Equity | Note 8. Equity Preferred shares We are authorized to issue 4,999,000 shares of preferred stock. Shares of preferred stock may be issued from time to time in one or more series as may be determined by our Board. The voting powers and preferences, the relative rights of each such series and the qualifications, limitations and restrictions of each series will be established by the Board. Our directors may issue preferred stock with multiple votes per share and dividend rights which would have priority over any dividends paid with respect to the holders of our common stock. During the year ended December 31, 2021, the Company issued 125,001 382,480 47,500 334,980 During the year ended December 31, 2021, the Company issued 2,206 6,750 For the year ended December 31, 2021, total dividends applicable to Preferred shares were $ 42,843 42,843 In connection with the Merger Transaction, the only outstanding preferred stock and accrued dividends were converted into common stock. Series A On March 26, 2020, the Company designated 1,000 shares of its original 5,000,000 authorized shares of Preferred Stock as Series A Preferred Stock (“Series A”) with a $0.001 par value. Each Series A Preferred share entitles the holder to vote on all matters submitted to a vote of the Company’s shareholders or with respect to actions that may be taken by written consent. The 1,000 shares of Series A shares have the voting power of 250% of the outstanding common shares at the time of any vote. The holders of the Series A shares are entitled to receive, when, as and if declared by the Board of Directors out of funds legally available, annual dividends payable in cash on the 31st day of December in each year, commencing on December 31, 2020 at the rate of $0.10 per share per year. As part of the recapitalization, the 1,000 shares were converted into 1,000 common shares. On March 30, 2022 the Company reduced its authorized preferred shares from 5,000,000 4,999,000 Series B On July 19, 2022, the Company designated 1,000,000 0.001 During the year ended December 31, 2022, the Company entered into purchase agreements for the sale of 212,500 11,250 201,250 6,190 205,226 7,274 Common shares The Company has authorized 950,000,000 0.001 390,437,459 On March 30, 2022 the Company increased its authorized common shares from 500,000,000 950,000,000 During the year ended December 31, 2022, the Company issued 1,696,394 616,015 300,000 48,563,068 2,838,476 182,250 During the year ended December 31, 2022, the Company amortized $ 44,875 0 During the year ended December 31, 2022, the Company issued 4,000,000 318,000 During the year ended December 31, 2022, the Company had 13,889 On September 19, 2022, the Company entered into a Common Stock Purchase Agreement (the “Purchase Agreement”) with Alumni Capital LP, a Delaware limited partnership (“Alumni Capital”), pursuant to which the Company agreed to sell, and Alumni Capital agreed to purchase, upon request of the Company in one or more transactions, a number of shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”) providing aggregate gross proceeds to the Company of up to $ 15,000,000 Among other limitations, unless otherwise agreed upon by Alumni Capital, each sale of shares will be limited to 50,000 In exchange for Alumni Capital entering into the Purchase Agreement, the Company issued 2,521,008 The Purchase Agreement provides that the Company will file a registration statement under the Securities Act covering the resale of the shares issued to Alumni Capital. Alumni Capital’s obligation to purchase shares of Common Stock under the Purchase Agreement is conditioned upon, among other things, the registration statement having been declared effective by the Securities and Exchange Commission. As of December 31, 2022, no shares have been sold or issued to Alumni Capital pursuant to the Purchase Agreement other than the 2,521,008 0.105 264,706 During the year ended December 31, 2021, the Company issued 9,147,858 159,120 43,733,770 During the year ended December 31, 2021, a director of the Company contributed cryptocurrencies to the company with a value of $ 29,547 Stock Options During the year ended December 31, 2022, the Company issued a stock option grant to purchase up to 85,907,990 During the year ended December 31, 2022, the Company issued a stock option grant to purchase up to 153,239,206 The Company used the black-scholes option pricing model to value the options and expensed $ 24,219,306 2,530,668 The following table summarizes the stock option activity for the years ended December 31, 2022 and 2021: Schedule of option activity Options Weighted-Average Exercise Price Per Share Outstanding, December 31, 2020 48,519 $ 0.00 Granted 412,411 1.10 Exercised (323,457 ) 1.41 Forfeited – – Expired – – Outstanding, December 31, 2021 137,473 0.00 Granted 239,147,196 0.21 Exercised – – Forfeited – – Expired – Outstanding, December 31, 2022 239,284,669 $ 0.21 As of December 31, 2022, the Company had 85,907,990 4.48 0 8,248 Stock Warrants Pursuant to the reverse merger transaction, the 11,515,714 During the year ended December 31, 2022, the Company had 2,285,714 The following table summarizes the stock warrant activity for the year ended December 31, 2022 and 2021: Schedule of warrant activity Warrants Weighted-Average Exercise Price Per Share Outstanding, December 31, 2020 – $ – Granted – – Exercised – – Forfeited – – Expired – – Outstanding, December 31, 2021 – – Granted 300,000 0.63 Recapitalization 10,372,857 0.45 Exercised 1,142,857 0.04 Forfeited (2,285,714 ) 0.04 Expired – – Outstanding, December 31, 2022 9,530,000 $ 0.50 |