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Myseum.AI, Inc.

For the period ended Mar 31, 2026. Filed May 15, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 15, 2026

MYSE$1.26+0.8%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-09-30; filed 2025-11-13.

0001213900-25-110045

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-03-31; filed 2026-05-15.

0001213900-26-057778

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 85 previous paragraphs and 75 current paragraphs.

34 unchanged; 20 reworded; 20 added; 30 removed; 1 previous and 1 current paragraphs rearranged.

Tables are not compared: 5 previous and 10 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (20)

Current report

We are a privacy and social media technology company focused on innovative and creative user platforms. Our flagship platform is “Picture Party by Myseum”, a next-generation social sharing platform that makes it easier to share your photos and videos both today, and for generations to come. Our innovative social media platform brings a fresh and needed approach to digital media and content management, allowing users to create a digital legacy that makes it easier to share both today, and with future generations. The platform is backed by both patented technology and proprietary software.

Current report

We also operate the DatChat Messenger & Private Social Network, which presents technology that allows users to change how long their messages can be viewed before or after users send them, prevents screenshots, and hides encrypted photos in plain sight on camera rolls. The patented technology offers users a traditional texting experience while providing control and security for their messages. With the DatChat Messenger, a user can decide how long their messages last on a recipient’s device while feeling secure that at any time, and delete individual messages or entire message threads, making it like the conversation never happened.

Current report

In December 2025, we launchedPicture Party by Myseum, a new instant social networking and social sharing platform designed to address growing concerns around content control, security, and intentional digital connection. The platform was developed to capitalize on the widespread need for a more controlled and purposeful way to share photos and videos-one that solves persistent privacy and ownership challenges not adequately addressed by existing social media offerings. Picture Party by Myseum introduces a new way to make sharing photos and videos easier, a lot more fun and private. Picture party is much more than a shared album; it’s a complete personal and private social network with a live feed that updates instantly as all guests’ posts. A user can share a post with dozens of pictures, comment and react. It even organizes the photos in an album, or the user can relive the Picture Party with all the comments and posts as they happened. Unlike group chats that are unorganized, no matter when a user joins the Picture Party, they can see everything from the beginning. Picture Party by Myseum makes it easier and more fun to share with the people right next to the user, or anywhere in the world.

Current report

Picture Party by Myseum solves everyday sharing frustrations by eliminating the common headaches of modern photo sharing:

Current report

The rebrand illuminates the Company’s core technology platform which will integrate proprietary privacy-first artificial intelligence (AI) into its secure messaging and social media platforms. The Company is developing privacy-first agentic localized AI agents that assist in managing personal media such as photos, videos, and messages, while maintaining privacy. The technology will adapt to individual patterns and preferences to better assist the user while maintaining data integrity and encryption to help ensure that user information is never shared with any other social platforms or large language models used to train traditional AI. The Company’s goal is to maintain user privacy while providing personalized AI agents that can perform tasks such as creating user-defined albums automatically, turning photos into videos, repairing damaged media, sorting and identifying media, facial recognition auto-tagging and other media organizational tasks. The personalized AI assistant will learn from the user’s individual actions and will not share that information with traditional AI models.

Current report

During the three months ended March 31, 2026 and 2025, general and administrative expenses amounted to $140,081 and $153,447, respectively, a decrease of $13,366, or 8.7%. The decrease was primarily attributable to a decrease in settlement expense of $9,719 recorded in connection with the Ambassador Settlement discussed elsewhere.

Current report

During the three months ended March 31, 2026, loss from operations amounted to $1,685,470 as compared to $1,433,961 during the three months ended March 31, 2025, an increase of $251,509, or 17.5%.

Current report

Other income (expenses) primarily consisted of interest income and an unrealized loss on equity securities. During the three months ended March 31, 2026 and 2025, we reported other (expenses) income, net of $(1,176,140) and $41,336, respectively, a negative change of $1,217,476, or 2,945%.

Current report

During the three months ended March 31, 2026, other expense, net primarily consisted of an unrealized loss on equity securities of $1,194,000 that are primarily related to the decrease in the valuation of the fair value of the Avalon Series E Preferred Stock caused by the decrease in Avalon’s quoted common share price, offset by interest income, net of $17,860.

Current report

During the three months ended March 31, 2026, loss from continuing operations amounted to $2,861,610 as compared to $1,392,625 during the three months ended March 31, 2025, an increase of $1,468,985, or 105.5%.

