What changed in this filing

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Item 9A. Controls and Procedures

2026-06-09 compared with 2025-05-29 · 1695 added, 1553 removed, 822 unchanged (80% of the section changed)

CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

As of February 28, 2025, we carried out an evaluation,

under the supervision and with the participation of our management, including our principal executive officer and principal financial

officer, of the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)).

upon that evaluation, our principal executive officer and principal financial officer concluded that, as of February 28, 2025, our disclosure

controls and procedures were not effective to ensure that information required to be disclosed in reports filed under the Securities Exchange

Act of 1934 is recorded, processed, summarized and reported within the required time periods and is accumulated and communicated to our

management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding

required disclosure.

Limitations on Systems of Controls

Our management, including our principal executive

officer and principal financial officer, does not expect that our disclosure controls and procedures or our internal controls will prevent

all error or fraud.

A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance

that the objectives of the control system are met.

Further, the design of a control system must reflect the fact that there are resource

constraints and the benefits of controls must be considered relative to their costs.

Due to the inherent limitations in all control systems,

no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected.

address the material weaknesses identified in our evaluation, we performed additional analysis and other post-closing procedures in an

effort to ensure our consolidated financial statements included in this annual report have been prepared in accordance with generally

accepted accounting principles.

Accordingly, management believes that the financial statements included in this report fairly present

in all material respects our financial condition, results of operations and cash flows for the periods presented.

Management’s Report on Internal Control

over Financial Reporting

Our management is responsible for establishing

and maintaining adequate internal control over financial reporting.

Internal control over financial reporting is defined in Rule 13a-15(f)

or 15d-15(f) promulgated under the Securities Exchange Act of 1934 as a process designed by, or under the supervision of, the Company’s

principal executive and principal financial officers and effected by the Company’s board of directors, management and other personnel,

to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external

purposes in accordance with accounting principles generally accepted in the United States of America and includes those policies and procedures

Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company;

Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;

Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal

control over financial reporting may not prevent or detect misstatements.

Projections of any evaluation of effectiveness to future periods

are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the

policies or procedures may deteriorate.

All internal control systems, no matter how well designed, have inherent limitations.

even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and

presentation.

Because of the inherent limitations of internal control, there is a risk that material misstatements may not be prevented

or detected on a timely basis by internal control over financial reporting.

However, these inherent limitations are known features of

the financial reporting process.

Therefore, it is possible to design into the process safeguards to reduce, though not eliminate, this

As of February 28, 2025, management assessed the

effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial reporting

established in Internal Control-Integrated Framework (2013 framework) issued by the Committee of Sponsoring Organizations of the Treadway

Commission and SEC guidance on conducting such assessments.

Based on that evaluation, they concluded that, during the period covered by

this report, such internal controls and procedures were not effective to detect the inappropriate application of U.S.

GAAP rules as more

fully described below.

This was due to deficiencies that existed in the design or operation of our internal controls over financial reporting

that adversely affected our internal controls and that may be considered to be material weaknesses.

The matters involving internal controls and procedures

that our management considered to be material weaknesses under the criteria established in Internal Control – Integrated Framework

(2013) by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) were:

of Disclosure Controls and Procedures

of February 28, 2026, we carried out an evaluation, under the supervision and with the participation of our management, including our

principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures (as defined

in Exchange Act Rules 13a-15(e) and 15d-15(e)).

Based upon that evaluation, our principal executive officer and principal financial officer

concluded that, as of February 28, 2026, our disclosure controls and procedures were not effective to ensure that information required

to be disclosed in reports filed under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the

required time periods and is accumulated and communicated to our management, including our principal executive officer and principal

financial officer, as appropriate to allow timely decisions regarding required disclosure.

on Systems of Controls

management, including our principal executive officer and principal financial officer, does not expect that our disclosure controls and

procedures or our internal controls will prevent all error or fraud.

A control system, no matter how well conceived and operated, can

provide only reasonable, not absolute, assurance that the objectives of the control system are met.

Further, the design of a control

system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs.

Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues

and instances of fraud, if any, have been detected.

