American Picture House Corp
For the period ended Mar 31, 2026. Filed May 14, 2026.
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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 14, 2026
APHPStored price and day change unavailable
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-06.
0001493152-25-021018
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-14.
0001493152-26-022818
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe 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 99 previous paragraphs and 19 current paragraphs.
4 unchanged; 3 reworded; 12 added; 92 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 3 previous and 2 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 (12)
Current report
Overview
Current report
Recent Developments During the First Quarter of 2026
Current report
The following table summarizes our results of operations for the three months ended March 31, 2026 and 2025:
Current report
Revenues. During the three months ended March 31, 2026, revenues were $1,220, compared with $0 for the three months ended March 31, 2025. The change was primarily attributable to income from theBARRON’S COVE CAMA.
Current report
General and Administrative Expenses. General and administrative expenses for the three months ended March 31, 2026 were $112,656, compared with $475,457 for the three months ended March 31, 2025. The period-over-period reduction in expense was primarily attributable to the 2025 period including $232,995 of stock option expense compared to $0 in the 2026 period and lower professional and consulting fees. Additionally, legal and consulting fees decreased by $183,242 for the 2026 quarter compared to the 2025 quarter as the Company sought to reduce operating expenses.
Current report
Sales and Marketing Expenses. Sales and marketing expenses for the three months ended March 31, 2026 were $1,582, compared with $461 for the three months ended March 31, 2025.
Current report
Interest Expense. Interest expense for the three months ended March 31, 2026 was $58,221, compared with $12,919 for the prior-year period, with the change primarily attributable to credit card debt and the Labrys financings.
Current report
As of March 31, 2026, we had cash and cash equivalents of approximately $22,000, a working capital deficit of approximately $1,452,000, and accumulated deficit of $$7,997,633. As of December 31, 2025, we had cash and cash equivalents of $124 and negative working capital of approximately $435,000. These conditions raise substantial doubt about our ability to continue as a going concern.
Current report
Operating Activities. During the three months ended March 31, 2026, net cash used in operating activities was $12,949, compared with net cash used in operating activities of $155,207 for the three months ended March 31, 2025. The 2026 period primarily reflects the collection of $1.0M of receivables that were subsequently redeployed into new and incremental film production activities.
Current report
Financing Activities. During the three months ended March 31, 2026, net cash provided by financing activities was $35,163, compared with net cash provided by financing activities of $159,826 for the three months ended March 31, 2025. The 2026 period reflects net Labrys note proceeds of $172,500 and repayment of $25,000 against the Labrys note and $112,337 of repayment of related-party borrowings.
Current report
Funding Requirements. We expect our expenses to increase in connection with our ongoing film development and production activities and our public-company reporting obligations. We expect to finance operations and investments through a combination of project receipts, debt financings, equity issuances, and strategic transactions, although there can be no assurance that sufficient capital will be available on acceptable terms, or at all.
Current report
None, except as may be described in the notes to the condensed consolidated financial statements.
Removed paragraphs (92)
Previous report
Forward-Looking Statements
Previous report
Recent Developments
Previous report
SSS Entertainment Agreement – TURN UP THE SUNOption Extension andBarron’s Cove*Acquisition*
Previous report
On August 1, 2025, the Company entered into an agreement with SSS Entertainment, LLC (“SSS”) to (i.) extend to December 31, 2025 its option to acquire a 24% ownership interest in the feature filmTURN UP THE SUN!(akaPOSE) for $725,000 and (ii.) acquire all rights, title, and interest in the feature filmBarron’s Coveand related secured assets, including liens, loans, UCC-1 filings, and security interests.
Previous report
As consideration, the Company issued 500,000 shares of its common stock to SSS’s principal, allocated equally between the option extension and the asset acquisition. The Company will pay to SSS the first 85% of revenues from exploitation ofBARRON’S COVEuntil SSS has recouped $2 million, after which all such revenues will be retained by the Company. SSS may elect to convert future revenue entitlements into shares of the Company’s common stock at a conversion rate of 2.5 times the retained revenue, subject to a $1.00 per share floor. The Company will also assume up to $50,000 in costs to enforce and perfect the secured rights.
Previous report
Leadership updates. On August 30, 2025, Jonathan Sanger resigned as President. As disclosed in our Current Report on Form 8-K/A filed September 19, 2025, Mr. Sanger’s resignation followed a dispute regarding certain compensation matters under his consulting agreement and did not involve any disagreement with the Company on any other matter relating to operations, policies, or practices. Our Board has initiated a process to evaluate and implement any necessary adjustments to management responsibilities.
Previous report
On September 16, 2025, Donald J. Harris resigned from our Board of Directors, effective immediately. As disclosed in our Current Report on Form 8-K filed September 19, 2025, Mr. Harris’s resignation was not the result of any disagreement with the Company on any matter relating to operations, policies, or practices. The Board is evaluating its composition following his resignation.
