Item 1.01 Entry into a Material Definitive Agreement. On or about the date hereof, the Company entered into amendments to certain outstanding promissory notes and convertible notes. Pursuant to the amendments, the maturity date of the notes has been extended to September 30, 2026.…
Filed Aug 25, 2026Accepted Aug 25, 2026, 9:13 AM EDTCIK 1487718Accession 0001493152-26-039978
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Item 1.01Item 1.01 - Entry into Material Agreement
Item
1.01 Entry into a Material Definitive Agreement.
On
or about the date hereof, the Company entered into amendments to certain outstanding promissory notes and convertible notes.
Pursuant to the amendments, the maturity date of the notes has been extended to September 30, 2026. In the event that the Company
shall not have consummated an uplist of its common stock to NYSE American on or prior to September 30, 2026, then, effective
as of September 30, 2026, the principal amount due under the notes shall be increased 15% for a total increase of $1,459,217,
taking the total principal of the notes to $11,187,330. Such principal increase shall be automatic and without the necessity of any
further action by any of the parties. In addition, in the event that the Company shall not have consummated an uplist of
its common stock to NYSE American on or prior to September 30, 2026, then, effective as of September 30, 2026, the Company shall
arrange for the issuance of six hundred twelve thousand four hundred seventy-six (612,476) shares of Common Stock to the
noteholders. Such issuance of additional shares shall be automatic and without the necessity of any further action by any
of the parties. With these amendments, the Company is not in default under any of its notes.