Mobiquity Technologies(MOBQ) - 2025 Q2 - Quarterly Report

FORM 10-Q This document is a Quarterly Report (Form 10-Q) filed by Mobiquity Technologies, Inc. for the period ended June 30, 2025 Filing Information This document is a Quarterly Report (Form 10-Q) filed by Mobiquity Technologies, Inc. for the period ended June 30, 2025. The registrant is a non-accelerated filer and a smaller reporting company, with 21,821,874 shares of Common Stock outstanding as of July 29, 2025 - The registrant is a non-accelerated filer and a smaller reporting company[4] Registrant Status | Filer Type | Status | | :-------------------- | :-------------- | | Large accelerated filer | ☐ | | Accelerated filer | ☐ | | Non-accelerated filer | ☒ | | Smaller reporting company | ☒ | | Emerging growth company | ☐ | - Number of shares outstanding of the Registrant's Common Stock as of July 29, 2025, was 21,821,874[5] TABLE OF CONTENTS This section lists all items and sections included in the quarterly report PART I. FINANCIAL INFORMATION This part presents the unaudited consolidated financial statements and management's discussion and analysis Item 1. Consolidated Financial Statements This section presents the unaudited consolidated financial statements of Mobiquity Technologies, Inc. for the periods ended June 30, 2025, and December 31, 2024, including Balance Sheets, Statements of Operations, Statements of Stockholders' Equity, and Statements of Cash Flows, along with comprehensive notes detailing the company's organization, accounting policies, and financial instrument specifics Consolidated Balance Sheets This section presents the company's financial position, including assets, liabilities, and equity, at specific points in time Consolidated Balance Sheet Highlights | Metric | June 30, 2025 (Unaudited) | December 31, 2024 | | :-------------------------- | :------------------------ | :---------------- | | Cash | $184,081 | $1,159,933 | | Total Current Assets | $1,038,353 | $1,976,471 | | Total Assets | $5,718,797 | $6,518,315 | | Total Current Liabilities | $3,234,944 | $3,233,864 | | Total Liabilities | $3,234,944 | $3,233,864 | | Total Stockholders' Equity | $2,483,853 | $3,284,451 | - Cash decreased significantly from $1,159,933 at December 31, 2024, to $184,081 at June 30, 2025[9] - Total Stockholders' Equity decreased from $3,284,451 to $2,483,853, primarily due to the net loss incurred[9] Consolidated Statements of Operations This section details the company's revenues, expenses, and net loss over specific reporting periods Consolidated Statements of Operations Highlights | Metric (Unaudited) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Revenues | $31,108 | $266,892 | $43,721 | $530,174 | | Cost of revenues | $170 | $184,125 | $31,638 | $395,394 | | Gross profit | $30,938 | $82,767 | $12,083 | $134,780 | | Total operating expenses | $1,990,416 | $1,104,776 | $4,117,015 | $2,205,887 | | Loss from operations | $(1,959,478) | $(1,022,009) | $(4,104,932) | $(2,071,107) | | Net loss | $(2,168,849) | $(745,147) | $(4,464,836) | $(1,787,407) | | Loss per share - basic and diluted | $(0.11) | $(0.14) | $(0.22) | $(0.29) | - Revenues decreased significantly by 88.3% for the three months ended June 30, 2025, and by 91.8% for the six months ended June 30, 2025, compared to the same periods in 2024[12] - Net loss increased substantially, from $(745,147) to $(2,168,849) for the three months, and from $(1,787,407) to $(4,464,836) for the six months ended June 30, 2025, compared to 2024[12] Consolidated Statements of Stockholders' Equity This section outlines changes in the company's equity accounts, including common stock and accumulated deficit Stockholders' Equity Changes (Six Months Ended June 30, 2025) | Metric | December 31, 2024 | March 31, 2025 | June 30, 2025 | | :-------------------------- | :---------------- | :------------- | :------------ | | Common Stock (Amount) | $1,872 | $1,999 | $2,134 | | Additional Paid-in Capital | $230,266,097 | $232,466,744 | $233,930,073 | | Accumulated Deficit | $(225,633,521) | $(227,929,508) | $(230,098,357) | | Total Stockholders' Equity | $3,284,451 | $3,189,238 | $2,483,853 | - Accumulated deficit increased from $(225,633,521) at December 31, 2024, to $(230,098,357) at June 30, 2025, reflecting ongoing net losses[18] - Common stock shares increased due to issuances for services, cash, note conversions, warrant conversions, and equity investments[18] Consolidated Statements of Cash Flows This section reports the cash inflows and outflows from operating, investing, and financing activities Consolidated Statements of Cash Flows Highlights (Six Months Ended June 30) | Metric | 2025 | 2024 | | :-------------------------------------- | :------------ | :------------ | | Net cash used in operating activities | $(2,573,161) | $(1,336,280) | | Net cash used in investing activities | $(314) | $(974,375) | | Net cash provided by financing activities | $1,597,623 | $1,806,275 | | Net change in cash | $(975,852) | $(504,380) | | Cash - end of period | $184,081 | $23,892 | - Net cash used in operating activities increased significantly from $(1,336,280) in 2024 to $(2,573,161) in 2025[20] - Cash at the end of the period decreased from $1,159,933 at the beginning of 2025 to $184,081 at June 30, 2025[20] NOTES TO CONSOLIDATED FINANCIAL STATEMENTS These notes provide detailed information on the company's accounting policies, financial instruments, debt, equity, and other significant financial matters, offering context to the consolidated financial statements NOTE 1 – ORGANIZATION AND NATURE OF OPERATIONS This note describes Mobiquity Technologies, Inc.'s business, subsidiaries, and going concern considerations - Mobiquity Technologies, Inc. is a next-generation location data intelligence company and a developer of advertising and marketing technology, utilizing AI and machine learning for digital advertising campaigns[23] - The company operates through two main subsidiaries: Mobiquity Networks, Inc. (data intelligence platform) and Advangelists, LLC (ATOS platform business)[24][25][26] - The company has incurred significant losses since its inception and has not achieved profitable operations, raising substantial doubt about its ability to continue as a going concern[29][31] Financial Position and Operating Results (Six Months Ended June 30, 2025) | Metric | Amount | | :-------------------------- | :------------ | | Net loss | $(4,464,836) | | Net cash used in operations | $(2,573,161) | | Accumulated deficit | $(230,098,357)| | Stockholders' equity | $2,483,853 | | Working capital deficit | $(2,196,591) | - Management's strategic plans to address going concern include technology development, seeking equity/debt financing, exploring partnering/acquisition opportunities, and identifying short-term cash flow opportunities[33] NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES This note details the company's accounting principles, revenue recognition, and risk factors - The consolidated financial statements are prepared in accordance with U.S. GAAP for interim periods and include the accounts of the Company and its wholly-owned subsidiaries, with all intercompany transactions eliminated[34][36] - The Company manages its business as a single reporting segment, with 100% of its revenues derived from customers in the United States[37] - The Company faces significant risks and uncertainties due to intense competition, changes in consumer demand, and variability in sales and net earnings, making consistent projection of operating results difficult[39][40] - A significant concentration of revenue comes from a few customers: 96% from three customers for Q2 2025, and 85% from three customers for the six months ended June 30, 2025[49] Allowance for Credit Losses (Six Months Ended June 30, 2025) | Metric | Amount | | :-------------------------- | :-------- | | Balance, December 31, 2024 | $79,832 | | Provision for credit losses | $48,760 | | Write-off of previously reserved account balances | $0 | | Balance, June 30, 2025 | $128,592 | NOTE 3: INTANGIBLE ASSETS AND SOFTWARE DEVELOPMENT COSTS This note details the company's capitalized software development costs and related amortization - The Company's definite-lived intangible assets primarily consist of capitalized software development costs, as the customer relationship asset was fully amortized by December 31, 2024[83] Software Development Costs (June 30, 2025 vs. December 31, 2024) | Metric | June 30, 2025 | December 31, 2024 | | :------------------------------------ | :------------ | :---------------- | | Software development costs | $3,602,328 | $3,602,328 | | Less accumulated amortization | $(777,998) | $(417,766) | | Net carrying value, software development costs | $2,824,330 | $3,184,562 | - Amortization expense for intangible assets was $360,232 for the six months ended June 30, 2025, compared to $162,904 for the same period in 2024[84] - The Company capitalized approximately $3.6 million for new software enhancements (ATOS4P and AdHere), with amortization commencing in Q2/Q3 2024[85] NOTE 4 – DEBT This note provides information on various debt instruments, including related party loans and promissory notes - The Company has various debt instruments, including related party loans, merchant agreements, and other promissory notes, many of which involve original issue discounts (OID) and conversion features into common stock[87][93][98] Debt Outstanding (June 30, 2025 vs. December 31, 2024) | Metric | June 30, 2025 | December 31, 2024 | | :-------------------------- | :------------ | :---------------- | | Merchant Agreements | $534,076 | $541,972 | | Other Promissory Notes | $376,607 | $332,796 | | Total debt | $910,683 | $874,768 | | Less: Unamortized debt discounts | $(206,868) | $(200,853) | | Current portion of debt | $703,815 | $673,915 | - The weighted average interest rate on short-term borrowings increased significantly from 46% at December 31, 2024, to 82% at June 30, 