SUBSEQUENT EVENTS	12 Months Ended
Dec. 31, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 14 – SUBSEQUENT EVENTS The Company has evaluated subsequent events through the date of this filing, and except for the following, no material subsequent events have occurred: Amendments and/or Restatements to the Excess Telecom Membership Interest Purchase Agreement On January 22, 2024 (the “Effective Date”), KonaTel and IM Telecom entered into a Membership Interest Purchase Agreement with Excess Telecom. Pursuant to the Membership Interest Purchase Agreement, KonaTel agreed to sell a membership interest in IM Telecom to Excess Telecom, 49% at the Initial Closing, with the remaining 51% at the Final Closing, subject to the final change of control approval by the FCC. Additional Transaction Documents were also executed by the parties at the Initial Closing Date of the Membership Interest Purchase Agreement, including a Management Service Agreement, a Master Distribution Agreement and an Amended and Restated Operating Agreement. On March 4, 2025, certain of the initial Transaction Documents with Excess Telecom were restated by signature; these restatements became effective as of the date or dates set forth at the beginning of each of the referenced Transaction Documents and copies of which accompany our 8-KA Current Report dated January 22, 2024, filed with the SEC on March 10, 2025. IM Telecom and Excess Telecom have been working together to establish best practices in compliance and building an expanded ETC footprint in the United States. In addition to our approved Federal Compliance Plan, IM Telecom has increased its state-authorized ETC approvals and is now approved in forty (40) states. Although these state approvals are complete, IM Telecom is currently awaiting FCC delivery of Study Area Codes (“SACs”) to begin operating in eight (8) additional states. In furtherance of this process, certain of the initial Transaction Documents have been restated by signature dated March 4, 2025, but effective of the date or dates set forth at the beginning of each of the referenced Transaction Documents. The primary purpose for amending the original Management Services Agreement (the “MSA”) is to further specify items that concur with the intent to operate IM Telecom in compliance with FCC regulations and to ensure continuity of our working relationship with Excess Telecom during the process of FCC approval. IM Telecom and Excess Telecom have been working collaboratively while awaiting FCC change of control approval. We remain committed to compliance in all areas of our business. The Amended and Restated Management Services Agreement has been updated to include several items. These items include specific termination language, cure period language and the establishment of a sunset term in the event of an MSA termination. Schedule A was added to specify compensation for services rendered under the original MSA. As written in Section 2(vii), the Company shall have final authority and responsibility on all regulatory, legality and compliance issues, including initial enrollment standards, customer transfers and submission of claims for federal or state reimbursements from USAC or any other governmental body or the administrator for such governmental bodies; provided, that all such activities shall be undertaken in a commercially prudent manner and the Manager shall not take any actions that would cause the Compliance Plan, ETC Designations or ACP approval to be terminated, suspended or otherwise lapse. “USAC” stands for the Universal Service Administration Company, which is a not-for profit corporation that manages the FCC’s Universal Service Fund (respectively, “USAC” and “USF”). The parties formalized their working relationship by adding a Master Distribution Agreement, wherein Excess Telecom has been and continues to be a master distributor of IM Telecom until final change of control approval from the FCC and the final closing of the Transaction Documents is completed. The original Membership Interest Purchase Agreement predetermines a Master Distribution Agreement (“MDA”) whereby KonaTel, DBA Infiniti Mobile, becomes the non-exclusive master distributor under IM Telecom upon FCC final change of control approval and the final closing of the Membership Interest Purchase Agreement. Each MDA identifies the duties for each party under the MDA to act in a legal, professional and ethical manner and in compliance with all applicable laws, rules, regulations and orders. Only minor and non-material modifications were made to the existing IM Telecom Amended and Restated Operating Agreement to align with our ongoing business practices used since the inception of the execution of the Transaction Documents. For additional information on the initial and amended Transaction Documents, see our 8-K Current Report of dated January 22, 2024, and filed with the SEC on January 30, 2024, and our 8-KA Current Report dated January 22, 2024, filed with the SEC on March 10, 2025, which are Hyperlinked in in Section 9 – Financial Statements and Exhibits, Item 9.01, Part IV, Item 15, below, and are incorporated herein by reference. Extension of Incentive Stock Options to Key Employees The Board of Directors adopted a resolution to extend the option deadline for certain key employees (under their Employment Agreements) who were given notice of termination as a result of the official termination of the ACP Program. These employees, given the return of certain growth initiatives for the Company, would be available to return to further our business. Post-employment afforded a ninety (90) day exercise period of vested options, whereby this extension, given their possible return to the Company, extended the exercise period by one hundred eighty (180) days. Beaty Stock Option Exercise Director Subsequent Events On February 11, 2025, Robert Beaty, an independent Board member, conveyed to the Company 13,934 shares of the Company’s common stock at a price of $0.30 per share, in an exempt transaction pursuant to Section 16b-3(c), and in full payment of the exercise of 25,000 incentive stock options granted to him in 2019 at a price of $0.1672 per share, which was 110% of the fair market value of our common stock on the date of such grant. Pearl Stock Option Exercise On January 27, 2025, Jeffrey Pearl, an independent Board member, conveyed to the Company 13,307 shares of the Company’s common stock at a price of $0.31 per share, in an exempt transaction pursuant to Section 16b-3(c), and in full payment of the exercise of 25,000 incentive stock options granted to him in 2019 at a price of $0.165 per share, which was 110% of the fair market value of our common stock on the date of such grant. Health Care Initiative and VIVA-Contract Our ongoing health care initiative experienced an initial launch in March, 2025 and Advice Letter Number 20 is pending before the California Public Utilities Commission authorizing an expanded launch to all current Medicaid recipients within the state. The program launch timing for our VIVA-US Telecommunications, Inc. (“VIVA-US”) sales initiative has now been tentatively set for June 2025. Payment Received on Note Receivable On March 11, 2025, the Company received a payment of $150,000 on the note receivable ($1,000,000) due from Excess Telecom that is referenced under “Notes Receivable” in NOTE 1 above.