To address the material weaknesses identified in our evaluation, we performed additional

analysis and other post-closing procedures in an effort to ensure our consolidated financial statements included in this annual report

have been prepared in accordance with generally accepted accounting principles.

Accordingly, management believes that the financial statements

included in this report fairly present in all material respects our financial condition, results of operations and cash flows for the

periods presented.

Report on Internal Control over Financial Reporting

management is responsible for establishing and maintaining adequate internal control over financial reporting.

Internal control over

financial reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Securities Exchange Act of 1934 as a process designed

by, or under the supervision of, the Company’s principal executive and principal financial officers and effected by the Company’s

board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting

and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the

United States of America and includes those policies and procedures that:

to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets

of the Company;

reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with

accounting principles generally accepted in the United States of America and that receipts and expenditures of the company are being

made only in accordance with authorizations of management and directors of the company;

reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s

assets that could have a material effect on the financial statements.

of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Projections of any evaluation

of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that

the degree of compliance with the policies or procedures may deteriorate.

All internal control systems, no matter how well designed,

have inherent limitations.

Therefore, even those systems determined to be effective can provide only reasonable assurance with respect

to financial statement preparation and presentation.

Because of the inherent limitations of internal control, there is a risk that material

misstatements may not be prevented or detected on a timely basis by internal control over financial reporting.

However, these inherent

limitations are known features of the financial reporting process.

Therefore, it is possible to design into the process safeguards to

reduce, though not eliminate, this risk.

of February 28, 2026, management assessed the effectiveness of our internal control over financial reporting based on the criteria for

effective internal control over financial reporting established in Internal Control-Integrated Framework (2013 framework) issued by the

Committee of Sponsoring Organizations of the Treadway Commission and SEC guidance on conducting such assessments.

Based on that evaluation,

they concluded that, during the period covered by this report, such internal controls and procedures were not effective to detect the

inappropriate application of U.S.

GAAP rules as more fully described below.

This was due to deficiencies that existed in the design or

operation of our internal controls over financial reporting that adversely affected our internal controls and that may be considered

to be material weaknesses.

matters involving internal controls and procedures that our management considered to be material weaknesses under the criteria established

in Internal Control – Integrated Framework (2013) by the Committee of Sponsoring Organizations of the Treadway Commission (COSO)

lack of a functioning audit committee;

of a majority of independent members and a lack of a majority of outside directors on our board of directors;

inadequate segregation of

duties consistent with control objectives;

lack of a majority of independent members and a lack of a majority of outside directors

on our board of directors;

inadequate segregation of duties consistent with control objectives;

management is dominated by a single individual;

use of the inappropriate methodology of allocating

proceeds in certain debt transactions and the expensing timing of the related debt discount;

use of inappropriate fair values in certain

preferred stock issuances and settlements.

The aforementioned material weaknesses were identified by our Chief Executive Officer in connection

with the review of our financial statements as of February 28, 2025.

Management believes that the material weaknesses

set forth above did not have an effect on our financial results.

However, management believes that the lack of a functioning audit committee

and the lack of a majority of outside directors on our board of directors results in ineffective oversight in the establishment and monitoring

of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods.

This report does not include an attestation report

of our registered public accounting firm regarding internal control over financial reporting.

Management’s report was not subject

to attestation by our registered public accounting firm pursuant to the rules of the Securities and Exchange Commission that permit us

to provide only management’s report in this annual report.

Changes in Internal Control over Financial

No changes were made to our internal control over

financial reporting during the year ended February 28, 2025 that have materially affected, or are reasonably likely to materially affect,

our internal control over financial reporting.

use of the inappropriate methodology of allocating proceeds in certain debt transactions and the expensing timing of the related debt

use of inappropriate fair values in certain preferred stock issuances and settlements.

The aforementioned material weaknesses

were identified by our Chief Executive Officer in connection with the review of our financial statements as of February 28, 2026.

believes that the material weaknesses set forth above did not have an effect on our financial results.

However, management believes that

the lack of a functioning audit committee and the lack of a majority of outside directors on our board of directors results in ineffective

oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement

in our financial statements in future periods.

report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting.

