STOCKHOLDERS’ EQUITY (Tables)
|
3 Months Ended |
Mar. 31, 2026 |
|---|
| Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
| SCHEDULE OF PREFERRED STOCK ISSUED AND OUTSTANDING |
Issuances
of Preferred Stock in the period January 1 and March 31, 2025
SCHEDULE OF PREFERRED STOCK ISSUED AND OUTSTANDING
| Date |
|
#
Shares | | |
Amount | | |
Price/Share | | |
Type | |
Notice | |
| 1/01/2025 |
|
| 43,158,248 | | |
$ | 4,408,582 | | |
$ | 0.102 | | |
| |
| |
| 1/10/2025 |
b |
| (150,000 | ) | |
| (750 | ) | |
| 0.005 | | |
Stock
conversion | |
affiliate | |
| 3/31/2025 |
|
| — | | |
| 214,780 | | |
| — | | |
Payroll
forfeiture* | |
affiliate | |
| See
Note 11 |
d |
| 390,140 | | |
| 131,076 | | |
| 0.342 | | |
2021
Stock Plan | |
affiliate | |
| 3/31/2025 |
|
| 43,398,388 | | |
$ | 4,753,688 | | |
$ | 0.110 | | |
| |
| |
There
has been no issuance of Preferred Stock in the period January 1 and March 31, 2026
| Date | |
#
Shares | | |
Amount | | |
Price/Share | | |
Type | |
Notice |
| 3/31/2026 | |
| 43,283,991 | | |
$ | 4,748,150 | | |
$ | 0.110 | | |
| |
|
| * |
The
transaction originating from the Company’s Officers forfeiting $578,959
of accrued payroll in the first quarter of 2025. |
|
| SCHEDULE OF COMMON STOCK ISSUED AND OUTSTANDING |
Issuances
of Common Stock in the period January 1 and March 31, 2025
SCHEDULE OF COMMON STOCK ISSUED AND OUTSTANDING
| Date |
|
#
Shares | | |
Amount | | |
Price/Share | | |
Type | |
Notice | |
| 1/01/2025 |
|
| 86,782,908 | | |
$ | 12,722,039 | | |
$ | 0.147 | | |
| |
| |
| 1/10/2025 |
b |
| 750,000 | | |
| 750 | | |
| 0.001 | | |
Stock
conversion | |
| |
| see
Note 11 |
d |
| 1,348,951 | | |
| 91,300 | | |
| 0.077 | | |
2021
Stock Plan | |
| |
| 3/31/2025 |
|
| 88,881,859 | | |
$ | 12,814,089 | | |
$ | 0.144 | | |
| |
| |
Issuances
of Common Stock in the period January 1 and March 31, 2026
| Date |
|
|
#
Shares | | |
Amount | | |
Price/Share | | |
Type | |
Notice | |
| 1/01/2026 |
|
|
| 108,147,731 | | |
$ | 13,607,433 | | |
$ | 0.126 | | |
| |
| |
| 1/23/2026 |
a |
* |
| 4,716,000 | | |
| 145,701 | | |
| 0.031 | | |
private
placement | |
| |
| 1/23/2026 |
a |
* |
| — | | |
| 95,339 | | |
| — | | |
warrants | |
| |
| 1/10/2026 |
c |
|
| 75,000 | | |
| 5,550 | | |
| 0.074 | | |
consulting
fees | |
| |
| 2/10/2026 |
c |
|
| 239,155 | | |
| 10,723 | | |
| 0.046 | | |
consulting
fees | |
| |
| 3/10/2026 |
c |
|
| 184,000 | | |
| 8,150 | | |
| 0.044 | | |
consulting
fees | |
| |
| 3/31/2026 |
|
|
| 113,361,886 | | |
$ | 13,872,896 | | |
$ | 0.122 | | |
| |
| |
Common
Shares due, but not yet issued in accordance with service contract at March 31, 2026:
| Date |
| |
# Shares | | |
Amount | | |
Price/Share | | |
Type | |
Notice |
|
| 3/31/2026 |
a | |
| 75,000 | | |
$ | 4,883 | | |
$ | 0.065 | | |
consulting fees | |
|
|
| * |
Around January 23, 2026, the Company proposed a private placement offering investors to purchase shares and warrants
issued together as a unit; however, each warrant is detachable and separately exercisable to purchase one share of Common Stock. The average
price was $0.06 per unit, less a broker (Member FINRA / SIPC) fee consisting of 8% cash commission and 8% bonus shares. The Company raised
a total of $241,040 (after $20,960 cash commission) and issued 4,716,000
shares of Common Stock (after 349,333 bonus shares), as well as 4,366,667 5-year warrants exercisable to buy Common Stock at $0.12 per
share. The net received by the Company was $0.053 per unit. |
| |
|
| a |
The
Company claims an exemption from the registration requirements of the Securities Act for the private placement of these securities