2025[106] - Interest expense from debt discount amortization was approximately $180,989 for Q2 2025 and $321,271 for the six months ended June 30, 2025[65] NOTE 5 – STOCKHOLDERS' EQUITY This note describes the company's authorized capital, common stock issuances, and equity transactions - The Company's authorized capital stock includes 100,000,000 shares of common stock and 5,000,000 shares of preferred stock[107] - Series H Preferred Stock, including accrued dividends, was mandatorily converted into 7,843,570 shares of common stock in August 2024[114][116] Common Stock Issuances (Six Months Ended June 30, 2025) | Issuance Type | Shares Issued | | :---------------------------- | :------------ | | For services | 404,963 | | For cash | 1,530,000 | | Note payable conversion | 17,143 | | Equity investment exchange | 127,230 | | Warrant conversion | 276,941 | | Original issue debt discount | 34,286 | | Future equity sale commitment | 100,000 | - The Company entered into an ELOC Purchase Agreement with ClearThink Capital Partners, LLC for up to $4,000,000 of common stock, and a Securities Purchase Agreement for $250,000 of restricted common stock[127][129] NOTE 6 – STOCK OPTION PLANS AND WARRANTS This note outlines the company's stock option plans and outstanding warrants, including related compensation expense - The Company has multiple stock option plans (2005, 2009, 2016, 2018, 2019, 2021, 2023 EP, and 2023 Plans) for granting stock options and awards to directors, officers, consultants, and key employees[133] Stock Options Outstanding (June 30, 2025) | Metric | Shares | Weighted Average Exercise Price | | :-------------------------- | :---------- | :------------------------------ | | Outstanding, January 1, 2025| 3,545,765 | $4.97 | | Outstanding, June 30, 2025 | 3,545,666 | $4.92 | | Options exercisable, June 30, 2025 | 3,545,666 | $4.92 | Warrants Outstanding (June 30, 2025) | Metric | Shares | Weighted Average Exercise Price | | :-------------------------- | :---------- | :------------------------------ | | Outstanding, January 1, 2025| 1,003,358 | $38.67 | | Exercised | (300,000) | $3.36 | | Outstanding, June 30, 2025 | 703,030 | $54.72 | - Stock-based compensation expense related to stock options was $460 for the six months ended June 30, 2025, a decrease from $1,175 in the prior year[137] NOTE 7 – EARNINGS (LOSS) PER SHARE This note explains the calculation of basic and diluted loss per share, considering anti-dilutive securities - Basic and diluted loss per share are the same due to the net loss, making potential common stock equivalents anti-dilutive[144] Potentially Dilutive Equity Securities Outstanding | Security Type | June 30, 2025 | December 31, 2024 | | :------------------------ | :------------ | :---------------- | | Stock options | 3,545,666 | 3,545,764 | | Warrants | 703,030 | 1,003,358 | | Series AAA preferred stock| 314,124 | 314,124 | | Series E preferred stock | 10,281 | 10,281 | | Total common stock equivalents | 4,573,101 | 4,873,527 | NOTE 8 – COMMITMENTS AND CONTINGENCIES This note discloses ongoing legal proceedings and potential financial obligations - The Company is involved in a lawsuit filed by a former Co-CEO and director, Michael Trepeta, claiming not less than $2.5 million in damages for fraudulent inducement, breach of employment agreement, and breach of fiduciary duty[146] - The Company's motion to dismiss the lawsuit was granted in December 2023, but Mr. Trepeta has filed a notice of appeal[146] NOTE 9 – SEGMENT REPORTING This note reports financial information for the company's single operating segment, advertising technology applications - The Company operates as a single reporting segment, providing advertising technology applications and campaign management services[147] Services Segment Performance (Three and Six Months Ended June 30) | Metric (Unaudited) | Q2 2025 | Q2 2024 | 6M 2025 | 6M 2024 | | :------------------------ | :----------- | :----------- | :----------- | :----------- | | Revenues | $31,108 | $266,892 | $43,721 | $530,174 | | Gross profit (loss) | $30,938 | $82,767 | $12,083 | $134,780 | | Segment net loss before income taxes | $(2,168,849) | $(745,147) | $(4,464,836) | $(1,846,731) | NOTE 10 – SUBSEQUENT EVENTS This note details significant events occurring after the reporting period, such as new debt and equity issuances - In July 2025, the Company issued two convertible promissory notes totaling $414,750, with interest rates of 10% per annum and conversion options into common stock[150][151] - A new consulting agreement was entered in July 2025, involving a $25,000 upfront cash payment, monthly fees, and the issuance of 40,000 restricted common shares and 50,000 common stock warrants[152] - Between July 1 and August 7, 2025, the Company raised $440,000 from the sale of 440,000 common shares[153] - The U.S. federal government enacted the Taxpayer Fairness and Growth Act of 2025 on July 2, 2025, reducing the corporate income tax rate to 19% effective January 1, 