RELATED PARTY TRANSACTIONS |
3 Months Ended |
|---|---|
Mar. 31, 2026 | |
| Related Party Transactions [Abstract] | |
| RELATED PARTY TRANSACTIONS | NOTE 5 – RELATED PARTY TRANSACTIONS
On September 18, 2021, the Company entered into a $30,000 Promissory Note Agreement at 24% interest with Coral Investment Partners (“CIP”). CIP’s managing director is Erik Nelson who was formerly the CEO of the Company. On June 30, 2022, CIP increased its Promissory Note to $50,000 by funding another $20,000 loan to the Company. Subsequently, CIP made an additional loan of $40,000 on September 15, 2022, to bring the total loan balance to $90,000 plus $21,674 in accrued interest. During the fiscal year ended December 31, 2023, CIP made additional loan amounts of $5,000 on February 15, 2023, $22,000 on March 29, 2023, $11,000 on June 30, 2023, $10,000 on May 10, 2023, $4,000 on June 29, 2023, $10,000 on July 5, 2023, $15,000 on August 21, 2023 and $15,000 on November 6, 2023.
On December 14, 2023, the Company and CIP agreed to convert $50,000 of indebtedness under the Promissory Note into shares of the Company’s common stock at $0.05 per share. Also after December 14, 2023, the interest rate was reduced to 12% for the period from December 14, 2023, through December 31, 2023. Effective January 1, 2024, the interest rate became 10%.
The conversion of debt into stock reduced the balance owed on the Promissory Note to $182,000 of principal and $11,098 of interest as of December 31, 2023.
During the three months ended March 31, 2026, the Company entered into additional financing arrangements that increased outstanding notes payable by approximately $451,964. In addition, the Company settled certain outstanding debt obligations through the transfer of investment securities and the issuance of common stock, resulting in a reduction of both principal and accrued interest balances. As a result of these transactions, notes payable from related party decreased from $315,000 at December 31, 2025 to at March 31, 2026 and accrued interest from related party decreased from $22,753 at December 31, 2025 to at March 31, 2026. As of December 31, 2025, the Company had notes payable of $315,000 and accrued interest of $22,853 from related party.
Interest expense of $53,702 was recognized during the three months ended March 31, 2026 in accordance with the terms of the Company's financing agreements. The Company continues to rely on a combination of debt financing, equity issuances, and strategic financing arrangements to support its operations and growth initiatives.
On September 20, 2024, Lisa Lozinski, the spouse of a Company director, loaned the Company $50,000 pursuant to a promissory note bearing interest at 18% per annum. The note required monthly interest payments and included certain equity-related provisions. During the three months ended March 31, 2026, the Company continued to make required interest payments under the agreement. As of March 31, 2026, no amounts were classified as notes payable to related parties on the Company's balance sheet.
During the three months ended March 31, 2026, Jeffrey Lozinski, an officer of the Company, continued to provide operational support to the Company. As of March 31, 2026, the Company had no balance recorded as notes payable to related parties.
As of March 31, 2026 and December 31, 2025, the Company had shares of Series A Convertible Preferred Stock issued and outstanding.
As of March 31, 2026 and December 31, 2025, the Company had and shares of Series B Preferred Stock issued and outstanding, respectively. The decrease in Series B Preferred Stock during the three months ended March 31, 2026 resulted from the conversion of shares of Series B Preferred Stock into shares of the Company's common stock in accordance with the terms of the Series B Preferred Stock.
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