NOTE 18 – SUBSEQUENT EVENTS

We entered into two short-term agreements, collateralized by a portion of our accounts receivable, for $750,000 and $300,000 (gross of issue discount), effective July 15, 2026 and July 29, 2026, respectively. Each of the loans matures in April 2027 and is payable in weekly installments of principal and interest totaling $34,145. The effective combined interest rate on the two loans is approximately 38%. 

Effective July 31, 2026, Bradford Amman voluntarily resigned as Chief Financial Officer and Secretary of the Company. Mr. Amman’s resignation was not the result of any disagreement with the Company on any matter relating to its operations, accounting policies or practices, financial reporting, internal controls, or disclosures. Concurrently, the Board of Directors appointed Roman Franklin as Chief Financial Officer and principal financial officer pursuant to a managed services agreement with The CFO Portal, LLC. Mr. Franklin is CEO of The CFO Portal, LLC. Mr. Amman agreed to provide transitional and advisory services for a period following his resignation under specified compensation terms.

On June 5, 2026, the Company entered into an Exchange Agreement with Streeterville Capital, LLC pursuant to which Streeterville agreed to exchange up to approximately $4.5 million of outstanding senior secured debt for a combination of perpetual non-convertible preferred stock of a new series (“Series B Non-Convertible Preferred Stock”) and shares of common stock, contingent upon the Company completing certain qualifying equity financings. On June 18, 2026, the parties entered into a letter agreement extending the outside date for completion of the initial qualifying financing of at least $2.6 million from June 15, 2026 to August 31, 2026. On August 4, 2026, we exceeded the financing requirement, which triggered a pending obligation to exchange of a total of $3,200,000 of debt for our common stock and Series B Non-Convertible Preferred Stock ($750,000 to common stock at a price of $0.4139 per share for a total of 1,812,031 shares of our common stock and $2,500,000 to Series B Non-Convertible Preferred Stock at $1,000 per share for a total of 2,500 shares of Series B Non-Convertible Preferred Stock). Series B Non-Convertible Preferred Stock will be (i) non-convertible, (ii) non-voting (except in certain limited circumstances), (iii) non-transferable, and (iv) required to pay a 9% annual dividend, compounding daily and payable quarterly. The Series B Non-Convertible Preferred Stock will provide for a liquidation preference over our common stock, and the certificate of designation with respect thereto will contain certain affirmative and negative covenants in favor of Streeterville, including a requirement that we obtain Streeterville’s consent for future debt and equity financings over $2.5 million in the aggregate (in addition to the $2.6 million raised in the aforementioned qualifying financing). We expect the exchange to be completed imminently.