2026, which the Company is evaluating for impact[154][156] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on the company's financial condition and operational results, highlighting strategic shifts, industry context, and future plans, particularly focusing on the alliance with Context Networks and new product launches Our Company This section describes Mobiquity Technologies, Inc. as an advertising technology and data intelligence company - Mobiquity Technologies, Inc. is a next-generation advertising technology, data compliance, and intelligence company operating through three proprietary software platforms in the programmatic advertising industry[162] The Programmatic Advertising Industry This section provides an overview of the automated digital ad buying and selling market and its growth - Programmatic advertising involves automated buying and selling of digital ad space, streamlining processes with software and algorithms[163] - Global programmatic ad spend reached an estimated $595 billion in 2024, projected to exceed $800 billion by 2028, with the United States as the leading market[163] Our Mission This section states the company's goal to enhance advertising monetization, audience segmentation, and data compliance - The Company's mission is to enhance efficiency and effectiveness in advertising monetization, audience segmentation, and data compliance for enterprises in the programmatic industry[164] Our Opportunity This section highlights the expanded strategic alliance with Context Networks for programmatic advertising in the gaming industry - Mobiquity expanded its strategic alliance with Context Networks in February 2025, focusing on programmatic advertising for the gaming industry, including real-time slot machine advertising[165] Our Solutions This section details the company's proprietary platforms: ATOS, data intelligence, and publisher platform - The ATOS platform is an AI/ML-based end-to-end solution for managing digital advertising campaigns, engaging with approximately 10 billion ad opportunities daily[166][167] - The data intelligence platform provides precise consumer behavior data and insights, offered through managed services and a self-service SaaS model (MobiExchange)[168][169] - The publisher platform enables content publishers to monetize opt-in user data and ad inventory, including tools for consent management, audience building, and direct advertising[170] Our Revenue Sources This section explains how the company generates revenue through platform licensing and managed services models - Revenue is generated through two verticals: licensing platforms as white-label products (billed as a percentage of ad spend) and a managed services model (billed a higher percentage of revenue)[174] Our Strategic Alliance with Context Networks This section focuses on the partnership to integrate digital ads into slot machines and expand gaming industry advertising - The strategic partnership with Context Networks aims to integrate digital ads into slot machines and expand advertising across mobile and CTV platforms within the gaming industry[171] - Context Networks' addressable market includes approximately 4,700 global casinos and 2.9 million slot machines, with a potential audience exceeding 1.6 billion global gamblers[172] - The Company launched CMOne, an AI-powered marketing platform, in August 2025, to provide enterprise-grade marketing capabilities for small and medium-sized businesses[177] Mobiquity's Strategic Role in High-Growth Sectors | Sector | Mobiquity's Strategic Role | | :---------------- | :---------------------------------------------------------- | | Casino/Slots Gaming | First to deploy ad units directly on gaming machines | | AI & Big Data | Uses consumer behavior insights to enhance targeting and delivery | | AdTech | Provides a tech stack for campaign delivery, measurement, and scale | | Retail Media | Converts real-world entertainment venues into monetized ad space | Critical Accounting Policies This section discusses key accounting estimates and assumptions, including revenue recognition and fair value measurements - The preparation of financial statements requires management to make estimates and assumptions, which are evaluated on an ongoing basis, including those related to revenue recognition, credit losses, and stock-based compensation[185][186] - The Company operates in an industry subject to intense competition, changes in consumer demand, and variability in sales and net earnings, leading to significant risks and uncertainties[187][188] - Financial instruments are accounted for at fair value, categorized into Level 1, 2, or 3 inputs based on observability[189] - Revenue recognition follows ASC 606, where revenue is recognized when promised services are transferred to a customer, typically at a point in time upon publication of advertising content[197][202] Plan of Operation This section outlines the company's strategy for revenue growth, sales expansion, and leveraging