Mentor Capital, Inc.

Previous wording

The following discussion will assist in the understanding of our financial position at September 30, 2025 and the results of operations for the three and nine months ended September 30, 2025 and 2024. The information below should be read in conjunction with the information contained in the unaudited Condensed Consolidated Financial Statements and related notes to the financial statements included within this Quarterly Report on Form 10-Q for the three and nine months ended September 30, 2025 and 2024 and our Annual Report on Form 10-K for the year ended December 31, 2024.

Current wording

The following discussion will assist in the understanding of our financial position at March 31, 2026 and the results of operations for the three months ended March 31, 2026 and 2025. The information below should be read in conjunction with the information contained in the unaudited Condensed Consolidated Financial Statements and related notes to the financial statements included within this Quarterly Report on Form 10-Q for the three months ended March 31, 2026 and 2025 and our Annual Report on Form 10-K for the year ended December 31, 2025.

Previous wording

The Company’s common stock is publicly traded on OTC Markets Over-the-Counter Venture Market (“OTCQB”), under the trading symbol: MNTR.

Current wording

The Company’s common stock trades publicly under the trading symbol OTCQB: MNTR.

Previous wording

In the public arena, the Company maintains diverse investment activities. These have included the acquisition of oil and gas partnerships, New York Stock Exchange gas trading company mini-tender offers, ATM ownership, facilities operations investment, cancer immunotherapy investment, equipment financing, intellectual property investment, litigation financing, investment in a dispute resolution company, and discounted funding of annuity-like fund flows. Most recently, from its new Texas base, the Company signaled a substantial return to its energy roots, starting with stock purchases in several energy companies in the oil and gas, coal, and uranium markets and purchases of fractional, non-operating royalty interests in producing oil and gas properties operating in West Texas.

Current wording

In the public arena, the Company is opportunistic and maintains diverse operating and investment activities. These have included the acquisition of oil and gas partnerships, New York Stock Exchange gas trading company mini-tender offers, ATM ownership, facilities operations investment, cancer immunotherapy investment, equipment financing, intellectual property investment, litigation financing, investment in a dispute resolution company, and discounted funding of annuity-like fund flows. Most recently, from its new Texas base, the Company signaled a substantial return to its energy roots, starting with stock purchases in several energy companies in the oil and gas, coal, and uranium markets and purchases of fractional, non-operating royalty interests in producing oil and gas properties operating in West Texas and is utilizing gold as a placeholder until new energy investments are arranged.

Previous wording

The Company’s target industry focus includes the classic energy sectors of oil, gas, coal, uranium, and related ventures. Additionally, the Company has residual investments in legal dispute resolution services, collecting on an annuity-like financing, and the collection of a judgment that it intends to continue to pursue. In 2023, the Company initially signaled a substantial return to its energy roots, starting with a tracking investment in New York Stock Exchange energy companies in the oil and gas, coal, and uranium industries.

Current wording

The Company’s target industry focus includes the classic energy sectors of oil, gas, coal, uranium, and related ventures, with gold investment first serving as a placeholder while new energy positions are arranged. Although the energy sector declined, the gold investment did extraordinarily well. As a result, the Company progressively shifted to emphasize gold investment for profit and has begun to shift toward precious metals-oriented trading as a more profitable approach, including bullion, securities, and futures. Additionally, the Company has residual investments in an alternative dispute resolution platform, collecting on an annuity-like financing, and the collection of a judgment that it intends to continue to pursue. In 2023, the Company initially signaled a substantial return to its energy roots, starting with a tracking investment in New York Stock Exchange energy companies in the oil and gas, coal, and uranium industries.

Previous wording

The Company’s three (3) fractional royalty interests entitle the Company to receive a proportional share of revenues generated from the production of hydrocarbons from the underlying property, without incurring any operating or production costs. Working interest owners of our royalty interests operating the wells will participate in and bear the costs of operation and development.

Current wording

The Company’s three (3) fractional royalty interests entitle the Company to receive a proportional share of revenues generated from the production of hydrocarbons from the underlying property, without incurring any operating or production costs. Working interest owners of our royalty interests operating the wells will participate in and bear the costs of operation and development. See Note 8.

