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SUBSEQUENT EVENTS
12 Months Ended
Dec. 31, 2025
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 19 – SUBSEQUENT EVENTS

 

In accordance with ASC 855-10, Subsequent Events, management evaluated subsequent events through the date the financial statements were issued and noted material subsequent events requiring disclosure in these financial statements.

 

On January 15, 2026, a debt holder converted $90,200, from the Convertible Note dated August 25, 2025, into 1,555,172 shares of common stock, paying the note in full.

 

On February 9, 2026, Selkirk Global Holdings, LLC converted $27,346, from the Convertible Note dated July 17, 2025, into 379,811 shares of common stock, paying the note in full.

 

On February 12, 2026, the Company issued a new 6% Convertible Promissory Note to a debt holder, an unaffiliated party with a total face value of $100,000. The note bears interest at 6% per annum, compounded monthly, and matures on February 11, 2027. The initial consideration received was $15,041. The conversion price is equal to a 25% discount of the average closing price of the Company’s common stock during the 10 consecutive trading days prior to the conversion date. Subsequent fundings under this note included $7,400 on February 13, 2026 for transfer agent fees.

 

On February 24, 2026, Beartooth Asset Holdings, LLC, an entity managed by Mr. Strickland, executed an Irrevocable Stock Power transferring 50,000,000 shares of the Company’s restricted common stock to the Hallmark Venture Group, Inc. Acquisition Account. This transfer was made in connection with an anticipated corporate restructuring. The shares had originally been issued to Beartooth on May 16, 2025, pursuant to a Board Resolution for anticipated corporate restructuring purposes.

 

On March 5, 2026, the debt holder entered into an Assignment of Debt Agreement whereby the debt holder assigned $39,841 of debt owed by the Company to Nicholas Rutherford.

 

On March 10, 2026, Nicholas Rutherford converted $42,141 from the March 5, 2026 debt assignment into 247,889 shares of common stock.