Artificial Intelligence Technology Solutions Inc. 10-K

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASE OF EQUITY SECURITIES Market Information AITX’s common stock began trading on the “Over the Counter” Bulletin Board (“OTC”) under the symbol “AITX” in June 2011 and as AITX on August 24, 2018. The following table sets forth, for the period indicated, the prices of the common stock in the over-the-counter market, as reported and summarized by OTC Markets Group, Inc. On August 24, 2018, the Company undertook a 100:1 reverse stock split and on March 27, 2020 a 10,000:1 reverse split. The share capital has been retrospectively adjusted accordingly to reflect this reverse stock split, except for the conversion price of certain convertible notes as the conversion price is not subject to adjustment from forward and reverse stock splits. These quotations represent inter-dealer quotations, without adjustment for retail markup, markdown, or commission and may not represent actual transactions. There is an absence of an established trading market for the Company’s common stock, as the market is limited, sporadic and highly volatile, which may affect the prices listed below. High Low Fiscal Year Ended February 28, 2023: Quarter ended February 28, 2023 $ 0.02 $ 0.01 Quarter ended November 30, 2022 $ 0.02 $ 0.01 Quarter ended August 31, 2022 $ 0.02 $ 0.01 Quarter ended May 31, 2022 $ 0.01 $ 0.01 Fiscal Year Ended February 28, 2022: Quarter ended February 28, 2022 $ 0.03 $ 0.02 Quarter ended November 30, 2021 $ 0.05 $ 0.03 Quarter ended August 31, 2021 $ 0.09 $ 0.03 Quarter ended May 31, 2021 $ 0.16 $ 0.05 On April 3, 2022, the closing price per share of the Company’s common stock as quoted on the OTC was $0.0057. Dividends To date, we have not paid dividends on shares of the Company’s common stock and we do not expect to declare or pay dividends on shares of our common stock in the foreseeable future. The payment of any dividends will depend upon our future earnings, if any, AITX’s financial condition, and other factors deemed relevant by its Board of Directors. Holders of Common Stock As of April 3, 2023, there were 84 holders of AITX’s common stock of which 21 were active. The number of foregoing holders does not include beneficial owners of common stock whose shares are held in the names of banks, brokers, nominees or other fiduciaries. Common Stock The Company is authorized to issue 7.225,000,000 shares of common stock, with a par value of $0.00001. The closing price of its common stock on April 3, 2023, as quoted by OTC Markets Group, Inc., was $0.0057. There were 5,919,914,956 shares of common stock issued and outstanding as of April 3, 2023. All shares of common stock have one vote per share on all matters including election of directors, without provision for cumulative voting. The common stock is not redeemable and has no conversion or preemptive rights. The common stock currently outstanding is validly issued, fully paid and non-assessable. In the event of liquidation of the Company, the holders of common stock will share equally in any balance of its assets available for distribution to them after satisfaction of creditors and preferred shareholders, if any. The holders of the Company’s common are entitled to equal dividends and distributions per share with respect to the common stock when, as and if, declared by the Board of Directors from funds legally available. Our Articles of Incorporation, Bylaws, and the applicable statutes of the state of Nevada contain a more complete description of the rights and liabilities of holders of our securities. - 10 - Table of Contents During the years ended February 28, 2023 and February 28, 2022, there was no modification of any instruments defining the rights of holders of the Company’s common stock and no limitation or qualification of the rights evidenced by the Company’s common stock as a result of the issuance of any other class of securities or the modification thereof. Non-cumulative voting Holders of shares of the Company’s common stock do not have cumulative voting rights, which means that the holders of more than 50% of the outstanding shares, voting for the election of directors, can elect all of the directors to be elected, if they so choose, and, in that event, the holders of the remaining shares will not be able to elect any of our directors. Securities Authorized for Issuance under Equity Compensation Plans On April 14, 2021 the Company adopted an Incentive Stock Option Plan where full details are disclosed in Exhibit 10.1 of the Company’s 8K filing of April 20,2021. Under the plan the Company may grant options to service providers and employees to acquire up to 5,000,000 shares of the Company’s common stock. The options will be under the varying terms and conditions of an agreement but the exercise price cannot be lower than 100% to 110% of the fair value of the stock at date of grant and the term of the grant can be no longer than 5 years. On August 11, 2022 the Company amended the 2021 Plan increasing the maximum number of shares applicable to the 2021 Plan from 5,000,000 to 100,000,000. On September 1, 2022, the Company as part of the afore-mentioned Incentive Stock Option Plan issued 100,000,000 shares to 64 employees. The shares were issued with an exercise price of $0.02, vest after 4 years with a 5 year term having a fair value of $1,020,000. For the year ended February 28, 2023 the Company recorded $122,050 in stock-based compensation. At February 28, 2023 there remains 95,725,000 options outstanding. The following table shows the number of shares of common stock that could be issued upon exercise of outstanding options and warrants, the weighted average exercise price of the outstanding options and warrants, and the remaining shares available for future issuance at February 29, 2023. Plan Category Number of Securities to be issued upon exercise of outstanding options, warrants and rights Weighted average exercise price of outstanding options, warrants and rights Number of securities remaining available for future issuance Equity compensation plans approved by security holders. 