Management’s report was not subject to attestation by our registered public accounting firm pursuant to the rules of the Securities

and Exchange Commission that permit us to provide only management’s report in this annual report.

in Internal Control over Financial Reporting

changes were made to our internal control over financial reporting during the year ended February 28, 2026 that have materially affected,

or are reasonably likely to materially affect, our internal control over financial reporting.

OTHER INFORMATION

DIRECTORS, EXECUTIVE OFFICERS AND

CORPORATE GOVERNANCE

The following table sets forth the names, positions

and ages of our directors and executive officers as of the date of this report.

Our directors serve for one year and until their successors

are elected and qualified.

Our officers are elected by the board of directors to a term of one year and serve until their successor is

duly elected and qualified, or until they are removed from office.

The board of directors has no nominating, auditing or compensation

Steven Reinharz (1)

Chief Executive Officer, Secretary and Director (2)

Anthony Brenz

Chief Financial Officer

Director as of March 2, 2021

All directors hold office until the next annual meeting of stockholders and until their successors have been duly elected and qualified.

Biographical information concerning our director

and executive officers listed above is set forth below.

Steven Reinharz .

RAD was founded

Reinharz in July of 2016, and he has been continuously employed by RAD and its affiliated companies since that time.

holder of a majority of our capital stock.

Reinharz has served as a member of the Board of Directors since March 2, 2021 and as our

Chief Executive Officer, Chief Financial Officer, and Secretary of the Company since March 2, 2021 and resigned as our Chief Financial

Officer as of April 26, 2021 upon Anthony Brenz’s appointment as our Chief Financial Officer.

As our Chief Executive Officer and

President of RAD, Mr.

Reinharz leverages his extensive knowledge and interest in robotics and artificial intelligence to design and develop

robotic solutions that increase business efficiency and deliver immediate and impressive cost savings.

Reinharz is an active voice

in both the security and artificial intelligence industries.

He started and ran his own security integration company from the age of 24

to 31, becoming one of California’s leading system integrators.

Reinharz later was part of a team that successfully sold an

integrator to a global security firm for $42 million and has held various other security industry roles.

Reinharz speaks and contributes

to panels at ISC East and West, and ASIS.

Reinharz is a leading member of several industry association committees, mostly through

the Security Industry Association.

Reinharz has called Orange County, California home since 1995, having grown up in Montreal and

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

following table sets forth the names, positions and ages of our directors and executive officers as of the date of this report.

Our directors

serve for one year and until their successors are elected and qualified.

Our officers are elected by the board of directors to a term

of one year and serve until their successor is duly elected and qualified, or until they are removed from office.

The board of directors

has no nominating, auditing or compensation committees.

Executive Officer, Secretary and Director (2)

Financial Officer

as of March 2, 2021

directors hold office until the next annual meeting of stockholders and until their successors have been duly elected and qualified.

information concerning our director and executive officers listed above is set forth below.

RAD was founded by Mr.

Reinharz in July of 2016, and he has been continuously employed by RAD and its affiliated companies

since that time.

He is the holder of a majority of our capital stock.

Reinharz has served as a member of the Board of Directors since

March 2, 2021 and as our Chief Executive Officer, Chief Financial Officer, and Secretary of the Company since March 2, 2021 and resigned

as our Chief Financial Officer as of April 26, 2021 upon Anthony Brenz’s appointment as our Chief Financial Officer.

Executive Officer and President of RAD, Mr.

Reinharz leverages his extensive knowledge and interest in robotics and artificial intelligence

to design and develop robotic solutions that increase business efficiency and deliver immediate and impressive cost savings.

is an active voice in both the security and artificial intelligence industries.

He started and ran his own security integration company

from the age of 24 to 31, becoming one of California’s leading system integrators.

Reinharz later was part of a team that successfully

sold an integrator to a global security firm for $42 million and has held various other security industry roles.

Reinharz speaks

and contributes to panels at ISC East and West, and ASIS.

Reinharz is a leading member of several industry association committees,

mostly through the Security Industry Association.

