Item 2. Unregistered Sales of Equity Securities
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES
AND USE OF PROCEEDS.
During the period covered by this report, the
Company has not issued unregistered securities to any person, except as described below. None of these transactions involved any underwriters,
underwriting discounts or commissions, except as specified below, or any public offering, and, unless otherwise indicated below, the Registrant
believes that each transaction was exempt from the registration requirements of the Securities Act by virtue of Section 4(a)(2) thereof
and/or Rule 506 of Regulation D promulgated thereunder, and/or Regulation S promulgated thereunder regarding offshore offers and sales.
All recipients had adequate access, though their relationships with the Registrant, to information about the Registrant. During the period
covered by this report, the Company has not issued unregistered securities to any person.
On August 1, 2023, the holder of a $500,000 convertible note, converted
such note into 142,857 shares of common stock, at $3.5 per share.
On August 28, 2023, the Company issued 370,000
shares of common stock to Zhonghui United Technology (Chengdu) Group Co., Ltd. (“ 中汇联和科技 ( 成都 ) 集团有限公司 ”),
pursuant to a Cooperation Agreement.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. MINE SAFETY DISCLOSURES.
Not applicable.
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