95,725.000 $0.02 — Equity compensation plans not approved by security holders. — — — Total 95,725,000 $0.02 — Preferred Stock The Company is authorized to issue up to 20,000,000 shares of $0.001 par value preferred stock. The board of directors is authorized to designate any series of preferred stock up to the total authorized number of shares. Series E Preferred Stock The Board of Directors has designated 4,350,000 shares of Series E Preferred Stock. As of the date of this report, there are 3,350,000 shares of Series E Preferred Stock outstanding. The Series E Preferred Stock ranks subordinate to the Company’s common stock as to distributions of assets upon liquidation, dissolution or winding up of the Corporation. The Series E preferred stock is non-redeemable, does not have rights upon liquidation of the Company and does not receive dividends. The outstanding shares of Series E Preferred Stock have the right to take action by written consent or vote based on the number of votes equal to twice the number of votes of all outstanding shares of equity instruments with voting rights. As a result, the holders of Series E Preferred Stock have 2/3rds of the voting power of all shareholders at any time corporate action requires a vote of shareholders. - 11 - Table of Contents Series F Convertible Preferred Stock The Board of Directors has designated 4,350 shares of Series F Convertible Preferred Stock with a par value of $1.00 per share. As of the date of this report, there are 2,532 shares of Series F Convertible Preferred Stock outstanding. The Series F Convertible Preferred Stock is non-redeemable, does not have rights upon liquidation of the Company, does not have voting rights and does not receive dividends. Each holder may, at any time and from time to time convert all, but not less than all, of their shares of Series F Convertible Preferred Stock into a number of fully paid and nonassessable shares of common stock determined by multiplying the number of issued and outstanding shares of common stock of the Company on the date of conversion by three and 45 100ths (3.45) on a pro rata basis. So long as any shares of Series F Convertible Preferred Stock are outstanding, the Company shall not, without first obtaining the approval of the majority of the holders: (a) alter or change the rights, preferences or privileges of any capital stock of the Company so as to affect adversely the Series F convertible preferred stock; (b) create any Senior Securities; (c) create any pari passu Securities; (d) do any act or thing not authorized or contemplated by the Certificate of Designation which would result in any taxation with respect to the Series F Convertible Preferred Stock under Section 305 of the Internal Revenue Code of 1986, as amended, or any comparable provision of the Internal Revenue Code as hereafter from time to time amended, (or otherwise suffer to exist any such taxation as a result thereof). Series G Preferred Stock The board of directors has designated 100,000 shares of Series G Preferred Stock. As of the date of this report, there are no shares of Series G Preferred Stock outstanding. The Series G preferred stock does not have voting rights, does not have rights upon liquidation of the Company and does not receive dividends. Transfer Agent and Registrar The Transfer Agent for our capital stock is Transhare with an address at 15500 Roosevelt Boulevard, Suite 302, Clearwater, Florida 33760. Their telephone number is Office phone: 303-662-1112. - 12 - Table of Contents Recent Sales of Unregistered Securities The following is a summary of transactions by AITX involving sales of its securities that were not registered under the Securities Act. Date Transaction (*) Principal Converted Interest Converted Fees Converted Total Amount Converted Shares Issued** Number of shares outstanding February 28, 2017 18 March 7, 2017 conversion $1,840 $— $— $1,840 1 March 22, 2017 conversion 1,971 — — 1,971 1 March 27, 2017 cancelation*** — — — — (1) April 3, 2017 conversion 1,487 3,397 — 4,884 1 April 7, 2017 conversion 1,000 — — 1,000 1 April 20, 2017 conversion 920 — — 920 1 April 24, 2017 conversion 6,876 — — 6,876 1 April 26, 2017 conversion 1,130 — — 1,130 1 May 2, 2017 conversion 1,130 — — 1,130 1 May 4, 2017 conversion 1,240 — — 1,240 1 May 4, 2017 conversion 8,854 — — 8,854 1 May 8, 2017 conversion 9,296 — — 9,296 1 May 12, 2017 conversion 1,432 — — 1,432 1 May 15, 2017 conversion 11,661 — — 11,661 1 May 15, 2017 conversion 1,550 — — 1,550 2 May 18, 2017 conversion 13,629 — — 13,629 2 May 23, 2017 conversion 9,684 3,059 — 12,743 1 May 24, 2017 conversion 1,730 — — 1,730 2 May 30, 2017 conversion 1,890 — — 1,890 2 June 7, 2017 conversion 1,985 — — 1,985 2 June 9, 2017 conversion 2,085 — — 2,085 2 June 12, 2017 conversion 2,185 — — 2,185 2 June 14, 2017 conversion 2,295 — — 2,295 2 June 19, 2017 conversion 2,400 — — 2,400 2 June 20, 2017 conversion 2,500 — — 2,500 3 June 20, 2017 conversion 3,000 358 — 3,358 — June 22, 2017 warrant exercise**** — — — — 3 June 28, 2017 conversion 2,800 — — 2,800 3 June 28, 2017 warrant exercise**** — — — — 3 July 5, 2017 conversion 3,050 — — 3,050 3 July 6, 2017 warrant exercise**** — — — — 3 July 7, 2017 warrant exercise**** — — — — — July 7, 2017 conversion 3,400 — — 3,400 3 July 26, 2017 conversion 3,500 — — 3,500 4 July 28, 2017 conversion 9,750 — — 9,750 1 July 28, 2017 conversion 4,000 — — 4,000 4 August 2, 2017 conversion 75,000 — — 75,000 4 August 2, 2017 conversion 75,000 2,483 — 77,483 4 August 4, 2017 conversion 11,184 — — 11,184 — August 14, 2017 conversion 4,500 — — 4,500 5 August 21, 2017 conversion 4,700 — — 4,700 5 August 29, 2017 conversion 4,900 — — 4,900 5 September 5, 2017 conversion 26,250 — — 26,250 5 September 18, 2017 conversion 27,250 — — 27,250 5 September 27, 2017 conversion 29,000 — — 29,000 6 October 16, 2017 conversion 30,500 — — 30,500 6 October 16, 2017 conversion 10,000 — — 10,000 — Number of shares outstanding February 28, 2018 124 - 13 - Table of Contents Date Transaction (*) Principal Converted Interest Converted Fees Converted Total Amount Converted Shares Issued** April 16, 2018 conversion 132,160 — — 132,160 6 April 26, 2018 conversion 14,500 — 500 15,000 1 May 1, 2018 conversion 26,250 — — 26,250 3 May 3, 2018 conversion 5,000 — — 5,000 — May 7, 2018 conversion 27,900 — — 27,900 3 May 10, 2018 conversion 32,400 — — 32,400 4 May 11, 2018 conversion 14,500 — 500 15,000 2 May 15, 2018 conversion 7,060 — 500 7,560 2 May 15, 2018 conversion 8,000 — — 8,000 1 May 21, 2018 conversion 20,250 — — 20,250 3 May 22, 2018 conversion 6,075 — — 6,075 1 May 24, 2018 conversion 13,056 3,300 — 16,356 2 May 30, 2018 conversion 8,182 — — 8,182 2 May 30, 2018 conversion 15,000 — — 15,000 3 June 7, 2018 conversion 2,922 — — 2,922 1 June 18, 2018 conversion 17,000 — — 17,000 4 June 19, 2018 conversion 14,500 — 500 15,000 3 June 28, 2018 conversion 18,000 — — 18,000 4 June 28, 2018 cancellation (7,060) — (500) (7,560) (2) July 5, 2018 conversion 14,500 — 500 15,000 4 July 5, 2018 conversion 8,818 — — 8,818 3 July 11, 2018 conversion 10,200 — — 10,200 4 July 11, 2018 conversion 14,500 — 500 15,000 5 July 19, 2018 conversion 16,000 — 500 16,500 5 July 19, 2018 conversion 11,000 1,366 — 12,366 4 July 23, 2018 conversion 14,500 — 500 15,000 7 July 25, 2018 conversion 5,000 — — 5,000 2 July 31, 2018 conversion 11,000 1,455 — 12,455 6 August 24, 2018 conversion — 15,300 — 15,300 10 August 27, 2018 conversion 5,500 — 500 6,000 10 August 29, 2018 conversion 4,280 — 500 4,780 11 August 30, 2018 conversion 6,000 — — 6,000 10 August 30, 2018 rounding shares — — — — — August 31, 2018 conversion 20,000 — — 20,000 11 August 31, 2018 conversion 7,500 — 500 8,000 11 September 5, 2018 conversion 8,800 1,375 — 10,175 13 September 5, 2018 conversion 7,800 — — 7,800 13 September 7, 2018 conversion 7,000 — 500 7,500 13 September 12, 2018 conversion 5,355 — — 5,355 15 September 12, 2018 conversion 6,500 — 500 7,000 14 September 13, 2018 conversion 5,395 — — 5,395 13 September 13, 2018 conversion 3,436 — 500 3,936 14 September 18, 2018 conversion 5,670 — — 5,670 19 September 20, 2018 conversion 3,448 — 500 3,948 19 September 21, 2018 conversion 6,720 — — 6,720 19 September 24, 2018 conversion 5,250 — — 5,250 18 September 26, 2018 conversion 6,132 — — 6,132 23 September 28, 2018 conversion 3,084 — 500 3,584 23 October 1, 2018 conversion 3,100 — — 3,100 20 October 3, 2018 conversion 4,030 — — 4,030 26 October 3, 2018 conversion 2,202 — 500 2,702 25 October 5, 2018 conversion 2,750 485 — 3,235 16 October 5, 2018 conversion 4,449 — — 4,449 29 October 8, 2018 conversion 8,835 — — 8,835 105 October 9, 2018 conversion 4,158 — 500 4,658 30 - 14 - Table of Contents Date Transaction (*) Principal Converted Interest Converted Fees Converted Total Amount Converted Shares Issued** October 10, 2018 conversion 4,988 — — 4,988 29 October 15, 2018 conversion 5,935 — — 5,935 33 October 18, 2018 conversion 9,000 — — 9,000 113 October 19, 2018 conversion 4,400 713 — 5,113 33 October 23, 2018 conversion 9,840 — — 9,840 317 November 1, 2018 conversion 9,400 — — 9,400 94 November 5, 2018 conversion 6,195 — — 6,195 52 November 15, 2018 conversion 7,980 — — 7,980 95 November 27, 2018 conversion 3,850 724 — 4,574 123 December 6, 2018 conversion 4,056 797 — 4,853 141 December 7, 2018 conversion 2,034 — — 2,034 66 December 10, 2018 conversion 2,367 — — 2,367 76 December 10, 2018 conversion 2,333 — 500 2,833 91 December 10, 2018 conversion 1,475 — 500 1,975 91 December 10, 2018 conversion 3,348 — — 3,348 90 December 11, 2018 conversion 2,489 — — 2,489 80 December 11, 2018 conversion 4,340 — — 4,340 140 December 12, 2018 conversion 3,500 — — 3,500 94 December 12, 2018 conversion 6,600 1,306 — 7,906 213 December 13, 2018 conversion 2,408 — 500 2,908 134 December 13, 2018 conversion 3,426 — — 3,426 111 December 14, 2018 conversion 4,154 — — 4,154 134 December 18, 2018 conversion 4,368 — — 4,368 141 December 19, 2018 conversion 3,100 — 500 3,600 160 December 19, 2018 conversion 1,000 3,348 — 4,348 161 December 20, 2018 conversion — — — — 130 December 20, 2018 conversion 2,155 — 500 2,655 169 December 20, 2018 conversion 3,636 — — 3,636 117 December 20, 2018 conversion 7,480 1,520 — 9,000 333 December 24, 2018 conversion 2,970 — — 2,970 110 December 26, 2018 conversion 3,213 — — 3,213 143 December 27, 2018 conversion 1,870 1,381 — 3,252 120 December 28, 2018 conversion 3,700 — 500 4,200 227 December 31, 2018 conversion 4,869 — — 4,869 216 December 31, 2018 conversion 5,365 — — 5,365 290 January 2, 2019 conversion 7,370 1,562 — 8,932 425 January 7, 2019 conversion 3,360 — — 3,360 240 January 7, 2019 conversion 3,944 — — 3,944 290 January 8, 2019 conversion 4,080 — — 4,080 300 January 9, 2019 conversion 3,161 — 500 3,661 317 January 10, 2019 conversion 3,380 — — 3,380 325 January 11, 2019 conversion 5,280 1,150 — 6,430 397 January 11, 2019 conversion 3,625 — — 3,625 290 January 14, 2019 conversion 3,400 — — 3,400 340 January 15, 2019 conversion 4,100 — — 4,100 410 January 15, 2019 conversion 4,300 — — 4,300 430 January 17, 2019 conversion 4,800 — — 4,800 480 January 22, 2019 conversion 4,435 — — 4,435 504 January 22, 2019 conversion 4,230 — — 4,230 470 January 23, 2019 conversion 3,816 — — 3,816 530 January 25, 2019 conversion 3,781 — — 3,781 556 January 28, 2019 conversion 3,276 — — 3,276 585 January 29, 2019 conversion 3,690 — — 3,690 615 January 29, 2019 conversion 3,870 — — 3,870 645 - 15 - Table of Contents Date Transaction (*) Principal Converted Interest Converted Fees Converted Total Amount Converted Shares Issued** January 30, 2019 conversion 4,080 — — 4,080 680 January 31, 