Previous report
Capital markets update. On September 12, 2025, we entered into an Equity Line of Credit (“ELOC”) with RH2 Equity Partners, L.P., and a related Registration Rights Agreement. Under the ELOC, we may, at our election and subject to specified conditions, sell newly issued shares of our common stock to the investor over a 24-month period in an amount up to the lesser of $100 million or the “Maximum Common Stock Issuance” (as defined in the ELOC). Proceeds, if any, may be used for general corporate purposes. See “Liquidity and Capital Resources” for additional detail.
Previous report
As of September 30, 2025. APHP has participated in a number of feature films at or near delivery:BARRON’S COVE, TURN UP THE SUN! (akaPOSE),PROTECTOR, THIEVES HIGHWAY, andMOTION (akaGET DA BAG). Participation varies by title (first-priority recoupment/loan position, “in Association with” and Producer credits, options, and development/co-production roles). We have not recognized revenue from these projects as of September 30, 2025, unless otherwise disclosed. See Note 5 “Produced & Licensed Content” and Note 4 “Film Production Loans and Receivables” for rights, status, and accounting by title.
Previous report
As of September 30, 2025, we had not sold any shares under the ELOC and had not received proceeds. We may elect to draw in future periods subject to the conditions in the agreements.
Previous report
Organizational History of the Company and Overview
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Corporate History
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American Picture House Corporation was incorporated in Nevada on September 21, 2005 under the name Servinational, Inc. The Company subsequently changed its name to Shikisai International, Inc. in November 2005 and then to Life Design Station, Intl., Inc. in August 2007. The Company changed its state of domicile from Nevada to Wyoming on October 13, 2020. On December 4, 2020, the Company changed its name to American Picture House Corporation.
Previous report
The Board of Directors approved a 50:1 reverse stock split that became effective in the marketplace on October 11, 2021.
Previous report
Following the reverse stock split, on September 13, 2021, the Company also adopted an amendment, which was independent of the above-mentioned reverse stock split, to the Company’s Articles of Incorporation to reduce the number of authorized shares from 4,700,000,000 shares of Common Stock at $0.0001 par value to 1,000,000,000 shares of Common Stock at $0.0001 par value.
Previous report
On October 16, 2024 the shareholders approved our Second Amended and Restated Articles of Incorporation, which amends Article VI, paragraph A. (1.) of our current Amended and Restated Articles of Incorporation to grant authorization to our Board of Directors to determine, without shareholder approval, the designations, preferences, limitations, restrictions, and relative rights of any additional classes of Preferred Stock, and variations in the relative rights and preferences as between different series. The Company filed the Second Amended and Restated Articles of Incorporation with the State of Wyoming in April 2025.
Previous report
As of October 27, 2025, the Company has 1,001,000,000 shares authorized, including 1,000,000,000 common shares and 1,000,000 Preferred shares.
Previous report
Common Shares - As of October 27, 2025, APHP has 1,000,000,000 common shares authorized of which 112,899,325 shares issued and outstanding. As of October 27, 2025, the total number of shareholders of record was 332. All common shares are entitled to participate in any distributions or dividends that may be declared by the Board of Directors, subject to any preferential dividend rights of outstanding shares of Preferred shares.
Previous report
Preferred Shares - As of October 27, 2025, the Company had 1,000,000 Preferred shares authorized, of which 100,000 Preferred shares have been designated as Series A Convertible Preferred Stock (“Series A Preferred shares” herein). At present, 3,839 Series A Preferred shares are issued and outstanding. The Series A Preferred shares do not have any rights to dividends; voting - each share of Series A Preferred shares carries a superior voting right to the Company’s common shares, each Series A Preferred share shall be counted as 1,000,000 votes in any Company vote. Each Series A Preferred share is convertible at a ratio of 1 to 100,000 so that each one share of Series A Preferred shares may be exchanged for 100,000 common shares. Series A Preferred shares hold a first position lien against all of the Company’s assets including but not limited to the Company’s IP (“Intellectual Property”). The Preferred shares do not have any specific redemption rights or sinking fund provisions.
Previous report
Voting Control – October 27, 2025, Mr. Bannor Michael MacGregor, the Company’s Chief Executive Officer and Chairperson, beneficially owned 24,413,041 shares of the Company’s common stock (including options exercisable within 60 days), representing approximately 21.62% of the outstanding common shares. In addition, Mr. MacGregor directly and indirectly beneficially owns and controls all 3,839 issued and outstanding shares of the Company’s Series A Preferred Stock, representing 100% of that class. Each Series A Preferred Share has voting rights equal to 1,000,000 votes per share, for an aggregate of 3,839,000,000 votes. When combined with the voting rights associated with his common stock ownership, Mr. MacGregor controls voting rights equivalent to 3,863,163,041 shares of common stock, or approximately 97.75% of the Company’s total voting power.
