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SUBSEQUENT EVENTS | 3 Months Ended
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Mar. 31, 2026
Subsequent Events [Abstract] |
SUBSEQUENT EVENTS | 15. SUBSEQUENT EVENTS The Company has evaluated subsequent events through May 12, 2026, the date these condensed consolidated financial statements were issued. There were no material events or transactions that require disclosure in the financial statements other than the items discussed below. Shareholder Derivative Lawsuit On April 2, 2026, a shareholder derivative action Graham v. Manuel Stotz, et. al., No. A-26-943141-C, Eighth Judicial District Court, Clark County, Nevada, was filed against current and former members of the Company’s board of directors as defendants and the Company as a nominal defendant. The Plaintiff alleges breaches of fiduciary duty, corporate waste, and unjust enrichment in connection with the Company’s August 2025 restructuring. The complaint seeks compensatory damages, disgorgement or restitution and granting equitable and injunctive relief. The Company is unable to estimate a possible loss or range of possible losses in connection with this proceeding. Hiring of Chief Executive Officer On April 16, 2026, the Company announced the appointment of Kevin Wilson as Chief Executive Officer, effective May 4, 2026. Mr. Wilson will receive an annual base salary of $950, a target annual bonus opportunity of 100% of salary as determined by the Board, a one-time $250 signing bonus, and an equity award representing 2% of fully diluted shares to be approved by the Board, along with standard benefits and severance eligibility. Forfeiture of RSU Awards On April 28, 2026, the Company and several executive officers and directors entered into an RSU Forfeiture Agreement pursuant to which an aggregate of 1,020,823 RSU awards were forfeited. As of March 31, 2026, the amount of unrecognized compensation related to these grants will be recorded as share-based compensation expense during the three months ended June 30, 2026 due to the Company’s cancellation of these awards. TON Fair Value As of May 6, 2026, the 221,881,224 units of TON held by the Company as of March 31, 2026 had a fair value of $433,334.

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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/855/tableOfContent Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147483399/855-10-50-2 + Details
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