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SUBSEQUENT EVENTS | 12 Months Ended
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Dec. 31, 2025
Subsequent Events [Abstract] |
SUBSEQUENT EVENTS | NOTE 21. SUBSEQUENT EVENTS On January 8, 2026, the Company announced that its Board of Directors has authorized a share repurchase program pursuant to which the Company may repurchase up to $1.0 million of its outstanding common stock from time to time. The timing and amount of any repurchases will be determined by the Company’s management at its discretion and may be suspended or discontinued at any time. On January 20, 2026, the Company announced it has expanded its inventory financing capacity to $60 million, more than doubling its floorplan financing from $25 million prior to its IPO. The expanded facility strengthens Off the Hook’s ability to acquire and carry more high-quality used boat inventory to meet accelerating customer demand and support the Company’s growth strategy in 2026. On January 29, 2026, Robert Gonnelli notified Off The Hook YS Inc. (the “Company”) of his resignation as a member of the Company’s Board of Directors (the “Board”), effective immediately. Mr. Gonnelli’s resignation did not indicate that it was the result of any disagreement with the Company relating to the Company’s operations, policies or practices. Mr. Gonnelli was not a member of any committee of the Board at the time of his resignation. Following Mr. Gonnelli’s resignation, the size of the Board has been reduced to seven (7) members. The Company does not intend to appoint a replacement director at this time. On January 30, 2026, the Company entered into a service agreement with Greentree Financial Group, Inc. (“Greentree”), pursuant to which Greentree would provide certain professional services to the Group in connection with its financial statements. As consideration for services provided under this agreement, The Company shall issue Greentree 100,000 shares of the Company’s common stock upon signing this Agreement. The shares were issued on February 5, 2026. On February 13, 2026, the Company entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with Apex Marine Sales, LLC, Apex Marine Stuart LLC, Apex Marine, LLC and Apex Marine Sales Brokerage, LLC, each a Florida limited liability company (collectively, the “Sellers”), pursuant to which the Company agreed to acquire all of the issued and outstanding equity interests of the Sellers’ marine dealership, service, storage and brokerage businesses (collectively, “APEX”). The aggregate purchase price for APEX is $5,500,000, payable at closing as follows: (i) $1,833,333.33 in cash, subject to specified debt payoff and related closing adjustments, (ii) $1,833,333.33 in shares of the Company’s common stock valued at $2.70 per share (representing approximately 670,000 shares), and (iii) a secured seller promissory note in the original principal amount of $1,833,333.34, bearing interest at 6% per annum and maturing three (3) years after closing. The closing of the transaction is expected to occur within approximately sixty (60) days following the effective date of the Purchase Agreement, subject to completion of due diligence and satisfaction or waiver of customary closing conditions, including receipt of required third-party consents and payoff or refinancing of specified indebtedness.

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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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