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Business Overview
Previous report
APHP’s strategy emphasizes mid-budget projects where a substantial portion of production costs may be supported by project-level structures (e.g., pre-sales, distribution advances, production incentives/tax credits, and, where available, completion guarantees). We aim to mitigate equity exposure by assembling packages that combine bankable creative elements (script/IP, producers, directors, cast) with cost-efficient production plans (including incentive-eligible jurisdictions). We may co-produce and/or co-finance with third parties when appropriate.
Previous report
As part of this approach, we acquire or option IP at a stage where prior owners/creators have already invested meaningful development effort, enabling APHP to advance the material with targeted spend (e.g., WGA rewrites/polish, packaging, schedules and budgets) while maintaining financial discipline. Where appropriate, original developers may retain a contingent participation in future project revenues. We also intend to leverage industry-standard financing tools and to engage reputable third-party advisors (agencies, legal, sales agents, banks) on a project-by-project basis.
Previous report
Execution focus across the filmmaking lifecycle. APHP participates principally in:
Previous report
As of the date of this report, APHP continues to develop and evaluate projects in various stages of the pipeline. Initiatives described above are subject to market conditions, third-party approvals, availability of financing, and execution risks, and there can be no assurance that any specific project will be packaged, financed, produced, or commercially successful.
Previous report
Organizational Structure
Previous report
At present, the Company has no employees. We do, however, utilize the services of consultants. The Company is managed by its officers. Bannor Michael MacGregor is the CEO/President, Michael Blanchard is the Secretary, and Daniel Hirsch is the Treasurer, all report to a Board of Directors. At present, only Bannor Michael MacGregor is under a Consulting Agreement.
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Our Offices
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The Company maintains three virtual offices in New York, NY, Raleigh, NC, and Los Angeles, CA.
Previous report
Our significant accounting policies are fully described in Note 2 to our financial statements appearing elsewhere in this Quarterly Report, and we believe those accounting policies are critical to the process of making significant judgments and estimates in the preparation of our financial statements.
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Cybersecurity Update
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APHP’s risk management program remains unchanged; see “Item 8. Cybersecurity” in our Annual Report on Form 10-K for a full discussion of our risk management and governance framework.
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COVID-19 Update
Previous report
To date, the COVID-19 pandemic has not had a material impact on the Company, particularly due to our current lack of operations. The pandemic may, however, have an impact on our ability to evaluate and acquire an operating entity through a reverse merger or otherwise.
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None.
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Results of Operations — Three Months Ended September 30, 2025 vs. 2024
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Revenues and Cost of Revenues
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The Company had no revenue during the three months ended September 30, 2025 and September 30, 2024.
Previous report
General and Administrative Expenses
Previous report
General and administrative expenses for the three months ended September 30, 2025 were approximately $67,000 compared to approximately $316,000 for the three months ended September 30, 2024, a decrease of approximately $248,000 as management sought to significantly reduce operational spend to conserve cash resources.
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Reworded paragraphs (3)
Previous wording
The following discussion and analysis should be read in conjunction with our condensed financial statements and related notes included elsewhere in this report. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those discussed in these forward-looking statements due to various factors, including those described in the section titled “Risk Factors” and elsewhere in this Quarterly Report on Form 10-Q.
Current wording
The following discussion and analysis of our results of operations and financial condition should be read in conjunction with our condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q. This discussion contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those discussed in these forward-looking statements for a variety of reasons, including those set forth in our Annual Report on Form 10-K and in other filings with the SEC.
Previous wording
American Picture House Corporation (“APHP”), also known as American Picture House Pictures, is an entertainment company focused on the development, packaging, financing and production of feature films and limited series. During 2025, APHP pivoted away from third-party consulting to concentrate on internally developed projects and selective strategic partnerships. Our objective over time is to build a disciplined slate and the organizational capabilities of a scaled independent (“mini-major”); however, there can be no assurance that we will achieve this objective.
Current wording
American Picture House Corporation is an entertainment company focused on the development, packaging, financing and production of feature films and limited series. During 2025, we pivoted away from third-party consulting to concentrate on internally developed projects and selective strategic partnerships. We generally pursue two complementary approaches to participating in projects: (i) structured film finance and senior or priority recoupment positions, including senior secured production lending and first-priority receipt structures designed to prioritize return of capital; and (ii) building an owned or controlled content library over time by acquiring or optioning intellectual properties and, where appropriate, obtaining negative ownership or other control rights in projects.
Previous wording
Our management’s discussion and analysis of our financial condition and results of operations are based on our financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles, or “GAAP.” The preparation of these financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reported period. In accordance with GAAP, we base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances. Actual results may differ from these estimates under different assumptions or conditions.
Current wording
Our management’s discussion and analysis of financial condition and results of operations are based on our condensed consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenues and expenses during the reporting period. We believe our critical accounting policies and estimates include those related to revenue recognition, collectability of receivables, impairment of produced and licensed content costs and intangible assets, stock-based compensation, accounting for debt and equity-linked instruments, and contingencies.