2019 conversion 4,500 — — 4,500 750 January 31, 2019 conversion 4,290 — — 4,290 715 February 4, 2019 conversion 4,740 — — 4,740 790 February 5, 2019 cancellation (2,658) — — (2,658) (17) February 5, 2019 conversion 4,980 — — 4,980 830 February 12, 2019 conversion 5,340 — — 5,340 890 February 14, 2019 conversion 5,236 — — 5,236 935 February 21, 2019 conversion 4,956 — — 4,956 900 Number of shares outstanding February 28, 2019 20,026 May 6, 2019 conversion 5,768 — — 5,768 1,030 May 6, 2019 conversion 15,000 — — 15,000 882 May 6, 2019 conversion 11,900 — — 11,900 992 May 7, 2019 conversion 6,048 — — 6,048 1,080 May 7, 2019 conversion 11,900 — — 11,900 992 May 8, 2019 conversion 6,384 — — 6,384 1,140 May 8, 2019 conversion 11,800 — — 11,800 983 May 8, 2019 conversion 7,312 — 500 7,812 1,240 May 9, 2019 conversion 12,500 — — 12,500 1,136 May 10, 2019 conversion 7,200 — — 7,200 655 May 8, 2019 conversion 4,400 — — 4,400 1,000 May 13, 2019 conversion 7,493 — — 7,493 1,338 May 13, 2019 conversion 12,650 3,786 — 16,436 1,957 May 21, 2019 conversion 3,281 — — 3,281 586 May 22, 2019 conversion 11,550 3,526 — 15,076 2,094 July 11, 2019 conversion 11,000 3,984 — 14,984 1,921 July 25, 2019 conversion 8,584 — — 8,584 2,000 July 30, 2019 conversion 16,940 6,350 — 23,290 3,882 July 31, 2019 conversion 9,872 — — 9,872 2,300 August 2, 2019 conversion 10,301 — — 10,301 2,400 August 8, 2019 conversion 21,450 8,170 — 29,620 4,937 August 11, 2019 conversion 10,945 — — 10,945 2,550 August 11, 2019 conversion 5,837 — — 5,837 1,360 August 12, 2019 conversion 8,800 — — 8,800 2,750 August 12, 2019 conversion 13,915 5,337 — 19,252 4,011 August 13, 2019 conversion 3,528 — — 3,528 1,260 August 14, 2019 conversion 5,920 — — 5,920 2,960 August 15, 2019 conversion 12,650 4,877 — 17,527 5,842 August 15, 2019 conversion 6,200 — — 6,200 3,100 August 16, 2019 conversion 8,060 — — 8,060 4,030 August 19, 2019 conversion 6,784 — — 6,784 4,240 August 20, 2019 conversion 7,136 — — 7,136 4,460 August 20, 2019 conversion 12,100 4,705 — 16,805 7,002 August 21, 2019 conversion 4,284 5,628 — 9,912 4,690 August 22, 2019 conversion — 6,348 — 6,348 5,290 August 23, 2019 conversion — 4,400 — 4,400 5,500 August 26, 2019 conversion 7,810 3,068 — 10,878 9,065 August 26, 2019 conversion — 3,416 — 3,416 4,270 August 27, 2019 conversion — 2,240 — 2,240 2,800 August 29, 2019 conversion — 5,344 — 5,344 6,680 September 3, 2019 conversion — 5,616 — 5,616 7,020 September 3, 2019 conversion 6,149 2,449 — 8,598 14,329 - 16 - Table of Contents Date Transaction (*) Principal Converted Interest Converted Fees Converted Total Amount Converted Shares Issued** September 4, 2019 conversion — 2,956 — 2,956 7,390 September 5, 2019 conversion — 3,240 — 3,240 8,100 September 6, 2019 conversion — 3,560 — 3,560 8,900 September 9, 2019 conversion — 3,752 — 3,752 9,380 September 10, 2019 conversion — 3,944 — 3,944 9,860 September 10, 2019 conversion 6,826 2,750 — 9,575 15,959 September 11, 2019 conversion — 4,129 — 4,129 10,300 September 12, 2019 conversion 2,447 2,233 — 4,680 11,700 September 13, 2019 conversion 4,920 — — 4,920 12,300 September 16, 2019 conversion 2,818 2,342 — 5,160 12,900 September 17, 2019 conversion — 2,960 — 2,960 7,400 September 18, 2019 conversion — 4,760 — 4,760 11,900 September 19, 2019 conversion — 2,920 — 2,920 7,300 September 20, 2019 conversion 202 1,998 — 2,200 5,500 September 25, 2019 conversion 4,506 234 — 4,740 12,600 October 3, 2019 conversion 5,651 349 — 6,000 15,000 October 10, 2019 conversion 3,760 280 — 4,040 10,100 October 25, 2019 conversion 2,584 556 — 3,140 15,700 November 4, 2019 conversion 2,926 354 — 3,280 16,400 November 27, 2019 conversion 2,970 770 — 3,740 18,700 January 3, 2020 conversion — 2,640 — 2,640 13,200 January 27, 2020 conversion 3,360 — — 3,360 16,800 February 1, 2020 cancellation (3,360) — — (3,360) (16,800) February 5, 2020 cancellation — (640) — (640) (3,200) February 5, 2020 conversion — 4,060 — 4,060 20,300 February 29, 2020 rounding shares issuable — — — — 2,946 Number of shares outstanding February 29, 2020 418,415 March 29, 2020 Conversion — 2,568 — 2,568 21,400 March 30, 2020 Conversion 742 — 500 1,242 20,700 March 31, 2020 Conversion — 1,013 — 1,013 21,100 April 3, 2020 Conversion — 936 — 936 19,500 April 6, 2020 Conversion 868 — 500 1,368 22,800 April 7, 2020 Conversion — 1,186 — 1,186 24,700 April 7, 2020 Conversion 1,500 — 500 2,000 25,000 April 8, 2020 Conversion — 1,104 — 1,104 23,000 April 13, 2020 Conversion — 1,474 — 1,474 30,700 April 14, 2020 Conversion — 1,272 — 1,272 26,500 April 16, 2020 Conversion 1,456 — 500 1,956 32,600 April 17, 2020 Conversion — 1,613 — 1,613 33,600 April 20, 2020 Conversion — 1,776 — 1,776 37,000 April 20, 2020 Conversion 1,200 — 500 1,700 23,611 April 21, 2020 Conversion — 1,448 — 1,448 31,000 April 23, 2020 Conversion — 1,773 — 1,773 38,500 April 24, 2020 Conversion — 1,392 — 1,392 43,500 April 24, 2020 Conversion 1,941 — 500 2,441 42,420 April 27, 2020 Conversion — 1,469 — 1,469 45,900 April 28, 2020 Conversion — 781 — 781 24,400 April 28, 2020 Conversion — 1,376 — 1,376 43,000 April 29, 2020 Conversion 2,400 — 500 2,900 48,333 April 30, 2020 Conversion — 1,408 — 1,408 44,000 April 30, 2020 Conversion 2,225 — 500 2,725 54,500 May 1, 2020 Conversion — 1,792 — 1,792 56,009 May 4, 2020 Conversion — 1,728 — 1,728 54,000 May 4, 2020 Conversion 5,060 2,719 — 7,779 129,643 - 17 - Table of Contents Date Transaction (*) Principal Converted Interest Converted Fees Converted Total Amount Converted Shares Issued** May 4, 2020 Conversion 2,724 — 500 3,224 71,640 May 5, 2020 Conversion — 2,365 — 2,365 73,900 May 6, 2020 Conversion 3,750 — 500 4,250 78,703 May 7, 2020 Conversion — 2,170 — 2,170 67,800 May 7, 2020 Conversion 2,640 — 500 3,140 78,500 May 8, 2020 Conversion — 1,592 — 1,592 59,400 May 11, 2020 Conversion 1,843 — 500 2,343 90,100 May 12, 2020 Conversion — 2,095 — 2,095 100,700 May 12, 2020 Conversion 1,910 — 500 