Current report

For the three months ended March 31, 2026, loss from discontinued operations amounted to $0 as compared to a loss from discontinued operations of $226,485 for the three months ended March 31 2025, a decrease of $226,485, or 100.0%. The following table summarizes the results of the discontinued operations for the three months ended March 31, 2026 and 2025:

Current report

Due to the foregoing reasons, during the three months ended March 31, 2026 and 2025, our net loss was $2,861,610 and $1,619,110, respectively, an increase of $1,242,500, or 76.7%. During the three months ended March 31, 2026 and 2025, our net loss attributable to Myseum.AI, Inc. shareholders was $2,861,610 and $1,473,196, respectively, an increase of $1,388,414, or 94.2%.

Current report

During the three months ended March 31, 2026, our total basic and diluted net loss per common share attributable to Myseum.AI, Inc. shareholders was $(0.67). During the three months ended March 31, 2025, our total basic and diluted net loss per common share attributable to Myseum.AI, Inc. shareholders was $(0.36).

Current report

Liquidity is the ability of a company to generate funds to support its current and future operations, satisfy its obligations, and otherwise operate on an ongoing basis. On March 31, 2026, we had a cash balance of $777,159, short-term investments of $1,591,377, and working capital of $1,935,521. Short-term investments include U.S. Treasury zero coupon bills that are all highly rated and have initial maturities between one and five months. During the three months ended March 31, 2026, we incurred a net loss of $2,861,610 and used net cash in operations of $1,251,131. Additionally, the Company had nominal revenues in 2026.

Current report

The accompanying unaudited consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company’s ability to continue as a going concern is dependent on its ability to raise additional capital to fund its research and development (“R&D”) activities and meet its obligations on a timely basis. There can be no assurance that sufficient funding will be available to allow the Company to successfully continue its R&D activities and meet its obligations. If the Company is unable to obtain the necessary funds, significant reductions in spending and the delay or cancellation of planned activities may be necessary. These actions would have a material adverse effect on the Company’s business, results of operations, and prospects. These conditions raise substantial doubt about the Company’s ability to continue as a going concern within one year from the date these consolidated financial statements are issued. These consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty.

Current report

Net cash used in financing activities totaled $67,590 for the three months ended March 31, 2026 as compared to net cash provided by financing activities of $4,379,500 for the three months ended March 31, 2025, a decrease of $4,447,090.
Removed paragraphs (30)

Previous report

We are a private messaging, cybersecurity, and social media company that not only focuses on protecting privacy on personal devices, but also protects user information after it is shared with others. We believe that one’s right to privacy should not end the moment they click “send”, and that we all deserve the same right to privacy online that we enjoy in our own living rooms. Our flagship product, DatChat Messenger & Private Social Network, is a privacy platform and mobile application that gives users the ability to communicate with the privacy and protection they deserve. In March 2025, we expanded our business and product offerings to include the development of our Myseum platform, a secure digital content management and storage solution for families, groups and individuals. In addition, as a result of our acquisition of RPM Interactive, Inc. in October 2024, we have repositioned our majority-owned subsidiary, Dragon Interact, Inc. (recently renamed RPM Interactive, Inc.) away from the development of the Habytat platform to focus on becoming an AI generated publishing company of trivia mobile game apps and vodcasts/podcasts designed to publish content across hundreds of evergreen topics every day and be distributed to all major streaming platforms. See “Business – RPM Interactive, Inc.” and “Business – The Habytat.”

Previous report

In October 2024, our majority owned subsidiary, Dragon Interact, Inc. (“Dragon”), entered into a Share Exchange Agreement with RPM Interactive, Inc., a Florida corporation (“RPM”), pursuant to which Dragon acquired 100% of the equity interests of RPM, including all assets of RPM in consideration for the issuance of 3,500,000 restricted shares of Dragon’s common stock. RPM’s assets included an artificial intelligence (“AI”) tool used for publishing AI-generated consumer gaming and podcasting/vodcasting applications and certain intellectual property. As part of the acquisition, Dragon has changed its corporate name to RPM Interactive, Inc. (“RPM Interactive”) and shifted its focus to developing AI-driven podcast and gaming technologies.

Previous report

Following the acquisition, in January 2025, we returned 3,500,000 shares of the RPM Interactive common stock held by us to RPM Interactive, which shares were cancelled and are no longer outstanding on RPM Interactive’s stock ledger. Following these transactions, we hold 9,000,000 shares of the RPM Interactive’s common stock, or approximately 34% of its outstanding shares.

Previous report

Prior to the acquisition of RPM, we developed and launched, in November 2022, the Habytat, a virtual space that blends real world and virtual realities into one, in real time, using emerging technology like virtual and augmented reality, to create a highly immersive 3D environment. We had further contemplated spinning-off our Habytat platform business into a new standalone public company pursuant to a distribution of the shares. As discussed above, following our acquisition of RPM in October 2024, we ceased our development of the Habytat platform and are evaluating ways to utilize the technology that had been developed by our subsidiary.

