STOCK PLAN

3 Months Ended

Mar. 31, 2026

NOTE 10. STOCK PLAN

Australian Plan

On July 25, 2025, the Board of Directors adopted and approved the creation of a Stock Option Plan for Australian employees of the Company and its second-tier subsidiary. It also approved the stock option grant of a total of 12,000,000 shares under the 2025 Stock Plan, to certain Australian employees. The options have an exercise price of $0.25 per share. Under the stated plan, these options terminate immediately after the grantee’s cessation of employment or engagement with the Company.

As of March 31, 2026 a total number of 60,000,000 shares were authorized under the plan and 58,000,000 shares were available for issuance. As of March 31, 2026, stock option grants totaling 2,000,000 shares of common stock had a weighted average grant date fair value of $0.25 per share.

Compensation cost recorded for stock-based compensation awards (including awards to non-employee directors and consultants) reflected as a stock compensation expense was $0 for the three months ended March 31, 2026 and $0 for the three months ended March 31, 2025. As the remaining awards were fully vested upon issuance, there is no unrecognized stock-based compensation expense as of March 31, 2026.

The following tables summarize information about vested common stock transactions and related information for shares subject to time-based vesting:

	2026
	Options		Weighted Average Exercise Price		Intrinsic Value
Outstanding, December 31, 2025		2,000,000	$	0.25	$	760,000
Issued
Forfeited
Outstanding, March 31, 2026		2,000,000	$	0.25	$	360,200

US Plan

On November 1, 2024, the Board of Directors of the Company approved the creation of the 2024 Stock Incentive Plan (“2024 Stock Plan”). The maximum number of common stock authorized and available for issuance under the 2024 Stock Plan initially was 15,000,000 shares of common stock, which was later increased to 20,000,000 shares. It also approved the stock option grant of a total of 10,275,000, under the 2024 Stock Plan, to the employees, officers, directors, and consultants of the company, subject to the definitive agreements between the parties. The options have an exercise price of $0.25 per share, which was based on the subscription price of the Company’s then current private placement offering. In general, options become exercisable during the period when the grantee is providing services to the Company as an employee or consultant. Our policy is to issue new shares upon the exercise of options.

As of March 31, 2026, a total number of 20,000,000 shares were authorized under the plan and 10,725,000 shares were available for issuance. As of March 31, 2026, stock option grants totaling 9,275,000 shares of common stock had a weighted average grant date fair value of $0.25 per share.

On March 18, 2026, the Board approved stock option grants totaling 1,000,000 shares of common stock with an exercise price of $0.25 per share to a consultant of the Company. The effective date of the stock option grants to the grantees was March 18, 2026.

On March 12, 2025, the Board approved an amendment of the Company’s 2024 Stock Incentive Plan to increase the shares issued under the plan from 15,000,000 to 20,000,000 shares of common stock. On that same date, the board approved stock option grants totaling 10,275,000 shares of common stock with an exercise price of $0.25 per share. The effective date of the stock option grants to the grantees was January 15, 2025.

Compensation cost recorded for stock-based compensation awards (including awards to non-employee directors and consultants) reflected as a stock compensation expense was $250,000 for the three months ended March 31, 2026 and $2,566,695 for the three months ended March 31, 2025. As the awards were fully vested upon issuance, there is no unrecognized stock-based compensation expense as of March 31, 2026.

The following tables summarize information about vested common stock transactions and related information for shares subject to time-based vesting:

	2026
	Options		Weighted Average Exercise Price		Intrinsic Value
Outstanding, December 31, 2025		8,275,000	$	0.25	$	3,144,500
Issued		1,000,000		0.25
Outstanding, March 31, 2026		9,275,000	$	0.25	$	1,670,428

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