2,410 95,000 May 12, 2020 Conversion 4,070 2,208 — 6,278 201,231 May 13, 2020 Conversion — 2,413 — 2,413 116,000 May 14, 2020 Conversion — 1,936 — 1,936 94,000 May 14, 2020 Conversion 2,698 — 500 3,198 123,000 May 14, 2020 Conversion 3,300 — 500 3,800 121,794 May 15, 2020 Conversion — 1,764 — 1,764 98,000 May 15, 2020 Conversion 4,510 2,416 — 6,926 232,206 May 18, 2020 Conversion — 2,728 — 2,728 155,000 May 19, 2020 Conversion — 2,546 — 2,546 148,000 May 19, 2020 Conversion 3,108 — 500 3,608 164,000 May 19, 2020 Conversion 3,108 — 500 3,608 164,000 May 19, 2020 Conversion 2,450 — 500 2,950 121,399 May 20, 2020 Conversion — 2,477 — 2,477 144,000 May 21, 2020 Conversion — 3,560 — 3,560 207,000 May 22, 2020 Conversion 3,600 — 500 4,100 210,000 May 22, 2020 Conversion 5,665 3,112 — 8,777 416,744 May 25, 2020 Conversion 3,238 — 500 3,738 230,000 May 26, 2020 Conversion — 3,120 — 3,120 240,000 May 27, 2020 Conversion — 2,280 — 2,280 190,000 May 28, 2020 Conversion — 2,148 — 2,148 179,000 May 28, 2020 Conversion 6,050 3,347 — 9,397 522,072 May 28, 2020 Rounding shares — — — — 9 May 29, 2020 Conversion 4,000 — 500 4,500 257,731 June 1, 2020 Conversion — 2,367 — 2,367 202,000 June 1, 2020 Conversion 4,380 — — 4,380 300,000 June 1, 2020 Conversion 8,680 — — 8,680 620,000 June 3, 2020 Conversion — 3,427 — 3,427 357,000 June 4, 2020 Conversion 4,372 — 500 4,872 435,000 June 4, 2020 Conversion — 2,554 — 2,554 285,000 June 3, 2020 Conversion 7,095 3,954 — 11,049 754,703 June 4, 2020 Conversion 9,744 — — 9,744 870,000 June 5, 2020 Conversion — 3,916 — 3,916 445,000 June 8, 2020 Conversion 4,770 — — 4,770 530,000 June 8, 2020 Conversion — 2,980 — 2,980 487,000 June 8, 2020 Conversion 6,600 3,700 — 10,300 1,122,004 June 9, 2020 Conversion 3,593 — 500 4,093 535,000 June 10, 2020 Conversion 4,396 — 500 4,896 640,000 June 10, 2020 Conversion — 2,472 — 2,472 404,000 June 11, 2020 Conversion — 2,935 — 2,935 587,000 June 11, 2020 Conversion 4,320 — — 4,320 720,000 June 12, 2020 Conversion 6,600 3,718 — 10,318 1,433,000 June 15, 2020 Conversion — 3,126 — 3,126 704,000 June 15, 2020 Conversion 9,435 — — 9,435 1,700,000 June 15, 2020 Conversion 4,218 — 500 4,718 850,000 June 17, 2020 Conversion — 3,135 — 3,135 825,000 - 18 - Table of Contents Date Transaction (*) Principal Converted Interest Converted Fees Converted Total Amount Converted Shares Issued** June 17, 2020 Conversion 4,750 — — 4,750 1,000,000 June 17, 2020 Conversion 5,830 3,303 — 9,133 1,902,773 June 18, 2020 Conversion — 2,608 — 2,608 815,000 June 18, 2020 Conversion 4,300 — 500 4,800 1,200,000 June 19, 2020 Conversion 3,500 — 500 4,000 1,000,000 June 19, 2020 Conversion — 2,797 — 2,797 874,000 June 19, 2020 Conversion 6,490 3,686 — 10,176 2,119,985 June 22, 2020 Conversion — 4,627 — 4,627 1,446,000 June 22, 2020 Conversion 6,930 3,950 — 10,880 2,266,600 June 23, 2020 Conversion — 5,120 — 5,120 1,600,000 June 22, 2020 Conversion 10,000 — — 10,000 2,500,000 June 23, 2020 Conversion 6,100 — 500 6,600 1,650,000 June 23, 2020 Conversion 10,120 5,775 — 15,895 3,311,362 June 23, 2020 Conversion 2,488 — 500 2,988 747,000 June 24, 2020 Conversion 8,400 — — 8,400 2,100,000 June 24, 2020 Conversion 17,200 — — 17,200 4,300,000 June 24, 2020 Conversion 10,120 5,781 — 15,901 3,312,766 June 24, 2020 Conversion 1,150 — 500 1,650 343,750 June 25, 2020 Conversion — 7,040 — 7,040 2,200,000 June 25, 2020 Conversion 10,300 — 500 10,800 2,700,000 June 25, 2020 Conversion 11,275 6,448 — 17,723 3,692,421 June 26, 2020 Conversion — 6,400 — 6,400 2,000,000 June 29, 1930 Conversion 12,800 — — 12,800 3,200,000 June 29, 2020 Conversion 3,355 485 — 3,840 1,200,000 June 30, 2020 Conversion 4,841 119 — 4,960 1,550,000 June 29, 2020 Conversion 13,000 861 — 13,861 2,887,685 July 1, 2020 Conversion 12,980 — 500 13,480 3,370,000 July 1, 2020 Conversion 22,800 — — 22,800 5,700,000 July 1, 2020 Conversion 12,485 7,191 — 19,676 4,099,085 July 1, 2020 Conversion 5,222 116 — 5,338 1,668,000 July 2, 2020 Conversion 7,248 112 — 7,360 2,300,000 July 6, 2020 Conversion 16,088 — — 16,088 4,021,875 July 1, 2020 Conversion 13,250 861 — 14,111 2,945,058 July 6, 2020 Conversion 17,600 10,195 — 27,795 5,790,666 July 7, 2020 Conversion 7,462 538 — 8,000 2,500,000 July 8, 2020 Conversion 6,297 103 — 6,400 2,000,000 July 9, 2020 Conversion 18,150 10,550 — 28,700 5,979,187 July 9, 2020 Conversion 20,000 — — 20,000 5,000,000 July 10, 2020 Conversion 9,403 197 — 9,600 3,000,000 July 14, 2020 Conversion — 10,240 — 10,240 3,200,000 July 14, 2020 Conversion 12,000 — — 12,000 3,000,000 July 14, 2020 Conversion 9,230 370 — 9,600 3,000,000 July 14, 2020 Conversion 12,114 7,082 — 19,196 3,999,234 July 14, 2020 Conversion 24,000 — — 24,000 6,000,000 July 14, 2020 Conversion — 12,800 — 12,800 4,000,000 July 16, 2020 Conversion 22,611 13,782 — 36,392 7,581,749 July 17, 2020 Conversion 33,000 18,736 — 51,736 10,645,130 July 20, 2020 Conversion — 1,600 — 1,600 500,000 July 20, 2020 Conversion 32,000 — — 32,000 8,000,000 July 20, 2020 Conversion 28,600 16,249 — 44,849 9,237,550 July 20, 2020 Conversion — 10,560 — 10,560 3,300,000 July 21, 2020 Conversion — 6,400 — 6,400 2,000,000 July 22, 2020 Conversion — 6,400 — 6,400 2,000,000 July 22, 2020 Conversion — 24,000 — 24,000 7,500,000 - 19 - Table of Contents Date Transaction (*) Principal Converted Interest Converted Fees Converted Total Amount Converted Shares Issued** July 23, 2020 Conversion — 6,400 — 6,400 2,000,000 July 24, 2020 Conversion — 6,400 — 6,400 2,000,000 July 24, 2020 Conversion 9,000 — — 9,000 2,000,000 July 24, 2020 Conversion 27,500 15,741 — 43,241 6,863,668 July 27, 2020 Conversion 16,018 182 — 16,200 5,000,000 July 27, 2020 Conversion — 22,680 — 22,680 7,000,000 July 28, 2020 Conversion 9,150 50 — 9,200 2,500,000 July 29, 2020 Conversion 50,032 7,700 — 57,732 9,785,085 July 29, 2020 Conversion 10,456 44 — 10,500 2,500,000 July 29, 2020 Conversion — 29,400 — 29,400 7,000,000 July 29, 2020 Conversion 27,500 