10/22/2026 | Press release | Distributed by Public on 10/22/2026 11:53
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Convertible Promissory Note | $0.027 | 12/31/2025 | J | $163,888.08 | 12/31/2025 | 12/31/2026 | Common Stock | 6,069,929(1) | $163,888.08(2) | $163,888.08 | I | through 2752128 Ontario Ltd.(3) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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WHITE KELLY MICHELLE 2510 EAST SUNSET ROAD, SUITE 5 #925, LAS VEGAS,, NV 89120 |
X | X | Treasurer; PFO; PAO | |
| /s/ Kelly M. White | 10/22/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Principal divided by $0.027 equals 6,069,928.8889 share equivalents, shown as approximately 6,069,929 shares. Accrued interest is also convertible at the same price; no interest is included in the issuance-date principal share count. |
| (2) | The note was acquired in exchange for $163,888.08 of accounts payable for previously rendered services; no new cash was paid. The aggregate non-cash debt consideration and acquired/ending face amounts are stated in US dollars. It bears 10% simple annual interest and is convertible at the holder's option before maturity on December 31, 2026, subject to its terms. |
| (3) | This report discloses a previously omitted acquisition held indirectly through 2752128 Ontario Ltd. It reports acquisition of the note, not issuance of its underlying common shares. |
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Remarks: The relationship boxes reflect Ms. White's current director and financial-officer positions, effective September 21, 2026, and her continuing greater-than-10% ownership. At the transaction date she reported as a greater-than-10% owner; this report does not assert a historical Rule 16b-3 exemption. |
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