Previous report

We capitalize costs to develop or purchase internal-use software in accordance with ASC section 350-40,Intangibles — Goodwill and Other — Internal-Use Software. Costs incurred to develop internal-use software are expensed as incurred during the preliminary project stage. Internal-use software development costs are capitalized upon purchase and during the application development stage, which is after: (i) the preliminary project stage is completed; and (ii) management authorizes and commits to funding the project and it is probable the project will be completed and used to perform the intended function. Capitalization ceases at the point where the software project is substantially complete and ready for its intended use, and after all substantial testing is completed. Upgrades and enhancements are capitalized if it is probable that those expenditures will result in additional functionality. Amortization is provided for on a straight-line basis over the expected useful life of the internal-use software development costs and related upgrades and enhancements. On August 1, 2025, certain internal-use software was placed in service and such internal-use software development costs are being amortized since then on a straight-line basis over the expected useful life of three years. When the existing software is replaced with new software, the unamortized costs of the old software are expensed when the new software is ready for its intended use. During the nine months ending September 30, 2025, we capitalized certain software development costs incurred amounting to $190,838 since the Company’s software development projects were in the application development stage. For the three and nine months ended September 30, 2025, amortization of intangible assets amounted to $9,212. During the nine months ending September 30, 2024, software development costs incurred internally, other than purchased software, were expensed since the Company’s software development projects were in the preliminary project stage. Such costs were included in research and development costs on the accompanying unaudited consolidated statement of operations and comprehensive loss.

Previous report

The Company follows ASC Topic 810, “Consolidation,” governing the accounting for and reporting of noncontrolling interests (“NCI”) in partially owned consolidated subsidiaries and the loss of control of subsidiaries. Certain provisions of this standard indicate, among other things, that NCI be treated as a separate component of equity, not as a liability, that increases and decreases in the parent’s ownership interest that leave control intact be treated as equity transactions rather than as step acquisitions or dilution gains or losses, and that losses of a partially-owned consolidated subsidiary be allocated to noncontrolling interests even when such allocation might result in a deficit balance. The net loss attributed to NCI was separately designated in the accompanying consolidated statements of operations and comprehensive loss. Losses attributable to NCI in a subsidiary may exceed a NCI’s interests in the subsidiary’s equity. The excess attributable to NCI is attributed to those interests. NCI shall continue to be attributed their share of losses even if that attribution results in a deficit NCI balance.

Previous report

The Company allocates certain corporate common expenses to its subsidiaries based on the ratio of direct subsidiary expenses to total consolidated expenses. Management believes that this allocation method is reasonable.

Previous report

The Company accounts for its noncontrolling interest in RPM Interactive in accordance with ASC Topic 810-10-45, which requires the Company to present noncontrolling interests as a separate component of total shareholders’ equity on the consolidated balance sheets and the consolidated net loss attributable to its noncontrolling interest be clearly identified and presented on the face of the consolidated statements of operations. Through January 10, 2024, the date that VR Interactive purchased 8,000,000 shares of RPM Interactive from Metabizz LLC, any noncontrolling interest eliminated in consolidation. Because this change in ownership moved from a consolidated entity (the VIE entities) to a nonconsolidated entity (VR Interactive), subsequent to January 10, 2024 the Company ceased eliminating the noncontrolling interest in consolidation and recorded an initial negative noncontrolling interest in total equity for the portion of equity ownership not attributable to Myseum based on the minority interest holders’ ownership interest in the carrying value of RPM Interactive’s equity. Due to the issuance of common shares by RPM Interactive, during the nine months ended September 30, 2025, the Company recorded aggregate initial negative noncontrolling interest of $188,810 in total equity for the portion of additional equity ownership not attributable to the Company based on the minority interest holders’ ownership interest in the carrying value of RPM Interactive’s equity. The Company allocated $316,235 of the net loss of the subsidiary to noncontrolling interest during the nine months ended September 30, 2025. As a result of changes in RPM Interactive outstanding common stock and the Company’s share of losses of subsidiary since January 2024, aggregate noncontrolling interest deficit amounted to $2,642,834 as of September 30, 2025.