Reinharz has called Orange County, California home since 1995, having grown up

in Montreal and Toronto.

He earned a dual Bachelor of Science degree in Political Science and Commercial Studies.

Anthony Brenz was appointed as our

Chief Financial Officer on April 26, 2021.

He is an accomplished senior financial and operational executive for over 20 years of experience

in finance and operations, including corporate strategy, procurement and supply chain, human resources, and customer service.

2018 to December 2020, Anthony Brenz was the Vice President/Director Finance of AirBoss Flexible Products Company.

From September 2014

to April 2018, he was the Chief Financial Officer/Vice President of Finance of Thomson Aerospace and Defense (a Parker Meggitt Company).

From August 2012 to September 2014, he was the Vice President/Director of Finance of M B Aeospace US Holdings, Inc.

Anthony Brenz received

a Bachelor of Accountancy from Walsh College in Troy Michigan in 1989 and has been licensed as a Certified Public Accountant in Michigan

There are no family relationships between any

of the executive officers and directors.

Board Committees and Director Independence

Reinharz serves as director, and we do not

have a separately designated audit committee, compensation committee or nominating and corporate governance committee.

The functions of

those committees are being undertaken by our directors.

Since we do not have any independent directors and have only two directors, our

directors believes that the establishment of committees of the Board would not provide any benefits to our company and could be considered

more form than substance.

We currently have an employee director, Mr.

but no independent directors, as such term is defined in the listing standards of The NASDAQ Stock Market, and we do not anticipate appointing

additional directors in the near future.

Our directors are not “audit committee financial

experts” within the meaning of Item 401(e) of Regulation S-K.

As with most small, early stage companies, until such time that the

Company further develops its business, achieves a stronger revenue base and has sufficient working capital to purchase directors and officer’s

insurance, the Company does not have any immediate prospects to attract independent directors.

When the Company is able to expand our

Board of Directors to include one or more independent directors, the Company intends to establish an Audit Committee of our Board of Directors.

It is our intention that one or more of these independent directors will also qualify as an audit committee financial expert.

Our securities

are not quoted on an exchange that has requirements that a majority of our Board members be independent, and the Company is not currently

otherwise subject to any law, rule or regulation requiring that all or any portion of our Board of Directors include “independent”

directors, nor are we required to establish or maintain an Audit Committee or other committee of our Board of Directors.

Procedures for Nominating Directors

There have been no material changes to the procedures

by which security holders may recommend nominees to the Board since the most recently completed fiscal quarter.

We do not have a policy

regarding the consideration of any director candidates that may be recommended by our stockholders, including the minimum qualifications

for director candidates, nor has our sole director established a process for identifying and evaluating director nominees.

adopted a policy regarding the handling of any potential recommendation of director candidates by our stockholders, including the procedures

to be followed.

Our sole director has not considered or adopted any of these policies, as we have never received a recommendation from

any stockholder for any candidate to serve on our Board of Directors.

Given our relative size and lack of directors and officers insurance

coverage, we do not anticipate that any of our stockholders will make such a recommendation in the near future.

While there have been no nominations of additional

directors proposed, in the event such a proposal is made, all current members of our Board will participate in the consideration of director

Director Qualifications

Steve Reinharz is our sole director and was

appointed on March 2, 2021.

He is the founder of our operating company, Robotoc Assistance Devices, Inc.

Brenz was appointed as our Chief Financial Officer on April 26, 2021.

He is an accomplished senior financial and operational

executive for over 20 years of experience in finance and operations, including corporate strategy, procurement and supply chain, human

resources, and customer service.

From April 2018 to December 2020, Anthony Brenz was the Vice President/Director Finance of AirBoss Flexible

Products Company.

From September 2014 to April 2018, he was the Chief Financial Officer/Vice President of Finance of Thomson Aerospace

and Defense (a Parker Meggitt Company).

From August 2012 to September 2014, he was the Vice President/Director of Finance of M B Aeospace

US Holdings, Inc.

