v3.26.1
Related Party Transactions
6 Months Ended
Jun. 30, 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 June 30, 2026, the outstanding principal balance of the Convertible Note issued under the SPA was $2,900,000. All warrants issued in connection with the SPA had been exercised as of June 30, 2026.

 

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 borrowed an additional $1,500,000 from Kaufman Kapital pursuant to a Senior Secured Promissory Note, as further described in Note 12. On June 30, 2026, the Senior Secured Promissory Note was amended and restated to increase the principal amount under the note to $4,000,000. As of June 30, 2026, the outstanding principal balance was $3,000,000. The remaining $1,000,000 was funded on July 1, 2026.

 

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 June 30, 2026, warrants to purchase an aggregate of 50,000 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 six months ended June 30, 2026, the Company paid $112,500 for services under this arrangement. As of June 30, 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.