Previous report

Pursuant toASC 810-10-25-22, an entity is defined as a VIE if it either lacks sufficient equity to finance its activities without additional subordinated financial support, or it is structured such that the holders of the voting rights do not substantively participate in the gains and losses of the entity. When determining whether an entity that meets the definition of a business qualifies for a scope exception from applying VIE guidance, the Company considers whether: (i) it has participated significantly in the design of the entity, (ii) it has provided more than half of the total financial support to the entity, and (iii) substantially all of the activities of the VIE are conducted on its behalf. A VIE is consolidated by its primary beneficiary, the party that has the power to direct the activities that most significantly impact the VIE’s economic performance and has the right to receive benefits or the obligation to absorb losses of the entity that could be potentially significant to the VIE. The primary beneficiary assessment must be re-evaluated on an ongoing basis.

Previous report

Based on the Company’s analysis, on February 14, 2023, Metabizz, LLC, a Florida corporation, and Metabizz SAS, a company incorporated under the laws of Columbia (collectively “Metabizz”), were determined to be VIE entities in accordance withASC 810-10-25-22 because the equity owners in Metabizz did not have the characteristics of a controlling financial interest and the initial equity investments in these entities may be or were insufficient to meet or sustain its operations without additional subordinated financial support from Myseum. The equity owners of Metabizz had only a nominal equity investment at risk, and the Company absorbed or received a majority of the entity’s expected losses or benefits. The Company participated significantly in the design of Metabizz. The Company provided working capital advances to Metabizz to allow Metabizz to fund its day-to-day obligations. Substantially all of the activities of Metabizz were conducted for the Company’s benefit, as evidenced by the fact that the operations of Metabizz consisted of development of software and technologies to be used by RPM Interactive and the Company provided working capital to Metabizz to pay employees and independent contractors to perform the development services on behalf of the Company. Repayment of the working capital advances is not guaranteed by the equity owner of Metabizz and creditors of Metabizz do not have recourse against the Company. Accordingly, the Company was required to consolidate the assets, liabilities, revenues and expenses of Metabizz using the fair value method. Additionally, the managing partner of Metabizz was also the Chief Innovation Officer of RPM Interactive. Since Metabizz, LLC and Metabizz SAS were considered VIE’s, any noncontrolling interest eliminated in consolidation. In connection with the initial consolidation of Metabizz, on February 14, 2023 (the initial consolidation date), the Company recorded a gain on initial consolidation of variable interest entities of $42,737.

Previous report

On March 31, 2024, based on the Company’s analysis, the Company deconsolidated Metabizz, LLC and Metabizz SAS. During the three months ended March 31, 2024, the Company ceased doing business with Metabizz, LLC and Metabizz SAS and will pay technology professionals directly. In connection with the deconsolidation of Metabizz, LLC and Metabizz SAS, during the nine months ended September 30, 2024, the Company recorded a gain on deconsolidation of $107.

Previous report

On August 27, 2024, the Company entered into an Asset Purchase Agreement with the Seller, pursuant to which it acquired from Seller the Assets (See Note 1) in consideration for the transfer by the Company of 8,000,000 restricted shares of common stock of RPM Interactive. Accordingly, as of September 30, 2024, the Company owned 45.5% of RPM Interactive. On August 27, 2024, based on the Company’s analysis, the Company determined that RPM Interactive met the definition of a VIE under the VIE model, which provides for situations in which control may be demonstrated other than by the possession of voting rights in RPM Interactive. Based on Company’s analysis, the Company continues to have the power to direct the activities of RPM Interactive that most significantly impact RPM Interactive’s economic performance and the obligation to absorb losses of RPM Interactive that could potentially be significant to RPM Interactive or the right to receive benefits from RPM Interactive that could potentially be significant to RPM Interactive. As of September 30, 2025 and December 31, 2024, the Company retained approximately 34.0% and 39.7% ownership in RPM Interactive.

Previous report

During the nine months ended September 30, 2025 and 2024, we reported professional and consulting expenses of $1,087,655 and $726,119, respectively, an increase of $361,536, or 49.8%. The increase was primarily attributable to an increase in investor relations of $215,322, an increase in legal fees of $92,967, an increase in accounting fees of $85,770, an increase in other consulting fees of $33,408, an increase in Edgar filing agent fees of $24,174, an increase in consulting fees – related party of $12,000, and an increase in other professional fees of $3,712, offset by a decrease in stock-based consulting fees of $105,817.

Previous report

During the three months ended September 30, 2025 and 2024, we incurred $0 and $363,472 in research and development expenses, a decrease of $363,472, or 100.0%. During the nine months ended September 30, 2025 and 2024, we incurred $11,000 and $823,448 in research and development expenses, a decrease of $812,448, or 98.7%. Research and development costs were incurred in connection with our Metaverse software development project, including the development of Habytat which was in the preliminary stage. In 2024, we ceased development of our Metaverse software.

