If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




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SCHEDULE 13D




Comment for Type of Reporting Person:
(7) The Reporting Person does not directly own any shares of Common Stock. The 1,000,000 shares of Series X Super Voting Preferred Stock held by the Reporting Person (as discussed below) entitle the Reporting Person to 100,000,000 votes but are not shares of Common Stock and are therefore not included in Row (7). (8) Represents 8,131,250 shares of Common Stock held by the Voting Shareholders (defined below) over which the Reporting Person may be deemed to share voting power pursuant to the Voting Agreement. The securities held by the Voting Shareholders and subject to the Voting Agreement represent an aggregate of 16,381,250 votes, including the 8,131,250 shares of Common Stock and voting rights attributable to Series A Preferred Stock held by the Voting Shareholders. The Voting Shareholders also have the right to acquire, within 60 days, an aggregate of 2,411,474 shares of Common Stock upon conversion of Series A Preferred Stock held by them. Such 2,411,474 underlying shares are not included in Row (8) because the Reporting Person does not presently have voting power over such unissued shares; if and when such shares are issued to the applicable Voting Shareholders, they would become subject to the Voting Agreement and the Reporting Person could then obtain voting power over them pursuant to the Voting Agreement. (9) The Reporting Person holds 129,782 shares of Series A Preferred Stock, which would otherwise be convertible into 2,595,640 shares of Common Stock. Because the Series A Preferred Stock may not be converted to the extent such conversion would cause the holder's beneficial ownership of Common Stock to exceed 4.999% (subject to increase to not more than 9.999% upon 61 days' prior written notice), and the Reporting Person may already be deemed to beneficially own more than 4.999% of the Common Stock pursuant to the Voting Agreement and the Series X Super Voting Preferred Stock (discussed below), no shares of Common Stock underlying the Reporting Person's Series A Preferred Stock are included in Rows (7) through (11). (13) Based on 83,548,469 shares of Common Stock outstanding as of August 14, 2026, as reported on the cover page of the Issuer's Quarterly Report on Form 10-Q for the quarter ended June 30, 2026. The percentage in Row (13) does not include the voting power of the Series X Preferred Stock or voting rights attributable to Series A Preferred Stock because Row (13) reports the percentage of the Common Stock class beneficially owned by the Reporting Person.


SCHEDULE 13D


 
Fred Tejada
 
Signature:/s/ Fred Tejada
Name/Title:Fred Tejada
Date:08/25/2026