15,833 — 43,333 6,878,219 July 30, 2020 Conversion 10,463 37 — 10,500 2,500,000 July 30, 2020 Conversion — 29,400 — 29,400 7,000,000 July 30, 2020 Conversion 57,750 — — 57,750 11,000,000 July 30, 2020 Conversion 12,570 30 — 12,600 3,000,000 July 31, 2020 Conversion — 29,400 — 29,400 7,000,000 July 31, 2020 Conversion 23,100 13,330 — 36,430 7,019,333 July 31, 2020 Conversion 6,734 66 — 6,800 2,000,000 August 3, 2020 Conversion 43,500 — — 43,500 10,000,000 August 3, 2020 Conversion — 29,400 — 29,400 7,000,000 August 3, 2020 Conversion — 8,500 — 8,500 2,500,000 August 4, 2020 Conversion 17,985 10,427 — 28,412 5,474,293 August 4, 2020 Conversion 5,800 — 5,800 2,500,000 August 5, 2020 Conversion 27,500 13,979 — 41,479 8,837,286 August 6, 2020 Conversion 33,741 18,759 — 52,500 12,500,000 August 6, 2020 Conversion — 17,000 — 17,000 5,000,000 August 10, 2020 Conversion 43,294 953 — 44,247 15,000,000 August 11, 2020 Conversion 25,850 15,107 — 40,957 17,065,350 August 11, 2020 Conversion 12,533 10,000 — 22,533 11,268,750 August 12, 2020 Conversion 8,965 5,245 — 14,210 5,920,900 August 14, 2020 Conversion 27,500 15,510 — 43,010 17,920,835 August 14, 2020 Conversion 16,000 — — 16,000 8,000,000 August 17, 2020 Conversion — 12,000 — 12,000 6,000,000 August 19, 2020 Conversion — 12,000 — 12,000 6,000,000 August 19, 2020 Conversion 26,510 15,040 — 41,550 17,312,501 August 27, 2020 Conversion 25,441 10,000 500 35,941 17,970,625 August 28, 2020 Conversion 41,000 — — 41,000 20,000,000 August 28, 2020 Conversion 38,500 21,894 — 60,394 25,164,027 August 31, 2020 Conversion 39,500 — 500 40,000 20,000,000 September 3, 2020 Conversion 44,990 25,974 — 70,964 29,568,429 September 4, 2020 Conversion 48,100 — 500 48,600 27,000,000 September 10, 2020 Conversion 44,000 19,046 — 63,046 29,188,067 September 14, 2020 Conversion 36,000 — — 36,000 20,000,000 September 16, 2020 Conversion 36,300 15,858 — 52,158 28,976,854 September 17, 2020 Conversion 30,000 — — 30,000 20,000,000 September 21, 2020 Conversion 29,700 13,074 — 42,774 35,645,000 September 22, 2020 Conversion 33,500 — 500 34,000 34,000,000 September 22, 2020 Conversion 20,000 — — 20,000 20,000,000 September 25, 2020 Conversion 27,500 12,179 — 39,679 38,900,867 September 28, 2020 Conversion 21,000 — — 21,000 30,000,000 September 28, 2020 Conversion 6,850 — 500 7,350 15,000,000 September 29, 2020 Conversion 23,300 — 500 23,800 34,000,000 September 30, 2020 Conversion 27,500 12,410 — 39,910 47,511,901 October 5, 2020 Conversion 27,500 11,991 — 39,491 50,630,340 - 20 - Table of Contents Date Transaction (*) Principal Converted Interest Converted Fees Converted Total Amount Converted Shares Issued** October 5, 2020 Conversion 17,500 — — 17,500 25,925,926 October 6, 2020 Conversion 5,881 9,360 500 15,741 24,217,169 October 6, 2020 Conversion 6,780 — 500 7,280 16,000,000 October 8, 2020 Conversion 33,000 14,762 — 47,762 61,233,329 October 12, 2020 Conversion 27,500 12,375 — 39,875 66,458,333 October 15, 2020 Conversion 41,800 26,711 — 68,511 114,185,778 October 15, 2020 Conversion 6,500 — 500 7,000 20,000,000 October 21, 2020 Conversion 22,000 10,032 — 32,032 53,386,667 October 26, 2020 Conversion 10,000 5,000 — 15,000 25,000,000 October 29, 2020 Conversion 44,000 20,298 — 64,298 107,164,443 October 29, 2020 Conversion 27,500 14,000 — 41,500 69,166,666 November 2, 2020 Conversion 2,500 142 — 2,642 4,403,700 November 9, 2020 Conversion 38,500 18,044 — 56,544 94,239,448 November 17, 2020 Conversion 38,500 25,450 — 63,950 106,582,783 November 24, 2020 Conversion 40,040 26,655 — 66,695 111,157,519 December 1, 2020 Conversion 44,660 29,938 — 74,598 124,330,726 December 3, 2020 Conversion 38,170 22,938 — 61,108 101,847,067 December 10, 2020 Conversion 78,650 47,584 — 126,234 210,390,074 December 28, 2020 Warrants — — — 1,190 119,000,000 January 1, 2021 Warrants — — — 1,250 125,000,000 January 21, 2021 Warrants — — — 736 73,650,793 January 14, 2021 Warrants — — — 1,300 130,000,000 January 20, 2021 Warrants — — — 323 32,338,030 January 20, 2021 Warrants — — — 1,280 127,992,278 February 3, 2021 Fees — — — — 5,000,000 February 10, 2021 Warrants — — — — 75,000,000 February 16, 2021 Warrants — — — — 14,268,324 February 16, 2021 Warrants — — — — 130,000,000 February 19, 2021 Conversion 82,500 27,530 — 110,030 4,075,191 February 23, 2021 Warrants — — — — 42,189,696 February 26, 2021 Warrants — — — — 24,771,271 Number of shares outstanding February 28, 2021 3,229,426,884 - 21 - Table of Contents Date Transaction Consideration Shares Issued March 3, 2021 Conversion of Series F Preferred Shares 40 Series F shares converted 156,978,130 March 23, 2021 Conversion of Series F Preferred Shares 18 Series F shares converted 74,652,380 April 8, 2021 Conversion of Series F Preferred Shares 20 Series F shares converted 84,715,488 June 3, 2021 Exercise of warrants Cashless exercise of 188,000,000 warrants 182,000,000 June 15, 2021 Exercise of warrants Cashless exercise of 11,000,000 warrants 9,975,508 June 15, 2021 Debt exchange $2,545,900 in debt exchanged for common shares 39,167,693 June 15, 2021 Debt Exchange $5,000,875 in debt exchanged for common shares 76,936,539 July 21, 2021 Exercise of warrants Cashless exercise of 112,000,000 warrants 108,276,053 July 26, 2021 Common stock issued at previous day bid price per note conversion agreement Convert a note payable including $275,000 of principal, $16,955 of interest, and $1,750 of fees 10,859,436 August 5, 2021 Common stock issued at previous day bid price per note conversion agreement Convert a note payable including $550,000 of principal, and $55,000 of interest 20,183,000 September 16, 2021 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 5 day period $0.03 per share for gross proceeds of $601,499 and net proceeds (after issuance costs) of $563,849 19,943,616 September 24, 2021 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 5 day period $0.03 per share for gross proceeds of $770,141 and net proceeds (after issuance costs) of $691,336 24,289,716 October 7, 2021 Common stock issued pursuant to share purchase agreement at 92% VWAP over previous 3 day period $0.02 per share for gross proceeds of $1,182,004 and net proceeds (after issuance costs) of $1,170,788 49,000,000 October 14, 2021 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 5 day period $0.02 per share for gross proceeds of $1,155,997 and net proceeds (after issuance costs) of $1,090,557 55,166,929 October 19, 2021 Exercise of warrants Cashless exercise of 52,985,075 warrants 50,000,000 October 25, 2021 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 5 day period $0.03 per share for gross proceeds of $2,708,457 and net proceeds (after issuance costs) of $2,600,119 95,368,212 October 27, 2021 Exercise of warrants Cashless exercise of 47,014,925 warrants 44,770,776 November 11, 2021 Common stock issued pursuant to share purchase agreement at 92% VWAP over previous 3 day period $0.03 per share for gross proceeds of $1,358,600 and net proceeds (after issuance costs) of $1,345,014 50,000,000 November 24, 2021 Common stock issued pursuant to share purchase agreement at 92% VWAP over previous 3 day period $0.03 per share for gross proceeds of $1,016,515 and net proceeds (after issuance costs) of $1,006,349 51,400,000 January 3, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.01 per share for gross proceeds of $1,275,000 and net proceeds (after issuance costs) of $1,183,725 100,000,000 January 19, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.02 per share for gross proceeds of $1,697,110 and net proceeds (after issuance costs) of $1,577,312 100,000,000 February 8, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.01 per share for gross proceeds of $1,412,700 and net proceeds (after issuance costs) of $1,312,811 100,000,000 Number of shares outstanding February 28, 2022***** 4,733,110,360 - 22 - Table of Contents Date Transaction Consideration Shares Issued April 6, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.01 per share for gross proceeds of $1,350,6500 and net proceeds (after issuance costs) of $1,255,104 100,000,000 May 25, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.01 per share for gross proceeds of $411,729 and net proceeds (after issuance costs) of $390,4761 33,881,576 June 6, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.01 per share for gross proceeds of $292,268 and net proceeds (after issuance costs) of $276,630 23,723,044 June 15, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.01 per share for gross proceeds of $317,845 and net proceeds (after issuance costs) of $300,927 28,378,983 June 27, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.01 per share for gross proceeds of $292,386 and net proceeds (after issuance costs) of $276,742 26,873,732 July 8, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.01 per share for gross proceeds of $221,755 and net proceeds (after issuance costs) of $209,643 22,175,543 July 11, 2022 Exercise of warrants Cashless exercise of 8,250,000 warrants 1,688,178 July 19, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.01 per share for gross proceeds of $163,167 and net proceeds (after issuance costs) of $153,983 16,059,723 July 21, 2022 Exercise of warrants Cashless exercise of 53,128,210 warrants 8,000,001 August 12, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.009 per share for gross proceeds of $225,065 and net proceeds (after issuance costs) of $212,787 23,841,632 August 22, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.009 per share for gross proceeds of $225,065 and net proceeds (after issuance costs) of $212,787 20,638,478 August 30, 2022 Common stock issued pursuant to share purchase agreement at 92% VWAP over previous 3 day period $0.009 per share for gross proceeds of $284,290 and net proceeds (after issuance costs) of $281,280 30,000,000 August 31, 2022 Cancellation of common stock Pursuant to an SEC enforcement action against a lender (17,116,894) September 7, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.008 per share for gross proceeds of $167,289 and net proceeds (after issuance costs) of $157,900 20,348,167 September 19, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.008 per share for gross proceeds of $147,542 and net proceeds (after issuance costs) of $139,140 18,260,143 September 30, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 5 day period $0.007 per share for gross proceeds of $103,152 and net proceeds (after issuance costs) of $96,969 14,820,143 October 12, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.006 per share for gross proceeds of $80,278 and net proceeds (after issuance costs) of $75,240 12,543,515 October 20, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.006 per share for gross proceeds of $94,361 and net proceeds (after issuance costs) of $88,618 17,094,439 October 31, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.005 per share for gross proceeds of $89,237 and net proceeds (after issuance costs) of $83,750 17,705,725 November 9, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.005 per share for gross proceeds of $72,964 and net proceeds (after issuance costs) of $68,291 14,710,472 - 23 - Table of Contents Date Transaction Consideration Shares Issued November 17, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.005 per share for gross proceeds of $80,548 and net proceeds (after issuance costs) of $75,496 15,490,043 November 22, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.006 per share for gross proceeds of $354,770 and net proceeds (after issuance costs) of $336,007 66,188,441 December 7, 2022 Common stock issued pursuant to share purchase agreement at 92% VWAP over previous 3 day period $0.008 per share for gross proceeds of $231,840 and net proceeds (after issuance costs) of $228,840 30,000,000 December 9, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.006 