Previous report

During the three months ended September 30, 2025 and 2024, general and administrative expenses amounted to $229,602 and $156,998, an increase of $72,604, or 46.2%. The increase was primarily attributable to an increase in amortization expense of $9,212, an increase in proxy meeting expenses of $42,865, an increase in computer and internet expenses of $17,804, and an increase in other general and administrative expenses of $2,723.

Previous report

During the nine months ended September 30, 2025 and 2024, general and administrative expenses amounted to $662,767 and $636,067, an increase of $26,700, or 4.2%. The increase was primarily attributable to an increase in amortization expense of $9,212, and an increase in proxy meeting expenses of $33,577, offset by a decrease in other general and administrative expenses of $16,089.

Previous report

During the three months ended September 30, 2025, loss from operations amounted to $1,280,601 as compared to $1,238,184 during the three months ended September 30, 2024, an increase of $42,417, or 3.4%. During the nine months ended September 30, 2025, loss from operations amounted to $4,347,875 as compared to $4,168,706 during the nine months ended September 30, 2024, an increase of $179,169, or 4.3%. The increase was primarily a result of the changes in operating expenses discussed above

Previous report

Other income (expenses) primarily consisted of interest income, gain on deconsolidation of variable interest entities, and foreign currency exchange loss. During the three months ended September 30, 2025 and 2024, we reported other income, net of $49,120 and $54,726, respectively, which solely consisted of interest income. During the nine months ended September 30, 2025 and 2024, we reported other income, net of $140,095 and $219,333, respectively.

Previous report

Due to the foregoing reasons, during the three months ended September 30, 2025 and 2024, our net loss was $1,231,481 and $1,183,458, respectively, an increase of $48,023, or 4.1%. During the three months ended September 30, 2025 and 2024, after adjusting net loss for the net (income) loss of subsidiary attributable to noncontrolling interest of $30,004 and $(88,343), respectively, net loss attributable to common shareholders of was $1,201,477, or ($0.28) per common share (basic and diluted) and $1,271,801 or ($0.42) per common share (basic and diluted), respectively, a decrease of $70,324, or 5.5%.

Previous report

During the nine months ended September 30, 2025 and 2024, our net loss was $4,207,780 and $3,949,373, respectively, an increase of $258,407, or 6.5%. During the nine months ended September 30, 2025 and 2024, after adjusting net loss for the net loss of subsidiary attributable to noncontrolling interest of $316,235 and $556,513, respectively, net loss attributable to common shareholders of was $3,891,545, or ($0.93) per common share (basic and diluted) and $3,392,860, or ($1.15) per common share (basic and diluted), respectively, an increase of $498,685, or 14.7%.

Previous report

The accompanying unaudited consolidated financial statements have been prepared on the basis of continuity of operations, realization of assets and the satisfaction of liabilities and commitments in the ordinary course of business. As of September 30, 2025, we had cash and cash equivalents of $457,626, short-term investments of $4,346,310, and working capital of $4,193,316. Short-term investments include U.S. Treasury zero coupon bills that are all highly rated and have initial maturities between two and eight months. On January 8, 2025, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with certain institutional investors pursuant to which the Company agreed to sell to such investors 1,200,000 shares of common stock of the Company at a purchase price of $4.25 per share of Common Stock (the “Offering”). The closing of the sales of these securities under the Purchase Agreement took place on January 9, 2025 and we received net proceeds of $4,532,000. Net cash used in operations was $3,515,434 for the nine months ended September 30, 2025. Until such time that the Company implements its growth strategy, it expects to continue to generate operating losses in the foreseeable future, mostly due to corporate overhead, research and development, and costs of being a public company. We believe that our existing working capital and cash on hand will provide sufficient cash to enable the Company to meet its operating needs and debt requirements for the next twelve months from the issuance date of this report.

Previous report

Cash Flow Activities for the Nine Months ended September 30, 2025 and 2024

Previous report

Net cash provided by financing activities totaled $4,365,472 and $1,916,771 for the nine months ended September 30, 2025 and 2024, respectively.

Previous report

During the nine months ended September 30, 2024, we received $559,251 from the sale of common stock, net, received $495,998 from the sale of subsidiary common stock, net, and received $861,522 from the sale of pre-funded warrants.
Reworded paragraphs (20)

Previous wording

The application also enables users to hide secret and encrypted messages behind a cover, which messages can only be unlocked by the recipient and which are automatically destroyed after a fixed number of views or fixed amount of time. Users can decide how long their messages last on the recipient’s device. The application also includes a screen shot protection system, which makes it virtually impossible for the recipient to screenshot a message or picture before it gets destroyed. In addition, users can delete entire conversations at any time, making it like the conversation never even happened.

