Related Party Transactions |
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| Related Party Transactions [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Related Party Transactions | 14. Related Party Transactions
The Company considers its directors, executive officers, key management personnel, and entities controlled or significantly influenced by such persons to be related parties. Key management personnel are those persons having authority and responsibility for planning, directing, and controlling the activities of the Company, directly or indirectly.
On February 10, 2026, the Company entered into an unsecured and subordinated short-term promissory note with Marco Margiotta, the Company’s Chief Executive Officer and a director, providing for borrowings of up to $1,000,000. The note matures on December 31, 2026 and may be prepaid, in whole or in part, without penalty. Principal and accrued interest under the note are subordinated to all secured indebtedness of the Company. The transaction was approved by the disinterested directors; Mr. Margiotta disclosed his interest and abstained from the deliberation and approval process.
On February 11, 2026, Dogecoin Ventures Inc., a wholly owned subsidiary of the Company, received an initial advance of $55,127 under the note. The loan bears interest at 4.45% per annum. As of March 31, 2026, the outstanding principal balance was $55,127, with accrued interest of $329, resulting in a total related-party loan payable of $55,456, which was classified as short-term debt. The initial advance was used to fund a portion of the Company’s capital contribution to LBK Triestina Holdings LLC.
During the three months ended June 30, 2026, Dogecoin Ventures Inc. received additional advances totaling $569,000 under the note. principal or interest was paid during the period, and interest expense under the note was $5,345. As of June 30, 2026, the outstanding principal balance was $624,127, with accrued interest of $5,675, resulting in a total loan payable of $629,802, which was classified as related-party debt.
During the year ended March 31, 2026, the Company incurred consulting fees of $239,500 and issued 600,000 common shares with a grant-date fair value of $102,000 to a firm controlled by a former director and officer of the Company. The former director resigned effective September 5, 2025. The services were provided in the ordinary course of business and were recorded based on the contractual amounts agreed to by the parties. additional related-party consulting fees or share-based consideration were recognized during the three months ended June 30, 2026.
One of the Company’s founders has family members and associated companies who have had transactions with the Company during the three months ended June 30, 2026 and 2025. In aggregate, this group holds 24.64% of the outstanding common shares of the Company for the period ended June 30, 2026.
The table below summarizes investment with the founder-related group as of June 30, 2026 and March 31, 2026:
The table below summarizes expenses incurred with the founder-related group during the three months ended June 30, 2026 and 2025:
Other than the transactions described above and transactions arising in the normal course of business, there were no material related-party transactions during the three months ended June 30, 2026. |
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