Previous wording

The Company also maintains a gold investment and short-term treasury exchange-traded funds for the purpose of facilitating investment into the Company to support potential future energy acquisitions and to collect low-risk interest to offset inflation, respectively.

Current wording

The Company also maintains a gold investment and short-term treasury exchange-traded funds for the purpose of facilitating investment into the Company to support potential future energy acquisitions and to collect low-risk interest to offset inflation, respectively. See Note 9.

Previous wording

On April 18, 2016, the Company formed Mentor IP, LLC (“MCIP”), a South Dakota limited liability company and wholly owned subsidiary of Mentor, to hold interests related to patent rights. On October 24, 2023, the Company divested Mentor IP, LLC’s intellectual property and licensing rights related to a certain United States and Canadian patent. The Company received no payment for its divestment. Patent application and maintenance fees have been expensed when paid and there were no assets related to the MCIP patents represented on the condensed consolidated financial statements at September 30, 2025 and December 31, 2024.

Current wording

On April 18, 2016, the Company formed Mentor IP, LLC (“MCIP”), a South Dakota limited liability company and wholly owned subsidiary of Mentor, to hold interests related to patent rights. On October 24, 2023, the Company divested Mentor IP, LLC’s intellectual property and licensing rights related to a certain United States and Canadian patent. The Company received no payment for its divestment. MCIP is a wholly-owned subsidiary of the Company that could facilitate future mergers and acquisitions.

Previous wording

Mentor Partner I, LLC (“Partner I”) was reorganized under the laws of the State of Texas in February 2021. Partner I originally held the contractual rights to lease payments from G Farma and now the related settlement and $2,539,597 judgment receivable plus interest receivable of $564,973 at September 30, 2025 in favor of the Company and Partner I.

Current wording

Mentor Partner I, LLC (“Partner I”) was reorganized under the laws of the State of Texas in February 2021. Partner I originally held the contractual rights to lease payments from G Farma and now the related settlement and $2,539,591 judgment receivable plus interest receivable of $691,605 at March 31, 2026 in favor of the Company and Partner I. Partner I is a wholly-owned subsidiary of the Company that could facilitate future mergers and acquisitions.

Previous wording

Mentor Partner II, LLC (“Partner II”) was reorganized under the laws of the State of Texas in February 2021. Partner II originally held the contractual rights to lease payments from Pueblo West, which was paid off by a final payment of $245,369 on September 28, 2022.

Current wording

Mentor Partner II, LLC (“Partner II”) was reorganized under the laws of the State of Texas in February 2021. Partner II originally held the contractual rights to lease payments from Pueblo West, which was paid off by a final payment of $245,369 on September 28, 2022. Partner II is a wholly-owned subsidiary of the Company that could facilitate future mergers and acquisitions.

Previous wording

On October 4, 2022, the Company formed TWG, LLC (“TWG”), a Texas limited liability company, as a wholly owned subsidiary of Mentor in order to prepare to fulfill certain February 16, 2022 modification agreement performance obligations related to installment payments the Company receives from a non-affiliated party.

Current wording

On October 4, 2022, the Company formed TWG, LLC (“TWG”), a Texas limited liability company, as a wholly owned subsidiary of Mentor in order to prepare to fulfill certain modification agreement performance obligations related to installment payments the Company receives from a non-affiliated party. TWG is a wholly-owned subsidiary of the Company that could facilitate future mergers and acquisitions.

Previous wording

On October 4, 2023, we sold and completely divested our majority controlling 51% interest in Waste Consolidators Inc. (“WCI”), our facilities operations segment, that provides waste management and disposal services, including waste consolidation, bulk item pickup, general property maintenance, and one-time clean-up services to business park owners, governmental centers, and apartment complexes in Phoenix, Austin, San Antonio, Houston, and Dallas. Following the sale, the Company received no new income from WCI and had no further involvement or continuing influence over its operations. WCI is now reported as a discontinued operation. WCI had been a long-standing investment, but it no longer aligns with the Company’s central business focus in the energy sector. The $6,000,000 proceeds from the sale of our WCI shares provided the Company with capital to seek out new business opportunities in the classic energy space of oil and gas, coal, uranium, and related businesses which are Mentor Capital, Inc.’s focus.