Current wording

The application also enables users to hide secret and encrypted messages behind a cover, which messages can only be unlocked by the recipient and which are automatically destroyed after a fixed number of views or fixed amount of time. Users can decide how long their messages last on the recipient’s device. The application also includes a screenshot protection system, which makes it virtually impossible for the recipient to screenshot a message or picture before it gets destroyed. In addition, users can delete entire conversations at any time, making it like the conversation never even happened.

Previous wording

We recently launched our Myseum social media platform, an innovative social media platform that brings a fresh approach to digital media and content management, allowing users to create a digital legacy that can be easily shared today and with future generations. Backed by AI technology and proprietary software, the multi-tiered social media ecosystem enables individuals, families, and other groups to store and share digital content such as messages, photos, videos, and documents within a highly secure and private family library. Myseum allows users to create amazing albums and galleries for everyone to see, create special private and secure galleries with limited access, personalize a user’s newsfeed with updates from other Myseums and leave time released video messages for both now and future generations.

Current wording

In March 2025, we launched our Myseum social media platform, an innovative social media platform that brings a fresh approach to digital media and content management, allowing users to create a digital legacy that can be easily shared today and with future generations. Backed by Proprietary technology, the multi-tiered social media ecosystem enables individuals, families, and other groups to store and share digital content such as messages, photos, videos, and documents within a highly secure and private family library. Myseum allows users to create amazing albums and galleries for everyone to see, create special private and secure galleries with limited access, personalize a user’s newsfeed with updates from other Myseums and leave time released video messages for both now and future generations.

Previous wording

On August 7, 2025, we filed a Certificate of Amendment to our Amended and Restated Articles of Incorporation with the Secretary of State of the State of Nevada to change the name of the Company to “Myseum, Inc.”** **In connection with the name change, the trading symbols for our common stock and Series A warrants began trading on the Nasdaq Capital Market on August 11, 2025 as “MYSE” and “MYSEW”, respectively.

Current wording

On April 15, 2026, the Company filed a Certificate of Amendment to its Amended and Restated Articles of Incorporation with the Secretary of State of the State of Nevada to change the name of the Company to “Myseum.AI, Inc.”

Previous wording

Stock-based compensation is accounted for based on the requirements of the Share-Based Payment Topic of ASC 718, “Compensation — Stock Compensation” (“ASC 718”), which requires recognition in the financial statements of the cost of employee, non-employee and director services received in exchange for an award of equity instruments over the period the employee, non-employee or director is required to perform the services in exchange for the award (presumptively, the vesting period). ASC 718 also requires measurement of the cost of employee, non-employee, and director services received in exchange for an award based on the grant-date fair value of the award. The fair value of each option granted is estimated as of the date of grant using the Black-Scholes-Merton option-pricing model, net of actual forfeitures. The fair value is amortized as compensation cost on a straight-line basis over the requisite service period of the awards, which is generally the vesting period. The Black-Scholes-Merton option-pricing model includes various assumptions, including the fair market value of our common stock, expected life of stock options, the expected volatility, and the expected risk-free interest rate, among others. These assumptions reflect our best estimates, but they involve inherent uncertainties based on market conditions generally outside of our control. As a result, if other assumptions had been used, stock-based compensation expense, as determined in accordance with authoritative guidance, could have been materially impacted. Furthermore, if we use different assumptions on future grants, stock-based compensation expense could be materially affected in future periods.

Current wording

Stock-based compensation is accounted for based on the requirements of ASC 718 –“Compensation–Stock Compensation”, which requires recognition in the consolidated financial statements of the cost of employee, non-employee and director services received in exchange for an award of equity instruments over the period the employee or director is required to perform the services in exchange for the award (presumptively, the vesting period). The ASC also requires measurement of the cost of employee and director services received in exchange for an award based on the grant-date fair value of the award. The Company has elected to account for forfeitures as they occur.

Previous wording

Refer to the notes to the unaudited consolidated financial statements.

Previous wording

During the three months ended September 30, 2025 and 2024, we generated minimal revenues of $328 and $62, respectively. During the nine months ended September 30, 2025 and 2024, we generated minimal revenues of $489 and $344, respectively. Revenue consisted of subscription revenues.

Current wording

During the three months ended March 31, 2026 and 2025, we generated revenues of $73 and $83, respectively, which consisted of subscription revenues.