its technology platforms - Mobiquity plans to expand its sales and support team to drive revenue growth, focusing on the evolving relationship with Context Networks and the casino/gaming vertical[206] - The Company will leverage its ATOS platform, proprietary data, and AI capabilities through MobiExchange for audience targeting and campaign optimization[207] - A newly introduced Publisher Platform will onboard digital content owners to monetize their inventory through ATOS and MobiExchange[208] Results of Operations This section analyzes the company's financial performance, including revenues, expenses, and net loss, for recent periods Quarter Ended June 30, 2025, Compared to Quarter Ended June 30, 2024 This section compares the company's financial results for the second quarter of 2025 against the same period in 2024 Q2 2025 vs. Q2 2024 Financial Performance | Metric | June 30, 2025 | June 30, 2024 | Change ($) | Change (%) | | :---------------------- | :------------ | :------------ | :----------- | :----------- | | Revenues | $31,108 | $266,892 | $(235,784) | -88.3% | | Cost of revenues | $170 | $184,125 | $(183,955) | -99.9% | | Gross profit | $30,938 | $82,767 | $(51,829) | -62.6% | | Total operating expenses| $1,990,416 | $1,104,776 | $885,640 | 80.2% | | Loss from operations | $(1,959,478) | $(1,022,009) | $(937,469) | 91.7% | - The significant revenue decrease is primarily due to the absence of political advertising revenue from 2024 and a strategic shift towards long-term growth initiatives, including the Context Networks alliance[211] - Operating expenses increased by $885,640, mainly driven by non-cash increases in professional fees, amortization, and salaries[218] Six Months Ended June 30, 2025, Compared to Six Months Ended June 30, 2024 This section compares the company's financial results for the first six months of 2025 against the same period in 2024 6M 2025 vs. 6M 2024 Financial Performance | Metric | June 30, 2025 | June 30, 2024 | Change ($) | Change (%) | | :---------------------- | :------------ | :------------ | :----------- | :----------- | | Revenues | $43,721 | $530,174 | $(486,453) | -91.8% | | Cost of revenues | $31,638 | $395,394 | $(363,756) | -92.0% | | Gross profit | $12,083 | $134,780 | $(122,697) | -91.0% | | Total operating expenses| $4,117,015 | $2,205,887 | $1,911,128 | 86.6% | | Loss from operations | $(4,104,932) | $(2,071,107) | $(2,033,825) | 98.2% | - The decrease in revenues for the six months is primarily due to the absence of political advertising revenue in 2024 and a strategic shift towards long-term growth initiatives, with initial monetization anticipated in Q3 2025[221][225] - Operating expenses increased by $1,911,128, mainly due to non-cash increases in professional fees, amortization, and salaries[228] Liquidity and Capital Resources This section assesses the company's ability to meet short-term and long-term obligations, including cash flow and financing needs - The Company has a history of operating losses, and management has concluded that factors raise substantial doubt about its ability to continue as a going concern[230] Cash Flow Summary (Six Months Ended June 30) | Metric | 2025 | 2024 | | :-------------------------------------- | :------------ | :------------ | | Cash at period end | $184,081 | $23,892 | | Net cash used in operating activities | $(2,573,161) | $(1,336,280) | | Net cash provided by financing activities | $1,597,623 | $1,806,275 | - The Company continues to rely on equity financing and borrowings from outside investors to supplement cash flow from operations[233] Debt and Equity Transactions This section refers to detailed disclosures on the company's recent debt and equity activities - Detailed descriptions of debt and equity transactions for fiscal year ended December 31, 2024, and the six months ended June 30, 2025, are referenced in the Notes to the Consolidated Financial Statements[234] Off-Balance Sheet Arrangements This section confirms the absence of any off-balance sheet arrangements as of the reporting date - As of June 30, 2025, the Company did not have any off-balance sheet arrangements[235] Item 3. Quantitative and Qualitative Disclosures About Market Risk This item is marked as not applicable, indicating no significant quantitative or qualitative disclosures about market risk are provided - This item is not applicable[236] Item 4. Controls and Procedures The Company's disclosure controls and procedures were deemed ineffective as of June 30, 2025, primarily due to a lack of segregation of duties in the finance and accounting department. Remediation efforts are ongoing - The disclosure controls and procedures were not effective as of June 30, 2025, primarily due to the Company's lack of segregation of duties in the finance and accounting department[236] - The Company is continuing to mitigate and remediate identified control gaps, deficiencies, and material weaknesses in its internal controls, with independent monitoring and