American Rebel’s Board of Directors, senior management and former president have agreed to convert approximately $2.05 million of accrued obligations—comprising board fees, bonuses, advances and other owed amounts—into shares of the Company’s Series D Convertible Preferred Stock at a stated value of $7.50 per share. The non-cash conversion eliminates these liabilities from the balance sheet, preserves cash resources and deepens alignment between insiders and long-term stockholders.

Under the January 6 Form 8-K disclosure, former President Doug Grau received 62,211 Series D shares for $466,581.10 of accrued advances; Chairman & CEO Andy Ross received 73,439 shares for $550,791.96 of accrued bonuses and other amounts; COO & President Corey Lambrecht received 69,381 shares for $520,351.28 of combined fees and bonuses; and independent directors Michael Dean Smith and C. Stephen Cochennet each received 23,923 shares for $179,416.67 of director fees. Larry Sinks was originally slated to convert $153,291.66 of board fees and $120,000 of loan interest, but the interest portion was later canceled, reducing the total conversion by $120,000 to the current $2.05 million.

Management expects the equity conversion to strengthen stockholders’ equity by reclassifying accrued liabilities into equity under U.S. GAAP, reduce non-cash obligations and support the Company’s ongoing Nasdaq listing compliance efforts. This action follows a pattern of strategic corporate measures in 2025—including reverse stock splits, private financings and Nasdaq hearing requests—demonstrating a disciplined approach to liquidity management, equity enhancement and regulatory compliance.