v3.26.3
Subsequent Events
9 Months Ended
Sep. 30, 2026
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS
12. SUBSEQUENT EVENTS

 

On October 1, 2026, certain investors from the Company’s private placement of units, consisting of unsecured promissory notes and five-year warrants to purchase shares of Class A Common Stock, exercised their warrants. These exercises converted $300,000 of principal and $21,830 of accrued interest, totaling $321,830, into equity, resulting in the issuance of 205,009 shares of Class A Common Stock at a weighted average exercise price of $1.57.

 

On October 21, 2026, the Company entered into a securities purchase agreement, dated as of October 21, 2026, with Vanquish Funding Group Inc., a Virginia corporation (“Vanquish”), pursuant to which the Company issued a 12% promissory note in the aggregate principal amount of $295,550, which includes an original issue discount of $38,550, for an aggregate purchase price of $257,000, with additional tranches of financing of up to $1,100,000 in the aggregate during the next twelve (12) months subject to further agreement by and between the Company and Vanquish. Vanquish represented to the Company that it is an accredited investor as defined in Section 2(a)(15) of the Securities Act, and Rule 501 promulgated thereunder, and the securities were issued in reliance upon the exemption contained in Section 4(a)(2) of the Securities Act, and Rule 506(b) of Regulation D promulgated thereunder, and applicable state securities laws.