testing ongoing[240] PART II. OTHER INFORMATION Covers legal proceedings, risk factors, changes in securities, and other disclosures Item 1. Legal Proceedings This section reiterates the ongoing lawsuit filed by former Co-CEO Michael Trepeta, claiming $2.5 million in damages. The Company's motion to dismiss was granted but is currently under appeal - Michael Trepeta, a former Co-CEO and director, filed a lawsuit against the Company claiming not less than $2.5 million in damages[242] - The Company's motion to dismiss the action was granted in December 2023, but Mr. Trepeta has filed a notice of appeal[242] Item 1A. Risk Factors The risk factors are incorporated by reference from the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024 - Risk factors are incorporated by reference from the Company's Form 10-K for the fiscal year ended December 31, 2024[243] Item 2. Changes in Securities This section details the Company's recent sales and issuances of unregistered securities, including common stock for cash, services, debt conversions, and equity investments, as well as various debt transactions RECENT SALES OF UNREGISTERED SECURITIES This section details the company's issuances of common stock for cash, services, debt conversions, and equity investments Unregistered Securities Sales (Fiscal 2024 and 2025) | Year | Title of Security | Number Sold | Consideration Received | | :--- | :---------------- | :--------------- | :--------------------- | | 2024 | Common Stock | 5,708,734 shares | $4,026,950 cash | | 2024 | Common Stock | 200,000 shares | Common stock subscribed| | 2024 | Common Stock | 225,010 shares | Services rendered | | 2024 | Common Stock | 7,684,730 shares | Conversion of Series H Preferred stock | | 2024 | Common stock | 749,000 shares | Note conversion | | 2024 | Common Stock | 158,840 shares | Preferred dividends | | 2025 | Common Stock | 599,963 shares | Services rendered | | 2025 | Common Stock | 1,660,071 shares | $1,796,999 cash | | 2025 | Common Stock | 127,320 shares | Stock issued for Investment | | 2025 | Common Stock | 17,143 shares | Note conversion | | 2025 | Common Stock | 276,941 shares | Warrant conversion | | 2025 | Common Stock | 34,286 shares | Original issue discount| - In February 2025, the Company issued 127,230 shares of restricted common stock in exchange for 274,725 shares of Context Networks' restricted common stock, establishing minority ownership stakes[261] - The Company entered into an ELOC Purchase Agreement with ClearThink Capital Partners, LLC for up to $4,000,000 of common stock, and a Securities Purchase Agreement for $250,000 of restricted common stock[256][259] DEBT This section provides comprehensive information on the company's various debt instruments, including merchant agreements and promissory notes - Related party loans from Dr. Salkind and his son, totaling $250,000 in principal and $11,500 in OID, were converted into 523,000 shares of common stock in December 2024[266] - The Company entered into multiple merchant agreements for the purchase and sale of future receivables, with funding amounts ranging from $200,000 to $268,500, often involving debt discounts and common stock issuances[275][276][277][278][279][280][281][282] - Various promissory notes were issued, including convertible notes with original issue discounts and interest charges, with some obligations settled through common stock conversion[284][285][286][287][288][289][290] Item 3. Defaults Upon Senior Securities This item is marked as not applicable, indicating no defaults upon senior securities - This item is not applicable[295] Item 4. Mine Safety Disclosures This item is marked as not applicable, indicating no mine safety disclosures - This item is not applicable[296] Item 5. Other Information This section confirms no director or officer adopted or terminated a Rule 10b5-1 trading arrangement - No director or officer adopted or terminated a 'Rule 10b5-1 trading arrangement' or 'non-Rule 10b5-1 trading arrangement' during the quarter ended June 30, 2025[297] Item 6. Exhibits This section lists all exhibits filed with the Form 10-Q, including various agreements and organizational documents - The exhibits include various agreements such as merger agreements, securities purchase agreements, and employment agreements[298][299][300][301][302] - Organizational documents like the Certificate of Incorporation and Amended By-Laws, along with their amendments, are also listed[298][299][300][301][302] - Financial instruments such as promissory notes and common stock purchase warrants are included as exhibits[298][299][300][301][302] SIGNATURES This section contains the official signatures of the company's authorized officers for the report Signatures of Officers This section confirms the official signing of the report by the principal executive and financial officers - The report was signed by Dean L. Julia, Principal Executive Officer, and Sean McDonnell, Principal Financial Officer, on August 14, 2025[307]