v3.26.1
Convertible Debt
6 Months Ended
Jun. 30, 2026
Convertible Debt [Abstract]  
Convertible Debt
Note 10 – Convertible Debt
 
From November 2025 through March 2026, the Company issued unsecured convertible promissory notes (“Convertible Notes”) to investors in an aggregate principal amount of $2,766,316, bearing interest at 9% per annum. Of the Convertible Notes, $1,822,415 was issued to related parties. In connection with the issuances, the Company also issued warrants to purchase shares of common stock with an exercise price equal to the greater of $10.00 or the volume-weighted average trading price, exercisable following the Company’s listing on Nasdaq and expiring 180 days thereafter.
 
Upon the consummation of the Direct Listing on
May 20, 2026, which constituted a qualified financing under the terms of the Convertible Notes, the
outstanding principal and accrued interest automatically converted into 223,050 shares of Common Stock at a price equal to 80% of the price paid by new investors, and the remaining unamortized debt discount was charged to interest expense. As of June 30, 2026, no Convertible Notes remained outstanding, compared with a net carrying value of $378,725 at December 31, 2025. Interest expense recognized on the Convertible Notes (including accretion of discounts and the write-off of the unamortized discount upon conversion) was $1,067,965 and $0 for the three months ended June 30, 2026 and 2025, respectively.