American Picture House Corp

On February 8, 2024, the Company granted options under the 2023 Plan to purchase an aggregate of 5,083,471 shares of common stock at an exercise price of $0.0125 per share. During 2024, 500,000 of these options were forfeited. On November 21, 2024, the Company granted an additional 5,569,967 options at an exercise price of $0.29 per share. During 2025, no additional options were granted and 6,319,967 options were forfeited. As of December 31, 2025, 3,833,471 options remained outstanding. Subsequent to year end, on January 15, 2026, the Company granted an additional 500,000 options.

Mr. MacGregor provides services to the Company pursuant to a consulting agreement. Compensation paid or recognized for the periods presented is reflected in the Summary Compensation Table and related footnotes below. On December 31, 2025, Mr. MacGregor delivered a letter confirming that he is waiving any cash salary from January 1, 2025 through March 31, 2026, unless otherwise approved by the Board in writing.

Outstanding Equity Awards at Fiscal Year-End

The following table sets forth information concerning outstanding equity awards held by the Company’s named executive officers as of December 31, 2025.

Director Compensation

No compensation was awarded to, earned by, or paid to the Company’s directors for service on the Board during 2025, and no new director option awards were granted during 2025. During 2024, five directors each received a fully vested option to purchase 250,000 shares of common stock at an exercise price of $0.0125 per share, with a ten-year term. Subsequent to year end, on January 15, 2026, Dr. Chauncey Tallaferro Jones received an additional option to purchase 250,000 shares of common stock at an exercise price of $0.0125 per share. Because that grant occurred after December 31, 2025, it is not reflected as 2025 compensation. Amounts paid to Mr. MacGregor during the first quarter of 2025 were applied, at his direction, as partial repayment of indebtedness owed by the Company to him and were not treated as compensation.

Policies and Practices related to the Grant of Certain Equity Awards Close in Time to the Release of Material Nonpublic Information (“MNPI”) The Company has a strict policy of not issuing options or allowing its insiders to conduct stock trades at times, subject to any allowable trades that might occur pursuant to a 10b5-1 Trading Plan, where MNPI is known or a material transaction is anticipated to occur. Each insider and employee of the Company is required to read the Company’s Insider Trading Policy as attached hereto as Exhibit 19.1, which prescribes certain set periods that prohibit insider trading. Other than as established for black-out periods associated with our quarterly and annual financial statement filings, our executive management will also issue notices of black-out trading periods if they are aware of material transactions which they anticipate closing. The timing of equity award grants is determined with consideration to a variety of factors, including but not limited to, the achievement of pre-established performance targets, market conditions and internal milestones. The Company does not follow a predetermined schedule for the granting of equity awards; instead, each grant is considered on a case-by-case basis to align with the Company’s strategic objectives and to ensure the competitiveness of our compensation packages. In determining the timing and terms of an equity award, the Board or the Compensation Committee may consider MNPI to ensure that such grants are made in compliance with applicable laws and regulations. The Board’s or the Compensation Committee’s procedures to prevent the improper use of MNPI in connection with the granting of equity awards include oversight by legal counsel and, where appropriate, delaying the grant of equity awards until the public disclosure of such MNPI. The Company is committed to maintaining transparency in its executive compensation practices and to making equity awards in a manner that is not influenced by the timing of the disclosure of MNPI for the purpose of affecting the value of executive compensation. The Company regularly reviews its policies and practices related to equity awards to ensure they meet the evolving standards of corporate governance and continue to serve the best interests of the Company and its stockholders. In the year ended December 31, 2025, no options were granted to our named executive officers within four business days prior to, or one business day following, the filing or furnishing of a periodic or current report by us that disclosed MNPI.