v3.26.3
Related Party Transactions
12 Months Ended
Jun. 30, 2026
Related Party Transactions [Abstract]  
Related Party Transactions

Note 11 – Related Party Transactions

 

Accrued Payroll and Payroll Taxes

 

The Company accrues salaries and estimated payroll taxes due to a former officer and current shareholder and current officer and director of the Company. As of June 30, 2024, the total accrued payroll and payroll taxes amounted to $414,000.

 

In February 2025, the Company settled with these former officer and current officer to extinguish the accrued payroll and payroll related taxes amounting to $425,000 and unpaid health insurance and cellphone reimbursements recorded in prior years totaling $36,000 for a total liability of $461,000. As part of the settlement, the Company issued 4,666,600 shares of common stock with a fair value of $90,000 and warrants to purchase 5,000,000 shares of common stock. The warrants are fully vested, exercisable at $0.016 per share and will expire in five years. The estimated fair value of these warrants amounted to $100,000 using the Black Scholes Option Pricing Model using the following inputs (i) stock price at the date of grant of $0.020; (ii) risk free interest rate of 4.37% based on rates established by the Federal Reserve Bank; (iii) expected volatility 290% based on historical volatility of the Company’s common stock commensurate with the expected life of the warrants; (iv) expected life of 5 years based on the contractual life; and (v) dividend yield of 0% based on no dividends paid or expected to be paid.

 

Pursuant to current accounting and SEC guidelines and regulations with regards to related party transactions, the Company accounted for the difference of $271,000 between the carrying amount of the accrued payroll and other liability of $461,000 and the fair value of the common stock and warrants issued of $190,000 as capital contribution.

 

As of June 30, 2025, there was no accrued payroll and payroll related taxes. As of June 30, 2026, the total accrued salary and payroll related taxes amounted to $129,000.

 

Consulting Fees

 

The Company recognized consulting fees to a member of the Company’s Board of Directors amounting to $5,000 for the years ended June 30, 2025. There was no consulting fee recognized to directors and officers for the year ended June 30, 2026.