Current wording

On October 4, 2023, we sold and completely divested our majority controlling 51% interest in Waste Consolidators Inc. (“WCI”), our facilities operations segment, that provides waste management and disposal services, including waste consolidation, bulk item pickup, general property maintenance, and one-time clean-up services to business park owners, governmental centers, and apartment complexes in Phoenix, Austin, San Antonio, Houston, and Dallas. Following the sale, the Company received no new income from WCI and had no further involvement or continuing influence over its operations. WCI is now reported as a discontinued operation. WCI had been a long-standing investment, but it no longer aligned with the Company’s central business focus in the energy sector. The $6,000,000 proceeds from the sale of our WCI shares provided the Company with capital to seek out new business opportunities in the classic energy space of oil and gas, coal, uranium, and related businesses which are Mentor Capital, Inc.’s current focus.

Previous wording

The Company maintains an opportunistic acquisition focus. It sold its former legacy investment in the former facilities operations segment and continues looking to expand into the classic energy markets of oil, gas, coal, uranium, and related businesses. In 2023, the Company initially signaled a substantial return to its energy roots, starting with a tracking investment in five New York Stock Exchange energy companies in the oil and gas, coal, and uranium markets. In March 2025, the Company acquired three fractional, non-operating royalty interests in oil and gas properties covering approximately one hundred twenty-one (121) wells in the Spraberry Field of the Permian Basin in West Texas, through public auctions for total consideration of $1,369,899. The royalty interests entitle the Company to receive a proportional share of revenues generated from the production of hydrocarbons from the underlying property, without incurring any operating or production costs. The Company also maintains a gold investment and short-term treasury exchange-traded funds for the purpose of facilitating investments into the Company to support potential future energy acquisitions and to collect low-risk interest to offset inflation, respectively.

Current wording

The Company maintains a diverse and opportunistic acquisition focus. It sold its former legacy investment in the former facilities operations segment and continues looking to expand into the classic energy markets of oil, gas, coal, uranium, and related businesses. The Company signaled a substantial return to its energy roots, starting with a tracking investment in six New York Stock Exchange energy companies in the oil and gas, coal, uranium, and pipeline markets. In March 2025, the Company acquired three fractional, non-operating royalty interests in oil and gas properties covering approximately one-hundred twenty-one (121) wells in the Spraberry Field of the Permian Basin in West Texas, through related public auctions for total consideration of $1,369,899. The royalty interests entitle the Company to receive a proportional share of revenues generated from the production of hydrocarbons from the underlying property, without incurring any operating or production costs. The Company also maintains a gold investment and short-term treasury exchange-traded funds for the purpose of facilitating investment into the Company to support potential future energy acquisitions and to collect low-risk interest to offset inflation, respectively. The Company is expanding its involvement in the trading of commodities.

Previous wording

The Company’s primary investment aim is to acquire revenue-generating energy assets, such as oil and gas royalties, oil service businesses, or other private energy operating companies, as viable opportunities for such acquisition(s) become available. Our general headquarters functions are aimed at providing accounting, legal, and general business support for our larger investment targets and our majority-owned subsidiaries. We monitor our smaller and less than majority positions for value and investment security. Management also spends considerable effort reviewing possible acquisition candidates on an ongoing basis.

Current wording

The Company’s primary aim has been to acquire revenue-generating energy assets, such as oil and gas royalties, oil service businesses or other private energy operating companies as viable opportunities for such acquisition(s) become available. The Company is moving further to integrate commodities and precious metals trading into this mix. Our general headquarters functions are aimed at providing accounting, legal, and general business support for our larger investment targets and our majority-owned subsidiaries. We monitor our smaller and less than majority positions for value and investment security. Management also spends considerable effort reviewing possible acquisition candidates on an ongoing basis.

Previous wording

When involved in energy company acquisitions, Mentor seeks to take significant positions in these new companies and then seeks to provide public market liquidity for founders, protection for investors, funding for the companies, and to incubate private companies that Mentor believes have significant potential. When Mentor takes a major position in its investees, it provides financial management when needed but leaves operating control in the hands of the company founders. Retaining control, receiving greater liquidity, and working with an experienced organization to efficiently develop disclosures and compliance that are similar to what is required of public companies are three potential key advantages to company founders working with Mentor.