Anthony Brenz received a Bachelor of Accountancy from Walsh College in Troy Michigan in 1989 and has been licensed

as a Certified Public Accountant in Michigan since 1989.

are no family relationships between any of the executive officers and directors.

Committees and Director Independence

Reinharz serves as director, and we do not have a separately designated audit committee, compensation committee or nominating and corporate

governance committee.

The functions of those committees are being undertaken by our directors.

Since we do not have any independent directors

and have only two directors, our directors believes that the establishment of committees of the Board would not provide any benefits

to our company and could be considered more form than substance.

currently have an employee director, Mr.

Reinharz, but no independent directors, as such term is defined in the listing standards of

The NASDAQ Stock Market, and we do not anticipate appointing additional directors in the near future.

directors are not “audit committee financial experts” within the meaning of Item 401(e) of Regulation S-K.

As with most small,

early stage companies, until such time that the Company further develops its business, achieves a stronger revenue base and has sufficient

working capital to purchase directors and officer’s insurance, the Company does not have any immediate prospects to attract independent

When the Company is able to expand our Board of Directors to include one or more independent directors, the Company intends

to establish an Audit Committee of our Board of Directors.

It is our intention that one or more of these independent directors will also

qualify as an audit committee financial expert.

Our securities are not quoted on an exchange that has requirements that a majority of

our Board members be independent, and the Company is not currently otherwise subject to any law, rule or regulation requiring that all

or any portion of our Board of Directors include “independent” directors, nor are we required to establish or maintain an

Audit Committee or other committee of our Board of Directors.

for Nominating Directors

have been no material changes to the procedures by which security holders may recommend nominees to the Board since the most recently

completed fiscal quarter.

We do not have a policy regarding the consideration of any director candidates that may be recommended by our

stockholders, including the minimum qualifications for director candidates, nor has our sole director established a process for identifying

and evaluating director nominees.

We have not adopted a policy regarding the handling of any potential recommendation of director candidates

by our stockholders, including the procedures to be followed.

Our sole director has not considered or adopted any of these policies,

as we have never received a recommendation from any stockholder for any candidate to serve on our Board of Directors.

Given our relative

size and lack of directors and officers insurance coverage, we do not anticipate that any of our stockholders will make such a recommendation

in the near future.

there have been no nominations of additional directors proposed, in the event such a proposal is made, all current members of our Board

will participate in the consideration of director nominees.

Qualifications

Steve Reinharz is our sole director and was appointed on March 2, 2021.

He is the founder of our operating company, Robotoc Assistance

Devices, Inc.

(see bio on page 33).

Code of Ethics and Business Conduct

We have adopted a code of ethics meeting the requirements

of Section 406 of the Sarbanes-Oxley Act of 2002.

We believe our code of ethics is reasonably designed to deter wrongdoing and promote

honest and ethical conduct;

provide full, fair, accurate, timely, and understandable disclosure in public reports;

comply with applicable

of Ethics and Business Conduct

have adopted a code of ethics meeting the requirements of Section 406 of the Sarbanes-Oxley Act of 2002.

We believe our code of ethics

is reasonably designed to deter wrongdoing and promote honest and ethical conduct;

provide full, fair, accurate, timely, and understandable

disclosure in public reports;

comply with applicable laws;

ensure prompt internal reporting of violations;

and provide accountability for adherence to the provisions of the code of ethics.

Director Compensation

We reimburse our directors for all reasonable

ordinary and necessary business-related expenses, but we did not pay any other director’s fees or any other cash compensation for

services rendered as a director during the years ended February 28, 2025 and February 29, 2024 to any of the individuals serving on our

Board during that period.

Compliance with Section 16(a) of the Securities

Exchange Act of 1934

Section 16(a) of the Exchange Act requires our

executive officers and directors, and persons who beneficially own more than 10% of a registered class of our equity securities to file

with the SEC initial statements of beneficial ownership, reports of changes in ownership and annual reports concerning their ownership

of our common shares and other equity securities, on Forms 3, 4 and 5 respectively.

Executive officers, directors and greater than 10%

stockholders are required by the SEC regulations to furnish us with copies of all Section 16(a) reports they file.