Previous wording

For the three months ended September 30, 2025, operating expenses amounted to $1,280,929 as compared to $1,238,246 for the three months ended September 30, 2024, an increase of $42,683, or 3.3%. For the nine months ended September 30, 2025, operating expenses amounted to $4,348,364 as compared to $4,169,050 for the nine months ended September 30, 2024, an increase of $179,314, or 4.3%. For the three and nine months ended September 30, 2025 and 2024, operating expenses consisted of the following:

Current wording

For the three months ended March 31, 2026, operating expenses amounted to $1,685,543 as compared to $1,434,044 for the three months ended March 31 2025, an increase of $251,499, or 17.5%. For the three months ended March 31 2026 and 2025, operating expenses consisted of the following:

Previous wording

During the three months ended September 30, 2025 and 2024, compensation and related expenses amounted to $775,965 and $461,422, respectively, an increase of $314,543, or 68.2%. The increase was attributable to an increase in stock-based compensation of $194,266 due to the issuance of new stock options, increase in health insurance of $21,531, and an overall increase in compensation and other related expenses of $98,746.

Current wording

During the three months ended March 31, 2026 and 2025, compensation and related expenses amounted to $796,541 and $916,162, respectively, a decrease of $119,621, or 13.1%. The decrease was attributable to a decrease in bonus of $350,000, offset by an increase in stock-based compensation of $70,806 due to the accretion of stock-based option expense issuance for new stock options issued in 2025, and an overall increase in compensation and other related expenses of $159,573 partially as a result of a decrease in the allocation of compensation and related expenses to RPM, which is included in loss from discontinued operations.

Previous wording

During the three months ended September 30, 2025 and 2024, marketing and advertising expenses amounted to $54,087 and $34,134, respectively, an increase of $19,953, or 58.4%. During the nine months ended September 30, 2025 and 2024, marketing and advertising expenses amounted to $164,590 and $101,734, respectively, an increase of $62,856, or 61.8%. The increase was primarily due to an increase in promotions, branding and digital marketing strategies and social media ads.

Current wording

During the three months ended March 31, 2026 and 2025, marketing and advertising expenses amounted to $231,739 and $33,837, respectively, an increase of $197,902, or 584.9%, primarily due to an overall increase in promotions, branding and digital marketing strategies and social media advertisements.

Previous wording

During the three months ended September 30, 2025 and 2024, we reported professional and consulting expenses of $221,275 and $222,220, respectively, a decrease of $945, or 0.4%. The decrease was primarily attributable to a decrease in accounting fees of $10,804, a decrease in stock-based consulting fees of $655, a decrease in other consulting fees of $2,500, offset by an increase in investor relations of $5,018, an increase in Edgar filing agent fees of $3,014, an increase in other professional fees of $3,210, and an increase in legal fees of $1,772.

Current wording

During the three months ended March 31, 2026 and 2025, we reported professional and consulting expenses of $517,182 and $330,598, respectively, an increase of $186,584, or 56.4%. The increase was attributable to an increase in investor relations fees of $33,028, an increase in stock-based consulting fees of $163,766, an increase in other consulting fees of $34,500, and an increase in other professional fees of $32,142, primarily due to a decrease in the allocation of professional and consulting expenses to RPM, which is included in loss from discontinued operations, offset by a decrease in decrease in legal fees of $76,852.

Previous wording

During the nine months ended September 30, 2025, other income, net solely consisted of interest income of $140,095. During the nine months ended September 30, 2024, other income, net primarily consisted of interest income of $232,191, gain on deconsolidation of variable interest entities of $107, and a foreign currency exchange loss of $12,965.

Current wording

During the three months ended March 31, 2025, other income, net solely consisted of interest income of $41,336.

Previous wording

Our primary uses of cash have been for research and development, compensation and related expenses, fees paid to third parties for professional services, marketing and advertising expenses, and general and administrative expenses. All funds received have been expended in the furtherance of growing the business. We received funds from the sale of our common stock, sale of common stock in our subsidiary, RPM Interactive, and the exercise of warrants. The following trends are reasonably likely to result in changes in our liquidity over the near to long term:

Current wording

Our primary uses of cash has been for research and development, compensation and related expenses, fees paid to third parties for professional services, marketing and advertising expenses, and general and administrative expenses. All funds received have been expended in the furtherance of growing the business. We received funds from the sale of our common stock, sale of common stock of RPM, and the exercise of warrants. The following trends are reasonably likely to result in changes in our liquidity over the near to long term:

Previous wording

Net cash used in operating activities totaled $3,515,434 and $3,507,202 for the nine months ended September 30, 2025 and 2024, respectively, an increase of $8,232.

Current wording

Net cash used in operating activities totaled $1,251,131 and $1,190,485 for the three months ended March 31, 2026 and 2025, respectively, an increase of $60,646.

