{"url_path":"/sec/gnolf/10-k/2026/item-7","section_key":"item-7","section_title":"Item 7 Major Shareholders and Related Party Transactions******","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-05-13","source_url":"https://www.sec.gov/Archives/edgar/data/1261002/0001654954-26-004801-index.html","accession_number":"0001654954-26-004801","cik":"0001261002","ticker":"GNOLF","issuer_name":"GENOIL INC","edgar_url":"https://www.sec.gov/Archives/edgar/data/1261002/0001654954-26-004801-index.html","primary_entity_key":"0001261002","primary_entity_name":"GENOIL INC"},"word_count":682,"has_tables":true,"body_markdown":"**Item 7. Major Shareholders and Related Party Transactions******\n\n \n\nA.*Major shareholders.*\n\n \n\nThe following table sets forth information as of May 11, 2026, with respect to each person known to the Corporation to own more than 5% of its Common Shares. As used in this table, “beneficial ownership” means the sole or shared power to vote or direct the voting or to dispose or direct the disposition of any security. For purposes of this table, a person is deemed to be the beneficial owner of securities that can be acquired within 60 days from December 31, 2025, through the exercise of any option or warrant. Shares subject to options or warrants that are currently exercisable or exercisable within 60 days are deemed outstanding for computing the ownership percentage of the person holding such options or warrants, but are not deemed outstanding for computing the ownership percentage of any other person. The amounts and percentages are based upon 2,018,347,429 Common Shares issued and outstanding.\n\n \n\n**Class of Share**\n\n \n\n**Identity of Person or Group**\n\n \n\n**Number of Shares**\n\n**Beneficially Owned**\n\n \n\n**Percentage of Share**\n\n**Stock Beneficially**\n\n**Owned**\n\nCommon Shares\n\n \n\nDavid K. Lifschultz\n\n \n\n757,606,362\n\n \n\n37.54%\n\nCommon Shares\n\n \n\nBruce Abbott\n\n \n\n446,742,210\n\n \n\n22.13%\n\n \n\nDavid Lifschultz has acquired his shareholdings incrementally during the past years through companies under his control and personally by way of a series of purchases on the open market and private placement subscriptions made for the purpose of providing financial assistance to the Corporation so as to ensure it continues to meet its financial obligations. Mr. Lifschultz is a resident in New York.\n\n \n\nAs of the date of this form and to the knowledge of our directors and officers, there is no other person or entity who beneficially owns, directly or indirectly, over more than 5% of the issued and outstanding Common Shares.\n\n \n\nTo the best of its knowledge, Genoil is not directly owned or controlled by another corporation, by any foreign government or by any natural or legal person.\n\n \n\nTo the best of its knowledge, Genoil is not aware of any arrangements which may result in a change of control of Genoil at a subsequent date.\n\n \n\nB.*Related party transactions.*\n\n \n\n \n\n \n\n**December 31**\n\n**2025**\n\n** **\n\n** **\n\n**December 31**\n\n**2024**\n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\n \n\nDue from related parties\n\n \n$-\n \n\n \n$37,181\n \n\nAccrued interest payable to related parties\n\n \n\n \n(72,256)\n \n\n \n(38,612)\n\nConvertible notes\n\n \n\n \n(220,139)\n \n\n \n(214,375)\n\nDue to related parties\n\n \n\n \n(102,467)\n \n\n \n(46,875)\n\nNet\n\n \n$(394,682)\n \n$(262,681)\n\n \n\n*Transactions with Affiliates, Directors or Officers*\n\n \n\nGenoil's approach for transactions with affiliates is that they must be on terms no less favourable to the Corporation than could be obtained from unaffiliated third parties.\n\n \n\nIn the case of transactions involving a director, any of the Corporation's directors who, in any way, whether directly or indirectly, have an interest in a proposed contract or transaction with it, must disclose the nature and extent of his interest to the Corporation's Board and abstain from voting on the approval of the proposed contract or transaction. If he or she fails to do so, he or she must account to the Corporation for any profit made as a consequence of entering into the contract or transaction, unless the contract was fair and reasonable to the Corporation at the time it was entered into, and after full disclosure of the nature and extent of his or her interest, it is approved by the Corporation's shareholders by way of a resolution passed by a majority of not less than two-thirds of the votes cast at a duly convened shareholders' meeting. In addition, any of the Corporation's directors and officers who holds any office or possesses any property whereby, whether directly or indirectly, duties or interests might be created in conflict with his or her duties or interests as a director or officer, must disclose that fact and the nature and extent of the conflict. In the case of a director, the disclosure must be made at a Board meeting.\n\n \n\nIn the case of transactions involving an officer, the disclosure must be made in writing to the Corporation's Chairman at a Board meeting.\n\n \n\n \n\n19\n\n*Table of Contents*\n\n \n\nC.*Interests of experts and counsel.*\n\n \n\nNot required as this is an annual report under the *Exchange Act*."}