Based on our review

of the copies of such forms received by us, or written representations that no other reports were required, and to the best of our knowledge,

we believe that all of our officers, directors, and owners of 10% or more of our common stock filed all required Forms 3, 4, and 5.

and provide accountability

for adherence to the provisions of the code of ethics.

reimburse our directors for all reasonable ordinary and necessary business-related expenses, but we did not pay any other director’s

fees or any other cash compensation for services rendered as a director during the years ended February 28, 2026 and February 28, 2025

to any of the individuals serving on our Board during that period.

with Section 16(a) of the Securities Exchange Act of 1934

16(a) of the Exchange Act requires our executive officers and directors, and persons who beneficially own more than 10% of a registered

class of our equity securities to file with the SEC initial statements of beneficial ownership, reports of changes in ownership and annual

reports concerning their ownership of our common shares and other equity securities, on Forms 3, 4 and 5 respectively.

Executive officers,

directors and greater than 10% stockholders are required by the SEC regulations to furnish us with copies of all Section 16(a) reports

Based on our review of the copies of such forms received by us, or written representations that no other reports were required,

and to the best of our knowledge, we believe that all of our officers, directors, and owners of 10% or more of our common stock filed

all required Forms 3, 4, and 5.

EXECUTIVE COMPENSATION

The following table summarizes all compensation

recorded by us in the past two fiscal years for Mr.

Reinharz , our President and Chief Executive Officer , Anthony Brenz, our Chief Financial

Officer and Garret Parsons our former President, Chief Executive Officer and Chief Financial Officer.

following table summarizes all compensation recorded by us in the past two fiscal years for Mr.

Reinharz , our President and Chief Executive

Officer , Anthony Brenz, our Chief Financial Officer

AND 2025 SUMMARY COMPENSATION TABLE

Name and Principal Position

Name and Principal

Incentive Plan

1 unchanged sentence

Steven Reinharz

Chief Executive Officer, Chief Financial Officer, Secretary (1)

Chief Executive Officer, Chief Financial Officer,

Secretary (1)

Anthony Brenz

Chief Financial Officer (1)

Steven Reinharz was appointed Chief Executive Officer, Chief Financial Officer and Secretary on March 2, 2021.Mr.Reinharz ceased being Chief Financial Officer on June 24, 2021 and on that date appointed Anthony Brenz as Chief Financial Officer

(2) Stock awards are payable in Series G and are included in long

term liabilities as they will not be paid out in the current year.

Employment Agreements

On April 9, 2021 Mr.

Reinharz entered into an

employment agreement with the Company in connection with his service as Chief Executive Officer.

The agreement began on April 9, 2021

and has a three-year term, renewable thereafter on an annual basis if neither party files a notice of termination 90 days prior to the

term renewal date.

The agreement provides for compensation of $240,000 base salary (to be reviewed annually by the Board of Directors)

and bonuses to be granted at the discretion of the Board of Directors.

The salary for the fiscal year ended February 28, 2025 was $320,000.

On July 12, 2021 the Company and CEO amended the

April 9, 2021 Employment Agreement effective July 1, 2021 whereby the following objectives and awards were added to the two existing ones:

Objective #3 :

Sales in any fiscal quarter exceed the total sales in fiscal year 2021 for the first time.

Five hundred (500) shares of Series G preferred stock.

Objective #4 :

One hundred fifty (150) devices are deployed in the marketplace.

Two hundred fifty (250) shares of Series G preferred stock.

Objective #5 :

Year-to-date sales at any point in fiscal year 2022 exceed One Million Dollars ($1,000,000).

Two hundred fifty (250) shares of Series G preferred stock.

Objective #6 :

The price per share of common stock has increased to and maintains a price of Ten Cents ($0.10) or more for ten (10) days in a thirty (30) day period.

Two hundred fifty (250) shares of Series G preferred stock.

Objective #7 :

The price per share of common stock has increased to and maintains a price of Twenty Cents ($0.20) or more for ten (10) days in a thirty(30) day period.

Five hundred (500) shares of Series G preferred stock.

