Financial Analysis

Note 10 Commitments and Contingencies Registration and other stockholder rights In connection with various of its investment transactions, the Company entered into registration rights agreements with stockholders, pursuant to which the investors were granted certain demand registration rights and/or piggyback and/or resale registration rights in connection with subsequent registered offerings of the Companys common stock. Leases The Company has a continuing liability under its former headquarters office lease, which lease was assigned to a third party in April 2024 but for which it remains liable to the landlord. Maturities under this lease as of March 31, 2026 by year are as follows: Schedule of maturities of lease liabilities Maturity of Lease Liabilities Total 2026 (April to December) $ 285,409 2027 388,682 2028 399,388 2029 410,397 2030 421,709 Thereafter 506,194 Total lease payments 2,411,779 Less: interest (610,952 ) Present value of lease liabilities $ 1,800,827 For the three months ended March 31, 2026 and 2025, lease costs of $ 58,496 are classified as operating expenses in the unaudited condensed consolidated statements of operations. The remaining term of the lone operating lease as of March 31, 2026 is 5.9 years and reflects a discount rate of 10% . In the three months ended March 31, 2026 and 2025, cash paid for amounts under the lone operating lease were $ 58,496 and are classified as cash used in operating activities. …

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Note 6 Fair Value Measurements The carrying value of short-term instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued expenses approximate fair value due to the relatively short period to maturity for these instruments. The Company has elected to account for its single investment using the measurement alternative and it is considered a financial instrument accounted for at fair value on a non-recurring basis. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value maximize the use of observable inputs and minimize the use of unobservable inputs. The Company utilizes a three-level valuation hierarchy for disclosures of fair value measurements, defined as follows: Level 1 - defined as observable inputs such as quoted prices in active markets; Level 2 - defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3 - defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions such as expected revenue growth and discount factors applied to cash flow projections. For the three months ended March 31, 2026 and 2025, the Company has not tra …

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Recently Adopted Accounting Pronouncements In 2025, the Company adopted ASU No. 2023-09: Income Taxes (Topic 740): Improvements to Income Tax Disclosures that requires entities to disclose additional information about federal, state, and foreign income taxes primarily related to the income tax rate reconciliation and income taxes paid. The new standard also eliminates certain existing disclosure requirements related to uncertain tax positions and unrecognized deferred tax liabilities. The adoption of ASU No. 2023-09 did not affect recognition or measurement in the Companys unaudited condensed consolidated financial statements. In 2026, the Company adopted ASU No. 2025-05: Financial Instruments-Credit Losses which amends topic 326. Specifically, the ASU provides a practical expedient whereby an entity can assume that current conditions as of the balance sheet date will not change for the remaining life of the asset (e.g., the account receivable). The adoption of ASU No. 2025-05 did not have a material impact on the Companys unaudited condensed consolidated financial statements. …

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Note 4 Revenue from Contracts with Customers The Company provides listing sponsorship and consulting services to growth-stage private companies. The Company did no t recognize any revenue during the three months ended March 31, 2026 and 2025. …

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Note 3 Summary of Significant Accounting Policies Basis of Presentation The Company has prepared the accompanying unaudited condensed consolidated financial statements pursuant to the rules and regulations of the Commission and the standards of accounting measurement set forth in the Interim Reporting Topic of the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC). Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) have been condensed or omitted, although the Company believes that the disclosures made are adequate to make the information not misleading. The Company recommends that the unaudited condensed consolidated financial statements be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Companys latest annual report on Form 10-K. In the opinion of management, all adjustments that are necessary for a fair presentation of the Companys financial position for the periods presented have been reflected. All adjustments are of a normal, recurring nature, unless otherwise stated. The interim condensed consolidated results of operations are not necessarily indicative of the results that may occur for the full fiscal year. The December 31, 2025 consolidated balance sheet included herein was derived from the audited consolidated financial statements …

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Note 9 Stockholders Equity Common Stock As of March 31, 2026, the Company had 100,000,000 shares of authorized common stock, of which 12,368,008 shares were issued and outstanding. Preferred Stock As of March 31, 2026, the Company had 10,000,000 shares of authorized preferred stock, of which 1,000 shares were designated as Series D Preferred Stock, of which 250 shares were issued and outstanding. In October 2023, the Company entered into a Preferred Stock Purchase Agreement (the October 2023 Purchase Agreement) with a single investor, pursuant to which the Company agreed to issue and sell to the investor in a private placement (the Private Placement) 1,000 shares of the Companys Series D Preferred Stock, par value $ 0.01 per share (the Preferred Stock) at a price of $ 1,000 per share for expected aggregate gross proceeds of $ 1.0 million before deducting offering expenses. The investor funded $ 250,000 of the purchase price under the October 2023 Purchase Agreement in November 2023 and was issued 250 shares in consideration for the partial payment. As of March 31, 2026, all 250 Series D Preferred Shares remain outstanding and the remaining $ 750,000 of the purchase price remains unpaid. The Company reserves all rights and remedies arising from the investors failure to close the transaction, and the Company continues to consider the investor in breach of the Purchase Agreement until the remaining amount is paid in full. Pursuant to the October 2023 Purchase Agreement, the Comp …

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Note 13 Subsequent Events The Company evaluates subsequent events and transactions that occur after the balance sheet date up to June 12, 2026, the date that the unaudited condensed consolidated financial statements are issued. Other than as disclosed in this Note 13 and as may be disclosed elsewhere in the notes to the accompanying unaudited condensed consolidated financial statements, there have been no subsequent events that require adjustment or disclosure in the accompanying unaudited condensed consolidated financial statements. In April 2026, pursuant to the 2024 Securities Purchase Agreement with AEI Capital that permits the Company, in its sole discretion, to sell shares of common stock to AEI Capital, the Company sold 6,425 shares of common stock to AEI Capital for gross proceeds of approximately $ 160,000 before deducting offering expenses. The agreement remains available through December 31, 2026, and, with this sale, approximately $6.3 million of capacity remains available. In May 2026, the Company entered into an agreement to finance a portion of the premium for its directors and officers insurance policy for the policy period of May 2026 through May 2027. The agreement provides for financing of approximately $ 230,000 of the premium, which financing will be repaid in 10 equal monthly installments of approximately $ 24,000 each through March 2027 and accrued interest at 10.5% . …

SubsequentEventsTextBlock · excerpt; the full note is in the filing