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Stockholders' Equity (Deficit)
3 Months Ended
Mar. 31, 2026
Stockholders' Equity Note [Abstract]  
Stockholders' Equity (Deficit)

Note 10: StockholdersEquity (Deficit)

 

Common Stock

 

The Company has authorized 500,000,000 shares of common stock, par value $0.01; 17,795,540 were issued and outstanding at March 31, 2026.

 

Issuance of Restricted Common Stock for Series X Preferred Stock Dividends

 

During the three months ended March 31, 2026, the Company issued 99,337 shares of common stock for dividends payable on its Series X Preferred Stock as discussed in further detail below. The price per share used in determining the number of shares issued was the stock price on the 15th day of each month to determine the number of shares issuable.

 

Issuance of Restricted Common Stock for the Redemption of Series A Preferred Stock

 

During the three months ended March 31, 2026, the Company issued 2,228,148 shares of its restricted common stock for the redemption of Series A shares as discussed in further detail above in Note 9.

 

Other Common stock Issuances

 

During the three months ended March 31, 2026, the Company issued 375,000 shares to consultants for services performed with a fair value of $51,563 which was recorded as stock-based compensation.

 

Preferred Stock

 

We are authorized to issue 100,000,000 shares of Preferred Stock with such rights designations and preferences as determined by our Board of Directors. We have designated 3,000,000 shares of Series A Preferred (see Note 9), 10,000,000 shares of Series D Preferred, 10,000 shares of Series E Preferred, 140,000 shares of Series F Preferred, and 400,000 shares as Series X Preferred Stock.

 

Series D Preferred Stock

 

The Series D Preferred Stock has a par value of $0.01 per share, no stated maturity, a liquidation preference of 100% of the stated value plus accrued but unpaid dividends, accrued dividends at the rate of 6% on $1.05 per share, and converts into common shares at a rate of $0.25 per share. The Series D ranks senior to all other preferred stock of the Company except in relation to the Series X Cumulative Redeemable Perpetual Preferred Stock and the Series A Redeemable Preferred Stock, which ranks Pari passu to the Series D Preferred Stock. Each holder of our Series D Preferred Stock shall be entitled to cast the number of votes equal to the number of whole shares of Common Stock into which the shares of Series D preferred Stock held by such holder. The Company had no shares of Series D Preferred Stock outstanding at March 31, 2026.

Series E Preferred Stock

 

The number of shares of Series E designated is 10,000 and each share of Series E has a stated value equal to $1,000. Each share of Series E Preferred Stock shall have a par value of $0.01. There are 0 shares of Series E Preferred Stock outstanding at March 31, 2026. No shares of Series E Preferred Stock have ever been issued.

 

Series F Preferred Stock

 

The number of shares of Series F Preferred Stock designated is 140,000 and each share of Series F Preferred Stock has par value of $0.01, a liquidation preference of $1,000 and PIK dividends at 12%. The Series F Preferred Stock will rank senior to the Corporation’s Common Stock and on parity with all Preferred Stock of the Corporation with terms specifically providing that such Preferred Stock rank on parity with the Series F Preferred Stock with respect to rights to the distribution of assets upon any liquidation, dissolution or winding up of the Corporation; and (iii) junior to all Preferred Stock of the Corporation with terms specifically providing that such Preferred Stock rank senior to the Series F Preferred Stock with respect to rights to the distribution of assets upon any liquidation, dissolution or winding up of the Company. Holders of shares of the Series F Preferred Stock are entitled to receive payment-in-kind dividends payable only in additional shares of Series F Preferred Stock (“PIK Dividends”) at rate of 12% per annum. There are no shares of Series F shares outstanding as of March 31, 2026.

 

Series X Preferred Stock

 

The Company has 42,103 shares of its 10% Series X Cumulative Redeemable Perpetual Preferred Stock (the “Series X Preferred Stock”) outstanding as of March 31, 2026 and December 31, 2025. The Series X Preferred Stock has a par value of $0.01 per share, no stated maturity, a liquidation preference of $25.00 per share, and will not be subject to any sinking fund or mandatory redemption and will remain outstanding indefinitely unless the Company decides to redeem or otherwise repurchase the Series X Preferred Stock; the Series X Preferred Stock is not redeemable prior to November 4, 2020. The Series X Preferred Stock will rank senior to all classes of the Company’s common and preferred stock except in relation to the Series A Redeemable Preferred Stock, which ranks Pari passu to the Series X Preferred Stock, and accrues dividends at the rate of 10% on $25.00 per share. The Company reserves the right to pay the dividends in shares of the Company’s common stock at a price equal to the average closing price over the five days prior to the date of the dividend declaration. Beginning in October 2024, the Company elected to use the closing stock price on the 15th of each month. Each one share of the Series X Preferred Stock is entitled to 400 votes on all matters submitted to a vote of our shareholders.

 

The Company accrued dividends in the amount of $26,314 and $12,314 on the Series X Preferred Stock for the three months ended March 31, 2026 and 2025, respectively. As of March 31, 2026 and December 31, 2025, the Company had $26,314 and $26,314 in accrued dividends on the Series X Preferred Stock, respectively.

 

Warrants

 

The following table summarizes the warrants outstanding on March 31, 2026, and the related prices for the warrants to purchase shares of the Company’s common stock:

  

            Weighted       Weighted 
        Weighted   average       average 
        average   exercise       exercise 
Range of   Number of   remaining   price of   Number of   price of 
exercise   warrants   contractual   outstanding   warrants   exercisable 
prices   outstanding   life (years)   warrants   exercisable   warrants 
$25.00    5,556    1.11   $25.00    5,556   $25.00 
$37.50    32,000    0.75   $37.50    32,000   $37.50 
      37,556    0.80   $35.65    37,556   $35.65 

 

The following table summarizes the transactions involving options to purchase shares of the Company’s common stock:

 

   Shares   Weighted-
Average
Exercise Price
($)
 
Outstanding at December 31, 2025   37,556   $35.65 
Granted   -   $- 
Cancelled   -   $- 
Exercised   -   $- 
Outstanding at March 31, 2026   37,556   $35.65 

 

At March 31, 2026, there was no intrinsic value on the issued or vested warrants.