SUBSEQUENT EVENTS

12 Months Ended

Dec. 31, 2024

NOTE 14 – SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date of this filing, and except for the following, no material subsequent events have occurred:

Amendments and/or Restatements to the Excess Telecom Membership Interest Purchase Agreement

On January 22, 2024 (the “Effective Date”), KonaTel and IM Telecom entered into a Membership Interest Purchase Agreement with Excess Telecom. Pursuant to the Membership Interest Purchase Agreement, KonaTel agreed to sell a membership interest in IM Telecom to Excess Telecom, 49% at the Initial Closing, with the remaining 51% at the Final Closing, subject to the final change of control approval by the FCC.

Additional Transaction Documents were also executed by the parties at the Initial Closing Date of the Membership Interest Purchase Agreement, including a Management Service Agreement, a Master Distribution Agreement and an Amended and Restated Operating Agreement. On March 4, 2025, certain of the initial Transaction Documents with Excess Telecom were restated by signature; these restatements became effective as of the date or dates set forth at the beginning of each of the referenced Transaction Documents and copies of which accompany our 8-KA Current Report dated January 22, 2024, filed with the SEC on March 10, 2025.

IM Telecom and Excess Telecom have been working together to establish best practices in compliance and building an expanded ETC footprint in the United States. In addition to our approved Federal Compliance Plan, IM Telecom has increased its state-authorized ETC approvals and is now approved in forty (40) states. Although these state approvals are complete, IM

Telecom is currently awaiting FCC delivery of Study Area Codes (“SACs”) to begin operating in eight (8) additional states. In furtherance of this process, certain of the initial Transaction Documents have been restated by signature dated March 4, 2025, but effective of the date or dates set forth at the beginning of each of the referenced Transaction Documents.