pursuant to Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D promulgated under the Securities Act. |
| b |
The
Company claims an exemption from the registration requirements of the Securities Act pursuant to the exchange exemption under Rule
144 of the Securities Act. |
| c |
The
Company claims an exemption from the registration requirements of the Securities Act pursuant to the exchange exemption in Rule 3(a)(9)
of the Securities Act. |
| d |
The
Company claims an exemption from the registration requirements of the Securities Act for the compensatory benefit plan pursuant to
Rule 701 of the Securities Act. |
|
| SCHEDULE OF STOCK WARRANTS VALUATION ASSUMPTIONS |
The
fair value of Common Stock warrants granted for the three months ended March 31, 2026, and March 31, 2025 was calculated with the following
assumptions:
SCHEDULE OF STOCK WARRANTS VALUATION ASSUMPTIONS
| | |
March
31, 2026 | | |
March
31, 2025 | |
| Risk-free
interest rate | |
| 3.92 | % | |
| 3.96
– 4.61 | % |
| Expected
dividend yield | |
| 0 | % | |
| 0 | % |
| Volatility
factor (monthly) | |
| 119.99 | % | |
| 127.02 | % |
| Expected
life of warrant | |
| 5
years | | |
| 5
years | |
|
| SCHEDULE OF COMMON STOCK WARRANT ACTIVITY |
A
summary of warrant activity for the quarter ended March 31, 2026 is as follows:
SUMMARY OF WARRANT ACTIVITY
| | |
Number
of
Warrants
* | | |
Weighted Average
Exercise
Price | | |
Weighted Average Remaining Expected
Term | |
| Outstanding
as at January 1, 2026 | |
| 16,675,364 | | |
$ | 0.13 | | |
| 4.6 | |
| Granted | |
| 4,366,667 | | |
| 0.12 | | |
| 5.0 | |
| Exercised | |
| — | | |
| — | | |
| — | |
| Forfeited/Cancelled | |
| — | | |
| — | | |
| — | |
| Outstanding
as at March 31, 2026 | |
| 21,042,031 | | |
$ | 0.12 | | |
| 4.6 | |
|
| SCHEDULE OF WARRANT OUTSTANDING AND EXERCISABLE WARRANTS |
The
following table summarizes information about stock warrants that are vested or expected to vest at March 31, 2026, with a market price
of $0.045 at March 31, 2026:
SCHEDULE OF WARRANT OUTSTANDING AND EXERCISABLE WARRANTS
| | | |
| | |
Warrants
Outstanding and Exercisable | | |
| |
| Exercise
Price | | |
Number
of Warrants | | |
Weighted
Average
Exercise
Price
Per
Share | | |
Weighted
Average
Remaining
Contractual
Life
(Years) | | |
Aggregate
Intrinsic
Value | |
| $ | 0.12 | | |
| 19,750,001 | | |
$ | 0.12 | | |
| 4.7 | | |
$ | — | |
| | 0.20-0.25 | | |
| 1,264,030 | | |
| 0.23 | | |
| 1.7 | | |
| — | |
| | 0.47 | | |
| 28,000 | | |
| 0.47 | | |
| 1.4 | | |
| — | |
| $ | 0.12-0.47 | | |
| 21,042,031 | | |
$ | 0.13 | | |
| 4.2 | | |
$ | — | |
|
| Common Stock [Member] |
|
| Accumulated Other Comprehensive Income (Loss) [Line Items] |
|
| SCHEDULE OF COMMON STOCK WARRANT ACTIVITY |
The
following table summarizes the Company’s Common Stock warrant activity for the three months ended March 31, 2026, and 2025:
SCHEDULE OF COMMON STOCK WARRANT ACTIVITY
| | | |
Number
of
Warrants
* | | |
Weighted
Average
Exercise
Price | | |
Weighted
Average
Remaining
Expected
Term | |
| Outstanding
as at January 1, 2025 | | |
| 1,292,030 | | |
$ | 0.22 | | |
| 2.6 | |
| Granted | | |
| — | | |
| — | | |
| — | |
| Exercised | | |
| — | | |
| — | | |
| — | |
| Forfeited/Cancelled | | |
| — | | |
| — | | |
| — | |
| Outstanding
as at March 31, 2025 | | |
| 1,292,030 | | |
$ | 0.22 | | |
| 2.7 | |
| | | |
| | | |
| | | |
| | |
| Outstanding
as at January 1, 2026 | | |
| 16,675,364 | | |
$ | 0.13 | | |
| 4.6 | |
| Granted | | |
| 4,366,667 | | |
| 0.12 | | |
| 5.0 | |
| Exercised | | |
| — | | |
| — | | |
| — | |
| Forfeited/Cancelled | | |
| — | | |
| — | | |
| — | |
| Outstanding
as at March 31, 2026 | | |
| 21,042,031 | | |
$ | 0.13 | | |
| 4.2 | |
|