{"url_path":"/sec/wast/10-k/2026/item-13","section_key":"item-13","section_title":"Item 13 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE**","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-07-14","source_url":"https://www.sec.gov/Archives/edgar/data/1515139/0001493152-26-033196-index.html","accession_number":"0001493152-26-033196","cik":"0001515139","ticker":"WAST","issuer_name":"WASTE ENERGY CORP.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1515139/0001493152-26-033196-index.html","primary_entity_key":"0001515139","primary_entity_name":"WASTE ENERGY CORP."},"word_count":493,"has_tables":true,"body_markdown":"**ITEM\n13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE**\n\n \n\n**Transactions with Related Persons**\n\n \n\nOther than as disclosed below, there has been\nno transaction, since January 1, 2021, or currently proposed transaction, in which the Company were or are to be a participant and the\namount involved exceeds $5,307.37, being the lesser of $120,000 or one percent of the average of its total assets at year end for the\nlast two completed fiscal years, and in which any of the following persons had or will have a direct or indirect material interest:\n\n \n\n \n(i)\nany director or executive officer of our company;\n\n \n(ii)\nany person who beneficially owns, directly or indirectly, shares carrying\nmore than 5% of any class of our voting securities;\n\n \n(iii)\nany person who acquired control of our company when it was a shell\ncompany or any person that is part of a group, consisting of two or more persons that agreed to act together for the purpose of acquiring,\nholding, voting or disposing of our common stock, that acquired control of our company when it was a shell company; and\n\n \n(iv)\nany member of the immediate family (including spouse, parents, children,\nsiblings and in- laws) of any of the foregoing persons.\n\n \n\n**Compensation for Executive Officers and Directors**\n\n \n\nFor information regarding compensation for our\nexecutive officers and directors, see “Executive Compensation”.\n\n \n\n**Director Independence**\n\n \n\nWe currently act with three directors consisting\nof Scott Gallagher, Edmund C. Moy, and Scott McBride. Our common stock is quoted on the OTCQB operated by the OTC Markets Group, which\ndoes not impose any director independence requirements. Under NASDAQ Rule 5605(a)(2), a director is not independent if, among other things,\n(1) he or she is also an executive officer or employee of the corporation or was, at any time during the past three years, employed by\nthe corporation; or (2) he or she accepted or who has a family member who accepted any compensation from our company in excess of $120,000\nduring any period of twelve consecutive months within the past three years, other than the following: (i) compensation for board or board\ncommittee service; (ii) compensation paid to a family member who is an employee (other than an executive officer) of our company; or\n(iii) benefits under a tax-qualified retirement plan, or non-discretionary compensation.\n\n \n\nIn addition, Edmund C. Moy,\nand Scott McBride, the members of our audit committee, have not accepted directly or indirectly any consulting, advisory, or other compensatory\nfee from our company or subsidiary other than in his or her capacity as a member of the audit committee, our board of directors, or any\nother board committee, and each member of our audit committee is not a beneficial owner, directly or indirectly, of more than 10% of\nour common stock and is not an executive officer of our company. Accordingly, they are independent under independence standards applicable\nto the audit committee of a company whose stock is listed on the Nasdaq Capital Market.\n\n \n\n28"}