STOCKHOLDERS’ EQUITY

6 Months Ended

Jun. 30, 2026

Equity [Abstract]

STOCKHOLDERS’ EQUITY

NOTE 8. STOCKHOLDERS’ EQUITY

The Company’s authorized capital stock consists of 450,000,000 shares of common stock and 1,000,000 shares of preferred stock, par value $0.001 per share.

As of June 30, 2026, and December 31, 2025, there were 193,266,631 and 179,110,820 shares of common stock issued and outstanding, respectively.

As of June 30, 2026, and December 31, 2025, there were 0 and 0 shares of Series A stock of the Company issued and outstanding, respectively.

As of June 30, 2026, and December 31, 2025, there were 0 and 8,500 shares of Series B stock of the Company issued and outstanding, respectively.

On January 20, 2026, the Board of Directors and Fusion Fuel Green PLC, the Company’s majority stockholder holding approximately 53.5% of the Company’s voting power, approved an amendment to the Company’s Articles of Incorporation. The amendment increased the Company’s authorized share capital from 200,000,000 shares of common stock, par value $0.001 per share, to 450,000,000 shares of common stock. The increase had effect on June 10, 2026. The number of authorized shares of preferred stock was not affected by the amendment.

From January 1, 2025, to June 30, 2025, we made the following issuances:

On January 10, 2025, the Company issued 600,962 shares of our common stock to 1800 DIAGONAL LENDING LLC for the conversion of $20,000 of principal, pursuant to a convertible note signed on July 3, 2024.

On January 13, 2025, the Company issued 818,331 shares of our common stock to 1800 DIAGONAL LENDING LLC for the conversion of $25,000 of principal, pursuant to a convertible note signed on July 3, 2024.

On January 17, 2025, the Company issued 1,024,590 shares of our common stock to 1800 DIAGONAL LENDING LLC for the conversion of $25,000 of principal, pursuant to a convertible note signed on July 3, 2024.

On January 27, 2025, the Company issued 1,678,321 shares of our common stock to 1800 DIAGONAL LENDING LLC for the conversion of $30,000 of principal, pursuant to a convertible note signed on July 3, 2024.

On January 29, 2025, the Company issued 2,482,269 shares of our common stock to 1800 DIAGONAL LENDING LLC for the conversion of $35,000 of principal, pursuant to a convertible note signed on July 3, 2024.

On January 30, 2025, the Company issued 2,836,879 shares of our common stock to 1800 DIAGONAL LENDING LLC for $40,000, for part conversion of a convertible note signed on July 03, 2023.

On February 3, 2025, the Company issued 2,994,289 shares of our common stock to 1800 DIAGONAL LENDING LLC for the conversion of $ 38,925.77 of principal, pursuant to a convertible note signed on July 3, 2024. There was no Balance Due remaining under this Note after this Conversion.

On March 27, 2025, the Company issued 1,351,351 shares of our common stock to 1800 DIAGONAL LENDING LLC for the conversion of $15,000 of principal, pursuant to a convertible note signed on September 25, 2024.

On April 27, 2025, the Company issued 1,538,461 shares of our common stock to 1800 DIAGONAL LENDING LLC for the conversion of $20,000 of principal, pursuant to a convertible note signed on September 25, 2024.

On April 30, 2025, the Company issued 1,972,386 shares of our common stock to 1800 DIAGONAL LENDING LLC for the conversion of $25,000 of principal, pursuant to a convertible note signed on September 25, 2024.

On May 1, 2025, the Company issued 2,866,698 shares of our common stock to 1800 DIAGONAL LENDING LLC for the conversion of $30,000 of principal, pursuant to a convertible note signed on September 25, 2024.

On May 6, 2025, the Company issued 3,959,276 shares of our common stock to 1800 DIAGONAL LENDING LLC for the conversion of $35,000 of principal, pursuant to a convertible note signed on September 25, 2024.

On May 6, 2025, the Company issued 2,449,570 shares of our common stock to Jefferson Street Capital LLC for the conversion of $0.00 principal amount of the Note together with $8,794.98 of accrued and unpaid interest thereto, $11,200.00 in default principal and $1,500.00 in fees, totaling $21,494.98, pursuant to a convertible note signed on May 23, 2023.

On May 13, 2025, the Company issued 7,644,749 shares of our common stock to 1800 DIAGONAL LENDING LLC for the conversion of $56,150.68 of principal, pursuant to a convertible note signed on September 25, 2024. The note was fully converted.

On June 5, 2025, the Company issued 3,019,662 shares of our common stock to Jefferson Street Capital LLC for the conversion of $20,000 of principal and $1,500 of conversion fees pursuant to a convertible note signed on September 25, 2024.

From January 1, 2026, to June 30, 2026, we made the following issuances:

On January 12, 2026, the Company issued 5,655,811 shares of our common stock to Jefferson Street Capital LLC for the conversion of $0.00 principal amount of the note together with $1,500.00 of accrued and unpaid interest thereto, $37,269.38 in default principal and $1,500.00 in fees, totaling $40,269.38 pursuant to a convertible note signed on May 21, 2024.

On February 23, 2026, Fusion Fuel Green PLC converted 8,500 shares of Series B Preferred Stock, into 8,500,000 shares of common stock, pursuant to the Certificate of Designation of Series B Convertible Preferred Stock of the Company (the “Series B Certificate of Designation”). The conversion was effected for no cash consideration, in accordance with the Series B Certificate of Designation. Fusion Fuel only holds common stock after the conversion.