Waste Energy grants CEO's 221 Cap 15M shares, $240k/yr fee; seeks 4x authorized share increase

WASTE ENERGY CORP.

Agreement with 221 Cap (CEO Scott Gallagher's entity) effective 9/1/26: $240k annual fee, performance bonus up to $200k, 15M restricted shares vesting over 3 years.
Board approves conversion of $37,500 owed to Gallagher into 7.5M shares and $30,000 owed to McBride into 6M shares at $0.005/share.
Proposal to increase authorized common shares from 400M to 1.6B; stockholder written consent solicited.
Correction: preliminary consent statement had McBride conversion at $27,500/5.5M shares; corrected to $30,000/6M shares.

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