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Pay vs Performance Disclosure - USD ($)
12 Months Ended 36 Months Ended
Jun. 30, 2026
Jun. 30, 2025
Jun. 30, 2024
Jun. 30, 2026
Pay vs Performance Disclosure        
Pay vs Performance Disclosure, Table

PAY VERSUS PERFORMANCE

 

As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between executive compensation and certain financial performance of our Company for each of the last three completed fiscal years. In determining the “compensation actually paid” to our named executive officers (“NEOs”, including our principal executive officer (“PEO”), we are required to make various adjustments to amounts that have previously been reported in the Summary Compensation Table in previous years, as the SEC’s calculation method for this section differs from those required in the Summary Compensation Table.

 

Pay Versus Performance Table

 

The table below presents information on the compensation of our NEOs in comparison to certain performance metrics for 2026, 2025 and 2024. The metrics are not those that the Compensation Committee of our Board uses when setting executive compensation. The use of the term “compensation actually paid” (“CAP”) is required by the SEC’s rules. Neither CAP nor the total amount reported in the Summary Compensation Table reflect the amount of compensation actually paid, earned or received during the applicable year. Per SEC rules, CAP was calculated by adjusting the Summary Compensation Table total values for the applicable years.

 

Year

(1)

 

Summary

Compensation

Table Total

for PEO

(2)

   

Compensation

Actually Paid

to PEO

(3)

   

Average

Summary

Compensation

Table Total

for non-PEO

Named

Executive

Officers

(4)

   

Average

Compensation

Actually Paid

to non-PEO

Named

Executive

Officers

(5)

   

Value of

Initial Fixed

$100

Investment

Based On

Total

Shareholder

Return

(6)

   

Net Income

(Loss)

(7)

 

2026

  $ 15,824,495     $ 24,396,816     $ 2,914,870     $ 5,308,824     $ 642.91     $ (20,545,563 )

2025

  $ 778,665     $ 1,353,875     $ 437,401     $ 687,122     $ 137.80     $ (14,873,182 )

2024

  $ 478,042     $ 460,891     $ 292,537     $ 281,177     $ 49.21     $ (8,007,346 )

 

(1)

Data presented for our last three fiscal years in compliance with Item 402(v)(8).

 

 

(2)

Represents total compensation to Shmuel Rubin, who served as our Chief Executive Officer and sole PEO during 2026, 2025 and 2024.

 

 

(3)

The dollar amounts reported in this column represent the average amount of “compensation actually paid” to Mr. Rubin, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to Mr. Rubin during the applicable year. The following adjustments were made to Mr. Rubin’s total compensation for each year to determine “compensation actually paid” in accordance with SEC regulations:

     
PEO Total Compensation Amount $ 15,824,495 $ 778,665 $ 478,042  
PEO Actually Paid Compensation Amount $ 24,396,816 1,353,875 460,891  
Adjustment To PEO Compensation, Footnote

 

   

Fiscal Year

 
Adjustments to Determine CAP for PEO  

2026

   

2025

   

2024

 

Average Total from Summary Compensation Table

  $ 15,824,495     $ 778,665     $ 478,042  

(-) Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year

    (15,088,943 )     (85,790 )     (82,490 )

(+) Fair Value at Fiscal Year-End of Outstanding and Unvested Option Awards and Stock Awards Granted in Fiscal Year

    22,182,460       423,761       75,265  

(+) / (-) Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years

    943,215       173,733       (13,614 )

(+) / (-) Change in Fair Value as of Vesting Date of Option Awards and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year

    535,589       63,506       3,688  

Compensation Actually Paid

  $ 24,396,816     $ 1,353,875     $ 460,891  

 

     
Non-PEO NEO Average Total Compensation Amount $ 2,914,870 437,401 292,537  
Non-PEO NEO Average Compensation Actually Paid Amount $ 5,308,824 687,122 281,177  
Adjustment to Non-PEO NEO Compensation Footnote

(4)

Represents the total compensation to Albert Miranda, who served as our Chief Financial Officer and sole Non-PEO named executive officer during 2026, 2025 and 2024.

 

 

(5)

The dollar amounts reported in this column represent the average amount of “compensation actually paid” to Mr. Miranda, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to Mr. Miranda during the applicable year. The following adjustments were made to the Non-PEO NEO total compensation for each year to determine “compensation actually paid” in accordance with SEC regulations:

   

Fiscal Year

 
Adjustments to Determine CAP for non-PEO NEO  

2026

   

2025

   

2024

 

Average Total from Summary Compensation Table

  $ 2,914,870     $ 437,401     $ 292,537  

(-) Grant Date Fair Value of Option Awards and Stock Awards Granted in Fiscal Year

    (2,488,565 )     (37,245 )     (35,813 )

(+) Fair Value at Fiscal Year-End of Outstanding and Unvested Option Awards and Stock Awards Granted in Fiscal Year

    4,240,512       183,970       32,676  

(+) / (-) Change in Fair Value of Outstanding and Unvested Option Awards and Stock Awards Granted in Prior Fiscal Years

    409,484       75,424       (5,911 )

(+) / (-) Change in Fair Value as of Vesting Date of Option Awards and Stock Awards Granted in Prior Fiscal Years For Which Applicable Vesting Conditions Were Satisfied During Fiscal Year

    232,523       27,572       (2,312 )

Compensation Actually Paid

  $ 5,308,824     $ 687,122     $ 281,177  

 

(6)

As we have not paid dividends, cumulative total shareholder return (“TSR”) is calculated by dividing $100 by the last closing price in fiscal year 2026, 2025 and 2024, respectively, to obtain a number of shares, and multiplying that number of shares by the closing price on the last trading day of the relevant measurement period.

(7)

The dollar amounts reported represent the amount of net income reflected in the Company’s audited financial statements for the applicable year.

 

 

     
Compensation Actually Paid vs. Total Shareholder Return

Relationship Disclosure to Pay Versus Performance Table

 

In accordance with rules adopted by the SEC pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, we provide the following descriptions of the relationships between information presented in the Pay Versus Performance table.

 

Compensation Actually Paid and Cumulative TSR

 

The following chart sets forth the relationship between compensation actually paid to the PEO and the NEO, compared to our cumulative TSR for each the years presented:

 

graph01.jpg

 

     
Compensation Actually Paid vs. Net Income

Compensation Actually Paid and Net Income (Loss)

 

The following chart sets forth the relationship between compensation actually paid to the PEO and the NEO, compared to our net loss reported in our most recent 10-K filings for each of the years presented:

 

graph02.jpg

 

 

     
Total Shareholder Return Amount $ 642.91 137.8 49.21  
Net Income (Loss) (20,545,563) (14,873,182) (8,007,346)  
PEO Name       Shmuel Rubin
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (15,088,943) (85,790) (82,490)  
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 22,182,460 423,761 75,265  
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 943,215 173,733 (13,614)  
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 535,589 63,506 3,688  
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (2,488,565) (37,245) (35,813)  
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 4,240,512 183,970 32,676  
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 409,484 75,424 (5,911)  
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ 232,523 $ 27,572 $ (2,312)