Previous wording

Net cash flow used in operating activities for the nine months ended September 30, 2024 primarily reflected a net loss of $3,949,373 adjusted for the add-back (reduction) of non-cash items consisting of depreciation and amortization of $17,347, amortization of right of use assets of $54,065, accretion of stock-based stock option and common stock expense of $132,430, a non-cash gain from deconsolidation of variable interest entities of $(107), foreign currency exchange loss of $12,965, and non-cash research development expense of $166,667, offset by changes in operating assets and liabilities primarily consisting of an increase in accounts receivable of $13, an increase in prepaid expenses of $65,899, an increase in accounts payable and accrued expenses of $185,469, a decrease in contract liabilities of $30, and a decrease in operating lease liabilities of $60,823.

Current wording

Net cash flow used in operating activities for the three months ended March 31, 2026 primarily reflected a net loss of $2,861,610 adjusted for the add-back of non-cash items consisting of depreciation and amortization of $4,264, amortization of right of use assets of $12,231, accretion of stock-based stock option, compensatory warrants, and common stock expense of $389,627, reversal of short-term investment interest income discount of $43,692, and an unrealized loss on equity securities of $1,194,000, offset by changes in operating assets and liabilities primarily consisting of an increase in prepaid expenses of $19,608, a decrease in accounts payable and accrued expenses of $2,000, a decrease in contract liabilities of $4, and a decrease in operating lease liabilities of $11,723.

Previous wording

Net cash flow used in operating activities for the nine months ended September 30, 2025 primarily reflected a net loss of $4,207,780 adjusted for the add-back of non-cash items consisting of depreciation and amortization of $25,488, amortization of right of use assets of $21,760, and accretion of stock-based stock option and common stock expense of $530,582, offset by changes in operating assets and liabilities primarily consisting of an increase in accounts receivable of $17, an increase in prepaid expenses of $39,645, an increase in accounts payable and accrued expenses of $168,699, a decrease in contract liabilities of $25, and a decrease in operating lease liabilities of $14,496.

Current wording

Net cash flow used in operating activities for the three months ended March 31, 2025 primarily reflected a net loss of $1,619,110 adjusted for the add-back of non-cash items consisting of depreciation and amortization of $5,541, and accretion of stock-based stock option and common stock expense of $155,054, offset by changes in operating assets and liabilities primarily consisting of an increase in accounts receivable of $40, an increase in prepaid expenses of $21,934, a decrease in assets of discontinued operations of $220,879, a decrease in accounts payable and accrued expenses of $4,361, an increase in contract liabilities of $33, and an increase in liabilities of discontinued operations of $73,453.

Previous wording

Net cash (used in) provided by investing activities amounted to $(1,589,111) and $1,269,566 for the nine months ended September 30, 2025 and 2024, respectively.

Current wording

Net cash provided (used in) by investing activities amounted to $1,346,840 and $(2,905,332) for the three months ended March 31, 2026 and 2025, respectively, a negative change of $4,447,090.

Previous wording

During the nine months ended September 30, 2024, we received gross proceeds from the sale of short-term investments of $9,757,175 purchased short-term investments of $8,487,609.

Current wording

During the three months ended March 31, 2026, cash flows provided by investing activities comprised of gross proceeds from the sale of short-term investments of $2,437,334, offset by purchases of short-term investments of $1,090,494.

Previous wording

During the nine months ended September 30, 2025, we received gross proceeds from the sale of short-term investments of $4,430,372 and purchased short-term investments of $5,824,170. Additionally, we purchased property and equipment of $4,475 and capitalized internal-use software of $190,838.

Current wording

During the three months ended March 31, 2025, we purchased short-term investments of $4,314,310 and received gross proceeds from the sale of short-term investments of $1,481,603. Additionally, we capitalized internal-use software of $72,625.

Previous wording

During the nine months ended September 30, 2025, we received $4,532,000 from the sale of common stock, net, received proceeds from notes payable of $40,000, and paid deferred offering costs of $206,528.

Current wording

During the three months ended March 31, 2025, we received $4,532,000 from the sale of common stock, net, and paid deferred offering costs of $152,500.
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

During the three months ended March 31, 2026, we paid deferred offering costs of $67,590.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

During the nine months ended September 30, 2025 and 2024, compensation and related expenses amounted to $2,422,352 and $1,881,682, respectively, an increase of $540,670, or 28.7%. The increase was attributable to an increase in stock-based compensation of $496,395 due to the issuance of new stock options, and an overall increase in compensation and other related expenses of $44,275.