v3.26.1
Equity / Capital Stock / Earnings per Share
 3 Months Ended
Mar. 31, 2026
Equity [Abstract]  
Equity / Capital Stock / Earnings per Share

(14) Equity / Capital Stock / Earnings per Share

 

Stockholders’ Equity, Conversion Rates, Weighted Voting

 

The information which follows details the present shareholder structure of the Company and supplements the information contained in the Stockholder’s Equity section of the Company’s financial statements.

 

Equity Capital Structure (as of the reporting date)
 
Security  Authorized
Shares		  Outstanding
Shares		  Par
Value		  CUSIP  Conversion
Terms		  Voting
Rights
Common Stock  20,000,000,000  6,229,776,842   No Par  60314D106  N/A  1 vote per share
Preferred Series A  105,000  105,000   No Par  60314D205  Non-convertible  3,000 votes per share
Preferred Series B  33,000  13,500   No Par  60314D304  1 share = 1,000 common shares  1,000 votes per share
Preferred Series C  100,000  9,692 shares + 2,750 warrants   No Par  60314D403  1 share = 400,000 common shares  400,000 votes per share
Preferred Series D  35,000 

0 + 60,000 warrants (see Note regarding authorized share limitation)

  $25  60314D502  1 share = 25,000 common shares  25,000 votes per share
Preferred Series NMC  7,100,000  6,900,000 shares + 6,900,000 warrants  $25  60314D601  1 share = 500 common shares  500 votes per share
Undesignated Preferred  42,627,000  0   No Par  N/A  Not yet designated  Not applicable

 

Table Notes:

 

In addition to the securities listed above, the Company has issued certain contractual purchase rights to consultants allowing for the purchase of Preferred Series C shares at the price of the common share equivalent at the time the consultants executed their consultancy agreements or amendments thereto. These non-standard (bespoke) instruments grant the holder the right to purchase common shares at a fixed price and are described in Note 15 – Stock-Based Compensation. These rights are considered in fully diluted earnings per share calculations when applicable.

 

As of March 31, 2026, the Company had sufficient authorized common shares to cover all presently issued and outstanding common stock. Certain convertible securities, warrants, and contractual purchase rights could, if fully converted or exercised, require the Company to obtain shareholder approval to increase its authorized common stock before all such issuances could be completed. No liability has been recorded because the Company has no present obligation to issue shares in excess of its authorized common stock.

 

Net Income (Loss) for the Reporting Period

 

The Company reported a net loss of $146,895 for the quarterly reporting period, which includes operating losses as well as non-operating items such as interest and unrealized losses on investments. The Company posted a net loss of $81,688 for the quarterly reporting period one year ago.

 

When calculating earnings per share, in accordance with ASC 260-10-45-11, income available to common stockholders (Net Income Attributable to Common Stockholders) is reduced by:

●Dividends declared during the period on preferred stock (whether paid or unpaid), and

●Dividends accumulated for the period on cumulative preferred stock, whether declared or not.

 

The Company’s Series A Preferred Stock is cumulative, accruing dividends at an annual rate of $0.10 per share. Although no dividends were declared during the current reporting period or the comparable period of the prior year, accrued dividends of $2,625 per quarter (based on 105,000 outstanding Series A preferred shares) are deducted from net income or loss in determining Net Income (Loss) Attributable to Common Stockholders.

 

After accounting for the $2,625 in accrued dividends reserved for the holders of the Company’s Series A Preferred Stock, the Company reported Net Loss Attributable to Common Stockholders of $149,520 for the current quarterly reporting period compared to a Net Loss Attributable to Common Stockholders of $84,313 for the same quarterly period one year ago.

 

Weighted Average Number of Share Calculations

 

Basic earnings per share (EPS) is calculated by dividing Net Income (Loss) Attributable to Common Stockholders by the Weighted-Average Number of Common Shares Outstanding during the period. The Weighted-Average Number of Common Shares Outstanding is determined by weighting each change in the number of outstanding shares by the portion of the reporting period that the shares were actually outstanding, based on the actual number of days between issuance or cancellation dates.

 

During the reporting periods, the Company issued shares of its common stock as follows:

 

Date   Description  Shares
Outstanding		   Day Weighting
01/01/2025   SHARE BALANCE   4,347,776,842   90 days
03/31/2025   SHARE BALANCE   4,347,776,842    
2025 Q-1 WEIGHTED AVERAGE   4,347,776,842    
             
01/01/2026   SHARE BALANCE   6,211,776,842   57 days
02/27/2026   Conversion of 45 Series C Preferred Shares   6,229,776,842   33 days
03/31/2026   SHARE BALANCE   6,229,776,842    
2026 Q-1 WEIGHTED AVERAGE   6,218,376,842    

 

Basic Earnings Per Share (EPS) Calculations

 

Basic EPS - Current Quarterly Reporting Period (Q1 2026)

 

At the beginning of the quarterly reporting period, the Company had 6,211,776,842 shares of common stock outstanding. As of the reporting date, the Company had 6,229,776,842 shares of common stock outstanding. During the quarterly reporting period, the Company issued 18,000,000 shares of common stock through the conversion of 45 shares of Series C Preferred Stock. The Weighted Average Number of Common Shares Outstanding for the quarterly reporting period was 6,218,376,842. The Net Loss Attributable to Common Stockholders for the quarterly reporting period is $149,520, and the Basic Loss Per Share for the quarterly reporting period is $(0.000024).

 

Basic EPS - Prior-Year Quarterly Reporting Period (Q1 2025)

 

At the beginning of the quarterly reporting period one year ago, the Company had 4,347,776,842 shares of common stock outstanding. As of the reporting date one year ago, the Company also had 4,347,776,842 shares of common stock outstanding. No changes in the number of common shares occurred during the quarter. The Weighted Average Number of Common Shares Outstanding for that quarterly reporting period was 4,347,776,842. The Net Loss Attributable to Common Stockholders for the quarterly reporting period one year ago was $84,313, and the Basic Loss Per Share for that quarterly reporting period was $(0.000019).

 

Fully Diluted Earnings Per Share (EPS) Calculations

 

To calculate fully diluted earnings per share, the Company uses the if-converted method for convertible instruments and the treasury stock method for options, warrants, and similar instruments in accordance with ASC 260. These methods adjust the weighted average number of common shares outstanding to reflect the potential issuance of additional shares upon conversion or exercise of such instruments. When the Company reports a net loss, potentially dilutive securities are excluded from the calculation as they are anti-dilutive; accordingly, diluted earnings per share is equal to basic earnings per share.

 

Fully Diluted EPS – Current Quarterly Reporting Period (Q1 2026)

 

For the quarterly reporting period ended March 31, 2026, the Company incurred a net loss; therefore, all potentially dilutive securities were anti-dilutive, and diluted earnings per share is equal to basic earnings per share for the period.

 

Fully Diluted EPS - Prior-Year Quarterly Reporting Period (Q1 2025)

 

For the quarterly reporting period ended March 31, 2025, the Company also incurred a net loss; therefore, all potentially dilutive securities were anti-dilutive, and diluted earnings per share is equal to basic earnings per share for the period.