v3.26.1
Related Party Transactions
3 Months Ended
Mar. 31, 2026
Related Party Transactions [Abstract]  
Related Party Transactions

Note 18 – Related Party Transactions

 

Kaufman Kapital LLC, which is affiliated with Daniel L. Kaufman, is a beneficial owner of more than 10% of the Company’s outstanding common stock.

 

On July 15, 2024, the Company entered into a Securities Purchase Agreement (as amended, the “SPA”) with Daniel L. Kaufman, as further described in Note 12. As of March 31, 2026, the outstanding principal balance of the Convertible Note was $2,900,000. During the year ended December 31, 2025, Kaufman Kapital exercised warrants to purchase shares of the Company’s common stock. As of March 31, 2026, certain warrants issued in connection with the SPA remain outstanding.

 

On August 29, 2024, the Company borrowed $1,200,000 from Kaufman Kapital LLC pursuant to a senior secured promissory note. The Company repaid the full principal balance during the year ended December 31, 2025, and no amounts were outstanding as of December 31, 2025.

 

On January 28, 2026, the Company borrowd an additional $1,500,000 from Kaufman Kapital pursuant to a Senior Secured Promissory Note, as further described in Note 12.

 

Eagle Vision Fund LP, an investor in the Company, is affiliated with the Company’s Chief Financial Officer, John Dalfonsi.

 

On various dates from January 9, 2024 through May 22, 2024, the Company issued an aggregate of $1,675,000 of senior secured notes and warrants to purchase an aggregate of 518,750 shares of the Company’s common stock to a group of investors led by Eagle Vision Fund LP. The Company repaid the full principal balance of these notes as of December 31, 2025. As of March 31, 2026, warrants to purchase an aggregate of 118,750 shares of the Company’s common stock issued to the purchases of the senior secured notes remained outstanding.

 

The Company engages its Chief Financial Officer under a consulting arrangement. During the three months ended March 31, 2026, the Company paid $95,000 for services under this arrangement. As of March 31, 2026, $42,500 was recorded as prepaid expenses for services to be rendered in future periods. Such amounts are recognized as expense as the related services are performed.