The primary purpose for amending the original Management Services Agreement (the “MSA”) is to further specify items that concur with the intent to operate IM Telecom in compliance with FCC regulations and to ensure continuity of our working relationship with Excess Telecom during the process of FCC approval. IM Telecom and Excess Telecom have been working collaboratively while awaiting FCC change of control approval. We remain committed to compliance in all areas of our business. The Amended and Restated Management Services Agreement has been updated to include several items. These items include specific termination language, cure period language and the establishment of a sunset term in the event of an MSA termination. Schedule A was added to specify compensation for services rendered under the original MSA.

As written in Section 2(vii), the Company shall have final authority and responsibility on all regulatory, legality and compliance issues, including initial enrollment standards, customer transfers and submission of claims for federal or state reimbursements from USAC or any other governmental body or the administrator for such governmental bodies; provided, that all such activities shall be undertaken in a commercially prudent manner and the Manager shall not take any actions that would cause the Compliance Plan, ETC Designations or ACP approval to be terminated, suspended or otherwise lapse. “USAC” stands for the Universal Service Administration Company, which is a not-for profit corporation that manages the FCC’s Universal Service Fund (respectively, “USAC” and “USF”).

The parties formalized their working relationship by adding a Master Distribution Agreement, wherein Excess Telecom has been and continues to be a master distributor of IM Telecom until final change of control approval from the FCC and the final closing of the Transaction Documents is completed. The original Membership Interest Purchase Agreement predetermines a Master Distribution Agreement (“MDA”) whereby KonaTel, DBA Infiniti Mobile, becomes the non-exclusive master distributor under IM Telecom upon FCC final change of control approval and the final closing of the Membership Interest Purchase Agreement. Each MDA identifies the duties for each party under the MDA to act in a legal, professional and ethical manner and in compliance with all applicable laws, rules, regulations and orders.

Only minor and non-material modifications were made to the existing IM Telecom Amended and Restated Operating Agreement to align with our ongoing business practices used since the inception of the execution of the Transaction Documents.

For additional information on the initial and amended Transaction Documents, see our 8-K Current Report of dated January 22, 2024, and filed with the SEC on January 30, 2024, and our 8-KA Current Report dated January 22, 2024, filed with the SEC on March 10, 2025, which are Hyperlinked in in Section 9 – Financial Statements and Exhibits, Item 9.01, Part IV, Item 15, below, and are incorporated herein by reference.

Extension of Incentive Stock Options to Key Employees

The Board of Directors adopted a resolution to extend the option deadline for certain key employees (under their Employment Agreements) who were given notice of termination as a result of the official termination of the ACP Program. These employees, given the return of certain growth initiatives for the Company, would be available to return to further our business. Post-employment afforded a ninety (90) day exercise period of vested options, whereby this extension, given their possible return to the Company, extended the exercise period by one hundred eighty (180) days.

Beaty Stock Option Exercise

Director

Subsequent Events

On February 11, 2025, Robert Beaty, an independent Board member, conveyed to the Company 13,934 shares of the Company’s common stock at a price of $0.30 per share, in an exempt transaction pursuant to Section 16b-3(c), and in full payment of the exercise of 25,000 incentive stock options granted to him in 2019 at a price of $0.1672 per share, which was 110% of the fair market value of our common stock on the date of such grant.

Pearl Stock Option Exercise

On January 27, 2025, Jeffrey Pearl, an independent Board member, conveyed to the Company 13,307 shares of the Company’s common stock at a price of $0.31 per share, in an exempt transaction pursuant to Section 16b-3(c), and in full payment of the exercise of 25,000 incentive stock options granted to him in 2019 at a price of $0.165 per share, which was 110% of the fair market value of our common stock on the date of such grant.

Health Care Initiative and VIVA-Contract

Our ongoing health care initiative experienced an initial launch in March, 2025 and Advice Letter Number 20 is pending before the California Public Utilities Commission authorizing an expanded launch to all current Medicaid recipients within the state. The program launch timing for our VIVA-US Telecommunications, Inc. (“VIVA-US”) sales initiative has now been tentatively set for June 2025.

Payment Received on Note Receivable

On March 11, 2025, the Company received a payment of $150,000 on the note receivable ($1,000,000) due from Excess Telecom that is referenced under “Notes Receivable” in NOTE 1 above.