Objective #8 :

The RAD 3.0 products are launched into the marketplace by November 30, 2022.

Five hundred (500) shares of Series G preferred stock.

Objective #9 :

RAD receives an order for fifty (50) units from a single customer.

Five hundred (500) shares of Series G preferred stock.

On January 31, 2024 the Company added the following

Objective effective March 1, 2022:

Objective # 10 In any fiscal quarter, attrition

, measured by loss of recurring monthly revenue does not exceed 10%

Award #10 Two h undred fifty (250)

shares of Series G preferred stock.

The fair value of the first two awards was obtained

through the use of the Monte Carlo method was $69,350 with a charge to stock- based compensation and a corresponding charge to paid in

The fair value of the remaining rewards was determined by calculating the vesting amounts of each reward and then determining

for each reporting period the requisite service rendered and applying that against the cash redemption value of the number of shares of

Series G issuable for each tier in the agreement.

For the period ended February 28, 2025 that amount totaled $0.

For the period ended

February 29, 2024 that amount totaled $1,521,000 with a charge to stock-based compensation and a corresponding charge to incentive compensation

plan payable.

For the period ended February 28, 2023 that amount totaled $499,500 with a charge to stock-based compensation and a corresponding

charge to incentive compensation plan payable.

O utstanding Equity Awards at 2025 Fiscal Year-End

The following table provides information concerning

unexercised options, stock that has not vested and equity incentive plan awards for Mr Brenz, our sole executive officers outstanding

as of February 28, 2025:

OPTION AWARDS

Number of Securities Underlying Unexercised Options (#) Exercisable

Number of Securities Underlying Unexercised Options (#) Unexercisable

Equity Incentive Plan Awards:

Reinharz was appointed Chief Executive Officer, Chief Financial Officer and Secretary on March 2, 2021.Mr.Reinharz ceased being Chief

Financial Officer on June 24, 2021 and on that date appointed Anthony Brenz as Chief Financial Officer

awards are payable in Series G and are included in long term liabilities as they will not be paid out in the current year.

April 9, 2021 Mr.

Reinharz entered into an employment agreement with the Company in connection with his service as Chief Executive Officer.

The agreement began on April 9, 2021 and has a three-year term, renewable thereafter on an annual basis if neither party files a notice

of termination 90 days prior to the term renewal date.

The agreement provides for compensation of $240,000 base salary (to be reviewed

annually by the Board of Directors) and bonuses to be granted at the discretion of the Board of Directors.

The salary for the fiscal

year ended February 28, 2026 was $420,000.

Equity Awards at 2026 Fiscal Year-End

following table provides information concerning unexercised options, stock that has not vested and equity incentive plan awards for Mr

Brenz, our sole executive officers outstanding as of February 28, 2026:

of Securities Underlying Unexercised Options (#) Exercisable

of Securities Underlying Unexercised Options (#) Unexercisable

Incentive Plan Awards:

Number of Securities Underlying Unexercised Unearned Options

Option Exercise Price

Option Expiration Date

Number of Shares or Units of Stock That Have Not Vested (#)

Market Value of Shares or Units of Stock That Have Not Vested ($)

Equity Incentive Plan Awards:

Exercise Price

Expiration Date

of Shares or Units of Stock That Have Not Vested (#)

Value of Shares or Units of Stock That Have Not Vested ($)

Incentive Plan Awards:

Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)

Equity Incentive Plan Awards:

Incentive Plan Awards:

Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)

1 unchanged sentence

Anthony Brenz

On April 14, 2021, the Shareholders of Series

E Preferred Stock and the Board of Directors of our Company (“Board”) approved and adopted the 2021 Incentive Stock Plan (the

“2021 Plan”).

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 August 14,2023 the Company further amended the plan increasing the maximum shares to 200,000,000.

The purpose of the 2021 Plan is to promote the

success of the Company by authorizing incentive awards to retain Directors, executives, selected Employees and Consultants, and reward

participants for making major contributions to the success of the Company.

The 2021 Plan authorizes the granting of stock options, restricted

stock, restricted stock units, stock appreciation rights and stock awards.

