NOTE 4 – DEPOSIT ON INVESTMENT

As discussed in Note 1, in September 2024, the Company previously entered into a Share Exchange Agreement (“SEA”) with Thrown, LLC (“Thrown”) and its members for the proposed acquisition of all of the membership interests of Thrown.

In connection with the SEA, the Company issued 187,500 shares of its common stock to Thrown as an equity deposit. The fair value of the shares at the date of issuance, based on the quoted market price of the Company’s common stock, was $26,175. Because the closing conditions under the SEA were not satisfied and control of Thrown did not transfer to the Company, the Company recorded this amount as a Deposit on Investment in accordance with applicable accounting guidance for asset acquisitions.

During the year ended December 31, 2025, management determined that the likelihood of completing the proposed acquisition was remote and that the deposit was not recoverable. Accordingly, the Company recorded a full write-off of the Deposit on Investment of $26,175, which is reflected in the consolidated statement of operations for the year ended December 31, 2025.

As of December 31, 2025, the Company had no remaining deposit, receivable, or other asset related to the proposed acquisition of Thrown. The proposed transaction did not proceed, and no further obligations exist between the parties related to the SEA.