Related Party Transactions	9 Months Ended
Sep. 30, 2025
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 11: RELATED PARTY TRANSACTIONS As disclosed in Note 7, the Company leases office spaces from related parties. As of September 30, 2025, right-of use assets -related party balance was $89,870, lease liability -current -related party balance was $68,033 and lease liability -noncurrent -related party balance was $16,336. Rent expense for these leases amounted to $41,500 and $25,000 for the three months ended September 30, 2025 and 2024, respectively. Rent expense for these leases amounted to $113,500 and $75,000 for the nine months ended September 30, 2025 and 2024, respectively. The Company prepaid $300,000 to the related party for the entire amount of lease payments due during the year ended December 31, 2022 for one office space. For the nine months ended September 30, 2025, the Company paid our Chief Financial Officer $321,606 for settlement of accounts payable. For the nine months ended September 30, 2024, the Company paid our Chief Financial Officer $1,489,907 of which $1,353,477 was for settlement of accounts payable and $136,429 was for a fee earned. For the three months ended September 30, 2025 and 2024, the Company paid $75,000 and $240,600, respectively. For the nine months ended September 30, 2025 and 2024, the Company paid $393,535 and $399,000, respectively, a related party (family member of the Chief Executive Officer) for various services related to the dispatch of our independent truck drivers. Additionally, during the nine months ended September 30, 2025, the Company purchased $650,000 of truck chassis from such related party. For the three months ended September 30, 2025 and 2024, the Company paid $75,000 and $240,600, respectively. For the nine months ended September 30, 2025 and 2024, the Company paid $393,535 and $399,000, respectively, a related party (family member of the Chief Executive Officer) for various services related to the dispatch of our independent truck drivers. Additionally, during the nine months ended September 30, 2025, the Company purchased $650,000 of truck chassis from such related party. On July 1, 2024, the Company issued Hok C Chan, the Chief Executive Officer, a promissory note for advances he may provide to the Company from time to time, including $600,000 provided on June 21, 2024. The promissory note bears an annual interest rate of 36.88%, increasing to 55% per annum after maturity, and outstanding amounts are due 90 days after the delivery of the respective advance to the Company or the respective direct payment to the Company’s creditor(s). The maturity date for the $600,000 advance was subsequently extended to December 18, 2024. On November 11, 2024, Hok C Chan advanced an additional $500,000 to the Company under the promissory note. This amount is due 90 days after delivery, or February 9, 2025. During the three months ended March 31, 2025, the related party borrowings due to Hok C Chan were extended to June 16, 2025 and August 8, 2025. Additionally, the interest rate has been increased to 55% per annum. Subsequently on July 7, 2025, the Company made a principal repayment of $1 million to Hok C Chan. Interest expense on such amount was $23,954 and $274,821 for the three months and nine months ended September 30, 2025, respectively, and was accrued and included in accounts payable and accrued expenses on the accompanying unaudited condensed consolidated balance sheet.

Related Party Transactions

9 Months Ended

Sep. 30, 2025

NOTE 11: RELATED PARTY TRANSACTIONS

As disclosed in Note 7, the Company leases office spaces from related parties. As of September 30, 2025, right-of use assets -related party balance was $89,870, lease liability -current -related party balance was $68,033 and lease liability -noncurrent -related party balance was $16,336. Rent expense for these leases amounted to $41,500 and $25,000 for the three months ended September 30, 2025 and 2024, respectively. Rent expense for these leases amounted to $113,500 and $75,000 for the nine months ended September 30, 2025 and 2024, respectively.

The Company prepaid $300,000 to the related party for the entire amount of lease payments due during the year ended December 31, 2022 for one office space.

For the nine months ended September 30, 2025, the Company paid our Chief Financial Officer $321,606 for settlement of accounts payable. For the nine months ended September 30, 2024, the Company paid our Chief Financial Officer $1,489,907 of which $1,353,477 was for settlement of accounts payable and $136,429 was for a fee earned.

For the three months ended September 30, 2025 and 2024, the Company paid $75,000 and $240,600, respectively. For the nine months ended September 30, 2025 and 2024, the Company paid $393,535 and $399,000, respectively, a related party (family member of the Chief Executive Officer) for various services related to the dispatch of our independent truck drivers. Additionally, during the nine months ended September 30, 2025, the Company purchased $650,000 of truck chassis from such related party.

On July 1, 2024, the Company issued Hok C Chan, the Chief Executive Officer, a promissory note for advances he may provide to the Company from time to time, including $600,000 provided on June 21, 2024. The promissory note bears an annual interest rate of 36.88%, increasing to 55% per annum after maturity, and outstanding amounts are due 90 days after the delivery of the respective advance to the Company or the respective direct payment to the Company’s creditor(s). The maturity date for the $600,000 advance was subsequently extended to December 18, 2024. On November 11, 2024, Hok C Chan advanced an additional $500,000 to the Company under the promissory note. This amount is due 90 days after delivery, or February 9, 2025. During the three months ended March 31, 2025, the related party borrowings due to Hok C Chan were extended to June 16, 2025 and August 8, 2025. Additionally, the interest rate has been increased to 55% per annum. Subsequently on July 7, 2025, the Company made a principal repayment of $1 million to Hok C Chan.

Interest expense on such amount was $23,954 and $274,821 for the three months and nine months ended September 30, 2025, respectively, and was accrued and included in accounts payable and accrued expenses on the accompanying unaudited condensed consolidated balance sheet.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Toppoint Holdings Inc. 10-Q