Current wording

Mentor seeks to take significant positions in target companies to provide public market liquidity for founders, protection for investors, funding for the companies, and incubate private companies that Mentor believes to have significant potential. When Mentor takes a major position in its investees, it provides financial management when needed but leaves operating control in the hands of the company founders. Retaining control, receiving greater liquidity, and working with an experienced organization to efficiently develop disclosures and compliance that are similar to what is required of public companies are three potential key advantages to company founders working with Mentor Capital, Inc.

Previous wording

The Company’s future success depends upon its ability to make a return on its investments, generate positive cash flow, and obtain sufficient capital from non-portfolio-related sources. Management believes they have approximately four years of operating resources on hand and can raise additional funds as needed to support their business plan and develop an operating, cash flow positive company.

Current wording

The Company’s future success is dependent upon its ability to make a return on its acquisitions and investments to generate positive cash flow and to obtain sufficient capital from non-portfolio-related sources. The Company currently has enough cash to effectuate its business plans for the next four years. Management believes they can raise additional funds to support their business plan and develop a successful operating company.

Previous wording

Gross profit for the three months ended September 30, 2025 was $40,430 compared to $0 for the prior year period. The Company’s cost of goods sold for the three months ended September 30, 2025 were $0 and $0 for the prior year period.

Current wording

Gross profit for the three months ended March 31, 2026 was $42,767 compared to $2,000 for the prior year period. The Company’s cost of goods sold for the three months ended March 31, 2026 were $0 and $0 for the prior year period.

Previous wording

Our selling, general and administrative expenses, with the inclusion of severance taxes, for the nine months ended September 30, 2025 was $598,821 compared to $637,571 for the prior year period, a decrease of $38,750 or (6.08%). We experienced a $108,068 decrease in professional expenses, a $17,500 decrease in board of director fees, a $1,957 decrease in employee salary, benefits, and payroll taxes, and a $552 decrease in depreciation expense offset by a $69,003 increase in amortization expense, a $6,064 increase in severance taxes, a $9,185 increase in officer salary, benefits, and payroll taxes, a $4,164 increase in administrative expenses, a $619 increase in travel related expenses, a $205 increase in insurance expense, and a $87 increase in advertising expenses resulting in a decrease in other selling, general and administrative expenses of (6.08%), for the nine months ended September 30, 2025 as compared to the prior year period.

Current wording

Our selling, general and administrative expenses, including severance andad valorem taxes, for the three months ended March 31, 2026 was $303,149 compared to $195,975 for the prior year period, an increase of $107,174. We experienced a $45,112 increase in officer salary and benefits, a $33,739 increase in accumulated amortization expense, a $9,487 increase in employee salary and benefits, a $8,750 increase in board of directors fees, a $4,750 increase in annualad valorem taxes, a $3,304 increase in professional fees, a $2,085 increase in severance taxes, a $763 increase in depreciation expense, a $102 increase in insurance expense, and a $57 increase in advertising expense, offset a ($895) decrease in administrative fees, anda ($80) decrease in travel related expenses resulting in an increase in other selling, general and administrative expenses of 54.69%, for the three months ended March 31, 2026 as compared to the prior year period.

Previous wording

Other income and expense, net, totaled $163,359 for the three months ended September 30, 2025 compared to ($2,936) for the prior year period, an increase of $166,295 or (5,664%). The increase is due to a $130,083 increase in unrealized gain on investment in securities, and a $71,943 increase in unrealized gain on investment in gold, offset by a $35,731 decrease in interest income for the three months ended September 30, 2025.

Current wording

Other income (expense), net, totaled $91,692 for the three months ended March 31, 2026, compared to ($13,340) for the prior year period, an increase of $105,033 or (787.35%). The increase is due to a $104,944 increase in unrealized gain on investment in securities, a $20,414 increase in other income from a class action settlement payment in re:Electronic Servitor Publication Network Inc. v. BF Borgers and a $9,193 increase in gain on sale of investments, offset by a decrease in ($29,519) decrease in interest income for the three months ended March 31, 2026.

