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American Picture House Corp

For the period ended Dec 31, 2024. Filed Apr 14, 2025.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Apr 14, 2025

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Contents

Item 11. Executive Compensation

ITEM 11.EXECUTIVE COMPENSATION

On January 11, 2024, the Company’s Board of Directors issued 250,000 options to purchase shares to each of its nine board members, 1,673,250 options to purchase shares to advisors, 662,983 options to purchase shares to Mr. Macgregor, and 497,238 options to purchase shares to Mr. Blanchard for an aggregate of 5,083,471 options to purchase shares with the rights to purchase common shares of the Company at an exercise price of $0.0125 per share.

We have entered into a consulting agreement with our CEO, Bannor Michael MacGregor, for a fee of Five Thousand dollars ($5,000) per month in 2022. For 2023, the CEO received $20,000/month for the months of September through December for a total of $80,000. For 2024, the CEO received $5,000/month for the months January through April of 2024. The CEO has agreed to forego compensation for the remainder of 2024. The agreement calls for the promotion of the quality of the Company’s products and services with attention to the maintenance of the standards and procedures of the Company. Additionally, the CEO is seeking to enhance and develop the Company’s relationships with the entertainment industry and technology developers.

Name and principal position · Year · Salary ($) · Bonus ($) · Stock awards ($) · Option awards ($) · Non-equity incentive plan compensation ($) · Change in pension value and nonqualified deferred compensation earnings ($) · All other compensation ($) · Total ($)
Bannor Michael MacGregor2024$20,000(1)--$250,000---$60,000
Bannor Michael MacGregor2023$80,000------$80,000
1.On January 1, 2023, the $60,000 of accrued 2022 consulting fees payable to Mr. MacGregor were exchanged for options to purchase 480,000 shares of Common Stock at $0.125 per share.

Except as disclosed above, no Directors were paid in excess of $100,000 in the year 2024.

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, 2024, 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.

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