – Related Party
As of December 31, 2025 and 2024, total accrued expenses – related parties amounted to $0 and $6,000 and are included in accrued expense on the accompanying consolidated balance sheet. The accrued expenses – related parties consist of unpaid board and committee fees to members of the Company’s Board of Directors.
Reimbursements for Rent – Related Party
The Company reimburses Cecil Bond Kyte, Company CEO and CFO, in rent expenses for a home office and partial storage space in Carson City, Nevada at a rate of $1,000 per month under a month-to-month rental agreement (“Carson Rental Agreement”). Total rent expense under the Carson Rental Agreement during the years ended December 31, 2025, and 2024 were $3,000 and $12,000, respectively which are included as part of Operating Expenses in the attached consolidated statement of operations.
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