per share for gross proceeds of $207,058 and net proceeds (after issuance costs) of $195,680 32,762,396 December 20, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.005 per share for gross proceeds of $139,080 and net proceeds (after issuance costs) of $131,102 25,947,874 December 29, 2022 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.005 per share for gross proceeds of $135,832 and net proceeds (after issuance costs) of $128,016 28,778,009 January 9, 2023 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.004 per share for gross proceeds of $123,603 and net proceeds (after issuance costs) of $116,397 27,589,862 January 17, 2023 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.005 per share for gross proceeds of $118,338 and net proceeds (after issuance costs) of $111,397 23,858,593 January 20, 2023 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.005 per share for gross proceeds of $214,971 and net proceeds (after issuance costs) of $203,197 40,174,120 January 27, 2023 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.005 per share for gross proceeds of $303,216 and net proceeds (after issuance costs) of $287,030 46,792,519 February 6, 2023 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.007 per share for gross proceeds of $387,943 and net proceeds (after issuance costs) of $367,521 60,616,138 February 10, 2023 Exercise of warrants Cashless exercise of 47,000,000 warrants 35,618,378 February 13, 2023 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.007 per share for gross proceeds of $652,837 and net proceeds (after issuance costs) of $619,170 90,071,304 February 22, 2023 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.006 per share for gross proceeds of $511,317 and net proceeds (after issuance costs) of 484,726 81,316,289 February 28, 2023 Common stock issued as penalty pursuant to share purchase agreement Corresponding adjustment to paid in capital 17,500,000 February 28, 2023 Common stock issued pursuant to share purchase agreement at 85% VWAP over previous 10 day period $0.005 per share for gross proceeds of $253,832 and net proceeds (after issuance costs) of $240,115 46,660,225 Number of shares outstanding February 28, 2023***** 5,836,641,599 __________ * Conversions occur at discounts ranging from 40-50% of average market price ** Shares adjusted for reverse stock splits: 100: 1 on August 24, 2018 and 10,000:1 on March 27, 2020 *** Total proceeds $600 **** Total proceeds $8,922 ***** At February 28, 2022 there were 2,100,000 issuable shares ****** At February 28, 2023 there were 12,100,000 issuable shares - 24 - Table of Contents In connection with the foregoing, the Registrant relied upon the exemption from registration under the Securities Act of 1933, as amended and the rules and regulations of the Securities and Exchange Commission thereunder, in reliance upon Section 4(a)(2) thereof and Regulation D thereunder. Penny Stock Regulations The Securities and Exchange Commission has adopted regulations which generally define “penny stock” to be an equity security that has a market price of less than $5.00 per share. Our Common Stock falls within the definition of penny stock and therefore is subject to rules that impose additional sales practice requirements on broker-dealers who sell such securities to persons other than established customers and accredited investors (generally those with assets in excess of $1,000,000, or annual incomes exceeding $200,000 individually, or $300,000, together with their spouse). For transactions covered by these rules, the broker-dealer must make a special suitability determination for the purchase of such securities and have received the purchaser’s prior written consent to the transaction. Additionally, for any transaction, other than exempt transactions, involving a penny stock, the rules require the delivery, prior to the transaction, of a risk disclosure document mandated by the Securities and Exchange Commission relating to the penny stock market. The broker-dealer must also make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written agreement to the transaction. In addition, the broker-dealer must disclose the commissions payable to both the broker-dealer and the registered representative, current quotations for the securities and, if the broker-dealer is the sole market-maker, the broker-dealer must disclose this fact and the broker-dealer’s presumed control over the market. Finally, monthly statements must be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks. Consequently, the “penny stock” rules may restrict the ability of broker-dealers to sell our Common Stock and may affect the ability of investors to sell their Common Stock in the secondary market. In addition to the “penny stock” rules promulgated by the Securities and Exchange Commission, the Financial Industry Regulatory Authority (“FINRA”) has adopted rules that require that in recommending an investment to a customer, a broker-dealer must have reasonable grounds for believing that the investment is suitable for that customer. Prior to recommending speculative low-priced securities to their non-institutional customers, broker-dealers must make reasonable efforts to obtain information about the customer’s financial status, tax status, investment objectives and other information. Under interpretations of these rules, FINRA believes that there is a high probability that speculative low-priced securities will not be suitable for at least some customers. The FINRA requirements make it more difficult for broker-dealers to recommend that their customers buy our common stock, which may limit the investors’ ability to buy and sell our stock. Purchases of Equity Securities by the Registrant and Affiliated Purchasers We have not repurchased any shares of our common stock during the fiscal years ended February 28, 2023 or 2022. ITEM 6. SELECTED FINANCIAL DATA Not applicable.