03/12/2026 | Press release | Distributed by Public on 03/12/2026 17:52
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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 | $0.07 | 12/18-05:00/2025 | C(1) | 195,460(1) | 11/28-05:00/2025 | 02/28-05:00/2027 | Common Stock | 195,460(1) | (1) | 150,000(1) | D | ||||
| Convertible Promissory Note | $0.07 | 02/02-05:00/2026 | C(3) | 312,720(3) | 01/30-05:00/2026 | 02/28-05:00/2027 | Common Stock | 312,720(3) | (3) | 130,000(3) | D | ||||
| Warrants | $0.65 | 02/25-05:00/2026 | J(4) | 500,000 | 09/01-05:00/2022 | 09/01-05:00/2026 | Common Stock | 500,000 | (4) | 0 | D | ||||
| Warrants | $0.65 | 02/25-05:00/2026 | J(4) | 500,000 | 02/25-05:00/2026 | 09/01-05:00/2027 | Common Stock | 500,000 | (4) | 500,000 | D | ||||
| Warrants | $0.5 | 02/25-05:00/2026 | J(4) | 500,000 | 09/01-05:00/2022 | 09/01-05:00/2026 | Common Stock | 500,000 | (4) | 0 | D | ||||
| Warrants | $0.2 | 02/25-05:00/2026 | J(4) | 500,000 | 02/25-05:00/2026 | 02/25-05:00/2026 | Common Stock | 500,000 | (4) | 500,000 | D | ||||
| Warrants | $0.2 | 02/25-05:00/2026 | X | 500,000 | 02/25-05:00/2026 | 02/25-05:00/2026 | Common Stock | 500,000 | (4) | 0 | D | ||||
| Convertible Promissory Note | $0.07 | 02/27-05:00/2026 | C(6) | 156,086(6) | 02/27-05:00/2026 | 02/28-05:00/2027 | Common Stock | 156,086(6) | $0.07(6) | 120,000(6) | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Imhoff John E 5853 PEACHTREE CORNERS EAST SUITE B PEACHTREE CORNERS, GA 30092 |
X | X | ||
| /s/ John E. Imhoff | 03/12-05:00/2026 | |
| **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) | On December 18, 2025, Dr. Imhoff converted $13,682.19 outstanding under a September 25, 2025 Convertible Promissory Note into 195,460 shares of common stock at a conversion price of $0.07 per share. The amount converted consisted of $10,000 of principal and $3,682.19 of accrued interest. Following the reported conversion, $150,000 of principal remains outstanding under the convertible promissory note. Upon the occurrence of an event of default, the remaining balance is convertible into common stock at a variable conversion price determined in accordance with the terms of the note. |
| (2) | These shares were issued for payment of accrued dividends on the reporting individual's Series E preferred stock, at a conversion price of $0.3157. |
| (3) | On February 2, 2026, Dr. Imhoff converted $21,890.41 outstanding under a September 25, 2025 Convertible Promissory Note into 312,720 shares of common stock at a conversion price of $0.07 per share. The amount converted consisted of $20,000 of principal and $1,890.41 of accrued interest. Following the reported conversion, $130,000 of principal remains outstanding under the convertible promissory note. Upon the occurrence of an event of default, the remaining balance is convertible into common stock at a variable conversion price determined in accordance with the terms of the note. |
| (4) | During February 2026, Mr. Imhoff signed an exchange agreement pursuant to which 500,000 warrants to purchase shares of common stock with an exercise price of $0.50 were exchanged for 500,000 warrants with an exercise price of $0.20. The newly issued warrants were subsequently exercised upon payment of $100,000. In connection with the exchange agreement, the expiration date of 500,000 warrants with exercise price of $0.65 was extended for one year, until September 1, 2027. |
| (5) | On February 27, 2026, Mr. Imhoff converted 100 shares of Series E preferred stock into 400,000 shares of common stock. The Series E preferred stock had a stated value of $1,000 and $0.25 conversion price. |
| (6) | On February 26, 2026, Dr. Imhoff converted $10,926.03 outstanding under a September 25, 2025 Convertible Promissory Note into 156,086 shares of common stock at a conversion price of $0.07 per share. The amount converted consisted of $10,000 of principal and $926.03 of accrued interest. Following the reported conversion, $120,000 of principal remains outstanding under the convertible promissory note. Upon the occurrence of an event of default, the remaining balance is convertible into common stock at a variable conversion price determined in accordance with the terms of the note. |