Quarterly report [Sections 13 or 15(d)]

Related Party Transactions

v3.25.3
Related Party Transactions
9 Months Ended
Sep. 30, 2025
Related Party Transactions [Abstract]  
Related Party Transactions

Note 20: Related Party Transactions

 

Pursuant to his initial employment agreement dated December 7, 2020, Mr. Heyward was previously entitled to receive a quarterly bonus. Mr. Heyward was paid $55,000 as quarterly bonus for each quarter during the nine months ended September 30, 2025 and 2024.

 

On February 27, 2023, Mr. Heyward’s prior employment agreement was amended to provide him a creative producer fee of $100,000 per quarter, prorated for the first quarter of 2023, for services rendered to Wow. Mr. Heyward was paid $100,000 in creative producer fees for each quarter during the nine months ended September 30, 2025 and 2024.

 

On July 19, 2022, the Company entered into a Shareholder Loan Agreement with YFE in the amount of EURO 1.3 million, accruing interest at the fixed annualized rate of 5%, with successive interest periods of three months due on the last day of each calendar quarter. The principal plus interest were to be repaid by no later than June 30, 2026. On April 27, 2025, the Company entered into a settlement agreement with YFE to resolve the outstanding Shareholder Loan Agreement. Pursuant to the settlement, the Company accepted a reduced repayment amount of $0.4 million, payable in two installments no later than June 2025, in full satisfaction of the loan balance. The settlement agreement became effective in April 2025 and the Company recorded an adjustment to the balance of the loan and recognized a loss of approximately $0.9 million. As of September 30, 2025, all terms of the settlement agreement were fulfilled.

 

During 2022, the Company entered into a sublease agreement with a related party to lease one office in the general office space at 190 N. Canon Drive, Suite 400, Beverly Hills, CA 90210. The monthly income was $595 during the nine months ended September 30, 2025 and 2024 and recorded within Other Expense, net in the Company's condensed consolidated statements of operations.

 

During the quarter ended September 30, 2024, the Company entered into a consulting agreement with a related party for office space interior design services. The agreement was subject to an initial fee of $6,545 and a monthly fee of $595 that commenced on September 1, 2024. The monthly expense was $595 and $0 during the nine months ended September 30, 2025 and 2024, respectively, and was recorded within General and Administrative expenses in the Company's condensed consolidated statements of operations.

 

On February 6, 2025, certain members of the Company’s executive management team, including the Chief Operating Officer, established a nonprofit organization The Stan Lee Foundation (the “Foundation”), which was granted tax-exempt status under Section 501(c)(3). The Foundation is not owned, governed, or controlled by the Company. The Company may reference the Foundation in connection with reputational or community engagement efforts. The Company provided limited administrative support totaling approximately $772 during the three months ended September 30, 2025. This support was not part of an ongoing funding commitment and is not considered material to the Company’s condensed consolidated financial statements. The Foundation is not consolidated in these condensed consolidated financial statements.

 

On August 25, 2025, the Company entered into a new employment agreement with Andy Heyward, the Company’s CEO, which replaced and superseded all prior employment agreements. The agreement revised certain compensation terms, including a new performance-based bonus structure contingent on market capitalization and net income thresholds as of December 31, 2025. The agreement further provides for the potential issuance of a restricted stock unit (“RSU”) award to Mr. Heyward, subject to the determination of the terms. No bonuses were earned or accrued under this arrangement as of September 30, 2025.

 

Pursuant to the terms of the agreement, Mr. Heyward is entitled to an executive producer fee of $12,500 per episode for each episode he provides services as an executive producer, up to maximum 52 episodes per calendar year. During the nine months ended September 30, 2025 and 2024, Mr. Heyward has not earned or was not paid any producer fees.