STOCKHOLDERS’ EQUITY |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Equity [Abstract] | |
| STOCKHOLDERS’ EQUITY | NOTE 13. STOCKHOLDERS’ EQUITY
Common Stock
On January 3, 2025, Off The Hook YS Inc. was incorporated in Nevada and became the holding company pursuant to a reorganization. The total authorized shares of common stock were shares, and each common stock is entitled to one vote.
Each share of common stock has a par value of $. As of June 30, 2026 and December 31, 2025, the Company had and shares of common stock issued and outstanding, respectively.
Common Stock Issued
During the six months ended June 30, 2026, the Company issued shares of common stock upon the settlement of vested restricted stock units under 2025 Equity Incentive Plan and 135,000 shares of common stock to service providers as compensation for professional services with an aggregate fair value of $.
In May 2026, the Company issued shares of common stock with an aggregate fair value of $1,833,333 as part of the consideration for the acquisition of Apex Marine (see Note 4. Goodwill).
On May 15, 2026, the Company entered into an addendum to its service agreement dated April 17, 2026 with Greentree Financial Group, Inc., pursuant to which the Company issued shares of common stock as an additional professional service fee. The shares were fully earned upon execution of the addendum, and the aggregate fair value of $120,789 was recognized as professional services expense during the three months ended June 30, 2026.
Preferred Stock
The Company authorized shares of blank check preferred stock in one or more series or classes and to designate the rights, preferences and privileges of each series or class, which may be greater than the rights of our Common Stock. There are shares of preferred stock designated or outstanding as of June 30, 2026 and 2025.
Additional Paid-in Capital
During the six months ended June 30, 2025, the Company did not receive any member contributions.
On November 14, 2025, the Company completed its initial public offering (“IPO”) of shares of common stock, par value $ per share, at a public offering price of $ per share, resulting in net proceeds of approximately $13.4 million, after deducted underwriting discounts and offering expenses. Following the IPO, member contributions are no longer applicable.
Member Distribution
Prior to the Company’s IPO, the Company made distributions to members of $1.4 million during the six months ended June 30, 2025. Following the IPO, the Company has not declared or paid any dividends.
Common Stock Payable
On April 25, 2025, The Company committed shares of common stock with a fair value of $ per share in connection with the purchase of an intangible asset. These shares have not been issued and therefore remain as a Common Stock Payable in Stockholders’ Equity.
|