4. DEFERRED COMPENSATION:

The Company owes deferred compensation to various employees, former employees and consultants totaling $1,254,772 and $1,173,237 as of March 31, 2026 and June 30, 2025, respectively.

Family members of the late Dominic Bassani, Bion’s former CEO and Mark A. Smith, previously a Director and President are owed a balance of nil 0 and nil 0 as of March 31, 2026 and $12,306 and $83,964 as of June 30, 2025, respectively.

Effective September 15, 2025, family members of the late Dominic Bassani and Smith, and Edward Schafer, previously a Director, each individually agreed to a settlement (“Settlement Agreements”) that will simplify Bion’s capital structure and substantially reduce the number of Fully Diluted Shares. In consideration of the cancellation of various obligations and security instruments held by Smith and Bassani, including without limitation deferred compensation, Smith and the Bassani heirs will receive shares of common stock, as described below in Note 6. STOCKHOLDERS’ EQUITY. Included in the Bassani family Settlement Agreement was a provision to cancel their remaining 5% obligation under their previous Giveback Agreement.

The Company owes deferred compensation to Craig Scott of $420,634 and $330,046 at March 31, 2026 and June 30, 2025, respectively, interest accrues at 3% per annum and can be converted into shares of the Company’s common stock at the election of the employee during the first five calendar days of any month. The conversion price shall be the average closing price of the Company’s common stock for the last 10 trading days of the immediately preceding month. As of March 31, 2026, the Company and Scott agreed to offset the subscription receivable with the Deferred Compensation balance; $19,400 receivable and $5,923 in accumulated interest were reduced from the deferred compensation balance.

Bill O’Neill, former CEO, is owed a balance of $367,500 and $367,500 at March 31, 2026 and June 30, 2025, respectively, pursuant to his 2021 employment agreement. There is no interest accrual or conversion rights related to the deferred balance. O’Neill terminated his service to the Company prior to the full term of his agreement.

The Company also owes various consultants and employees, pursuant to various agreements, for deferred compensation of $394,138 and $306,920 as of March 31, 2026 and June 30, 2025, respectively, with similar conversion terms as those described above for Scott. with the exception that the interest accrues at 0% to 3% per annum. The Company also owes a former employee $72,500, which is not convertible and is non-interest bearing. As of March 31, 2026, the Company and an employee agreed to offset the subscription receivable with the Deferred Compensation balance; $27,000 receivable and $8,243 in accumulated interest were reduced from the deferred compensation balance.

The Company recorded interest expense of $4,618 and $4,103 ($2,790 with related parties) for the three months ended March 31, 2026 and 2025, respectively. The Company recorded interest expense of $13,887 and $11,204 ($7,501 with related parties) for the nine months ended March 31, 2026 and 2025, respectively.