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STOCKHOLDERS EQUITY
3 Months Ended
Mar. 31, 2026
STOCKHOLDERS EQUITY  
STOCKHOLDERS EQUITY

NOTE 13 - STOCKHOLDERS’ EQUITY

 

The Company is authorized to issue 10,000,000 shares of it $0.001 par value preferred stock and 100,000,000 shares of its $0.001 par value common stock. On October 26, 2020, the Board of Directors (the Board), authorized the Company to amend the Articles of Incorporation of the Corporation to increase the authorized capital stock of the Corporation to 1,010,000,000 shares, of which 1,000,000,000 shall be authorized as common shares and 10,000,000 shall be authorized as preferred shares. Additionally, the Board authorized the execution of a reverse split of the issued and outstanding shares of the Corporation’s common stock at a ratio of up to one post-split share per twenty-five pre-split shares (1:25) at a time and exact ratio amount the Board of Directors deems appropriate. On September 27, 2021, FINRA approved a 1-for-8 reverse stock split of the Company’s common stock that was approved by the Company’s Board of Directors. The Company’s equity transactions have been retroactively restated to reflect the effect of the stock split.

 

The Series B Preferred Stock does not pay a dividend, does not have any liquidation preference over other securities issued by the Company and are not convertible into shares of the Company’s common stock. For so long as any shares of the Series B Preferred Stock remain issued and outstanding, the holders thereof, voting separately as a class, shall have voting power equal to a controlling 51% of the total vote on all shareholder matters of the Company. Upon or after the third anniversary of the initial issuance date, the Company shall have the right, at the Company’s option, to redeem all or a portion of the shares of Series B Preferred Stock, at a price per share equal to par value.

 

Common Stock

On January 1, 2026, the Company issued 200,000 shares for services pursuant to a consulting agreement.

 

On January 22, 2026, the Company issued 5,300,000 shares to an unrelated individual pursuant to a consulting agreement. These shares were valued at $0.2485 per share for a total value of $1,317,050 and will be amortized over the twelve-month term of the agreement.

 

On January 26, 2026, the Company issued 100,000 shares per a subscription agreement at $0.10 per share for $10,000 in cash.

 

On February 1, 2026, the Company issued 200,000 shares for services pursuant to a consulting agreement.

 

On February 2, 2026, the Company issued 3,000,000 shares to an unrelated individual pursuant to a consulting agreement. These shares were valued at $0.20 per share for a total value of $600,000 and will be amortized over the six-month term of the agreement.

 

On February 16, 2026, the Company issued 200,000 shares per a subscription agreement at $0.10 per share for $20,000 in cash.

 

On February 16, 2026, the Company issued 50,000 shares for services pursuant to a consulting agreement.

 

On February 19, 2026, the Company issued 200,000 shares per a subscription agreement at $0.10 per share for $20,000 in cash.

 

On February 23, 2026, the Company issued 6,446,421 shares to an unrelated individual for management services pursuant to a consulting agreement. These shares were valued at $0.30 per share for a total value of $1,933,926 and will be amortized over the six-month term of the agreement.

 

On February 24, 2026, the Company issued 2,175,122 shares of common stock for the conversion of $125,000 note issued on August 23, 2023 and $33,644 in accrued interest (see Note 10 – April 3, 2023 offering). This note was converted in full and the balance due after the conversion is $0.