Previous wording

The net result for the three months ended September 30, 2025 was a net gain of $2,675 or $0.0001 per Mentor common share compared to a net loss in the prior year period of ($157,215) or ($0.007) per Mentor common share. The Company will continue to look for acquisition opportunities to expand its portfolio in companies that are positive for operating revenue or have the potential to become positive for operating revenue.

Current wording

The net result for the three months ended March 31, 2026 was a net loss attributable to Mentor of ($173,124) or ($0.008) per Mentor common share compared to a net loss attributable to Mentor in the prior year period of ($211,758) or ($0.010) per Mentor common share. The Company will continue to look for acquisition opportunities to expand its portfolio in companies that are positive for operating revenue or have the potential to become positive for operating revenue.

Previous wording

Since our reorganization, we have raised capital through warrant holder exercise of warrants to purchase shares of Common Stock. At September 30, 2025 we had cash and cash equivalents of $109,914 and working capital of $1,549,892.

Current wording

Since our reorganization, we have raised capital through warrant holder exercise of warrants to purchase shares of Common Stock. As of March 31, 2026, we had cash and cash equivalents of $60,834 and working capital of $1,322,644.

Previous wording

Operating cash outflows in the nine months ended September 30, 2025 was ($397,876), including ($418,745) of net loss, increased by non-cash depreciation and amortization of $255, and non-cash accumulated amortization of royalty interests of $69,003, increased by loss on investments at fair value of $69,833, offset by unrealized gain on an investment position in gold at fair value of ($95,982), royalty income receivable of ($38,456), prepaid expenses and other assets of ($7,127), accounts payable of $12,459, accrued expenses of ($3,011), and accrued salary, retirement and benefits to related party of $13,895.

Current wording

Operating cash outflows in the three months ended March 31, 2026 was ($130,038), including ($173,124) of net loss, plus a realized and unrealized loss on investment in securities at fair value of ($71,146), prepaid expenses and other assets of ($11,921), and accrued expenses of ($1,734), offset by an increase in accounts payable of $69,589, non-cash accumulated amortization of royalty interests of $34,247, accrued salary, retirement and benefits to related party of $20,803, royalty income receivable of $2,400, and non-cash depreciation and amortization of $848.

Previous wording

Cash outflows from investing activities in the nine months ended September 30, 2025 were ($1,674,331) which included $835,209 proceeds from investment in securities sold, offset by ($614,830) purchase of investment securities, ($516,346) purchase of a gold position, ($1,369,899) purchase of three separate royalty interests in the Permian Basin, and ($8,465) purchases of property and equipment.

Current wording

Cash outflows from investing activities in the three months ended March 31, 2026, were $141,679, which consisted of $141,679 proceeds from investment in securities sold.

Previous wording

Net cash outflows from financing activities for the nine months ended September 30, 2025 were $0.

Current wording

Net cash outflows from financing activities for the three months ended March 31, 2026 were $0.

Previous wording

We will seek to raise additional funds through gold-backed preferred share sales, general debt financing, additional collaborative relationships, and other arrangements to increase revenues to support positive cash flow.

Current wording

We will seek to raise additional funds through financing, additional collaborative relationships, or other arrangements to increase revenues to support positive cash flow. We believe our existing available resources and opportunities are sufficient to satisfy our funding requirements for four years. Internal sources of liquidity include our ability to immediately convert to cash some or all of our investment in securities valued at $808,675 at March 31, 2026, and our ability to immediately convert to cash our investment in gold held at cost at a carrying value of $516,346 and estimated at fair value based on quoted market prices at $763,714 as of March 31, 2026. External liquidity sources include royalty revenue from our oil and gas royalty interests in the Permian Basin valued at $1,232,401 at March 31, 2026. Material unused sources of liquid assets are the potential sale of our oil and gas royalty interests held in the Permian Basin.

Previous wording

For the nine months ended September 30, 2025, there were no redemptions of Series D Warrants. There were no redemptions of Series D Warrants in 2024. We believe that if warrants are redeemed and exercised, partial warrant redemptions will provide additional monthly cash for monthly operations.

Current wording

For the three months ended March 31, 2026, there were no redemptions of Series D Warrants. There were no redemptions of Series D Warrants in 2025. We believe that if warrants are redeemed and exercised, partial warrant redemptions will provide additional monthly cash for monthly operations.