A total of two hundred million (200,000,000) shares of common

stock may be issued under the 2021 Plan.

All awards under the 2021 Plan, whether vested or unvested, are subject to the terms of any recoupment,

clawback or similar policy of the Company in effect from time to time, as well as any similar provisions of applicable law, which could

in certain circumstances require repayment or forfeiture of awards or any shares of stock or other cash or property received with respect

to the awards, including any value received from a disposition of the shares acquired upon payment of the awards.

The 2021 Plan will be

administered by the Board or any Committee authorized by the Board, if applicable, which will have the sole authority to, among other

April 14, 2021, the Shareholders of Series E Preferred Stock and the Board of Directors of our Company (“Board”) approved

and adopted the 2021 Incentive Stock Plan (the “2021 Plan”).

On August 11, 2022 the Company amended the 2021 Plan increasing

the maximum number of shares applicable to the 2021 Plan from 50,000 to 1,000,000.

On August 14,2023 the Company further amended the

plan increasing the maximum shares to 2,000,000.

purpose of the 2021 Plan is to promote the success of the Company by authorizing incentive awards to retain Directors, executives, selected

Employees and Consultants, and reward participants for making major contributions to the success of the Company.

The 2021 Plan authorizes

the granting of stock options, restricted stock, restricted stock units, stock appreciation rights and stock awards.

A total of two d

million (2,000,000) shares of common stock may be issued under the 2021 Plan.

All awards under the 2021 Plan, whether vested or unvested,

are subject to the terms of any recoupment, clawback or similar policy of the Company in effect from time to time, as well as any similar

provisions of applicable law, which could in certain circumstances require repayment or forfeiture of awards or any shares of stock or

other cash or property received with respect to the awards, including any value received from a disposition of the shares acquired upon

payment of the awards.

The 2021 Plan will be administered by the Board or any Committee authorized by the Board, if applicable, which

will have the sole authority to, among other things:

construe and interpret the 2021 Plan;

make rules and regulations relating to the administration of the 2021 Plan;

make rules and regulations relating to the

administration of the 2021 Plan;

select participants;

and establish the terms and conditions of awards, all in accordance with the terms of the 2021 Plan.

The 2021 Plan will remain in effect

until April 14, 2031, unless sooner terminated by the Board.

Termination will not affect awards then outstanding.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL

OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

At May 23, 2025, we had 16,747,453,768 shares

of Common Stock issued and outstanding.

The following table sets forth information regarding the beneficial ownership of our Common Stock

as of May 20, 2025, and reflects:

each of our executive officers;

each of our directors;

all of our directors and executive officers as a group;

each stockholder known by us to be the beneficial owner of more than 5% of our outstanding shares of common stock.

Information on beneficial ownership of securities

is based upon a record list of our stockholders and we have determined beneficial ownership in accordance with the rules of the SEC.

believe, based on the information furnished to us, that the persons and entities named in the table below have sole voting and investment

power with respect to all shares of common stock that they beneficially own, subject to applicable community property laws, except as

otherwise provided below.

and establish the terms and conditions of awards, all in accordance with the terms

of the 2021 Plan.

The 2021 Plan will remain in effect until April 14, 2031, unless sooner terminated by the Board.

Termination will not

affect awards then outstanding.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

June 1, 2026, we had 387,232,589 shares of Common Stock issued and outstanding.

The following table sets forth information regarding

the beneficial ownership of our Common Stock as of June 1, 2026, and reflects:

of our executive officers;

of our directors;

of our directors and executive officers as a group;

stockholder known by us to be the beneficial owner of more than 5% of our outstanding shares of common stock.

on beneficial ownership of securities is based upon a record list of our stockholders and we have determined beneficial ownership in

accordance with the rules of the SEC.

We believe, based on the information furnished to us, that the persons and entities named in the

table below have sole voting and investment power with respect to all shares of common stock that they beneficially own, subject to applicable

community property laws, except as otherwise provided below.

Ownership (1)

Named Executive Officers and Directors:

Named Executive Officers

and Directors:

Steven Reinharz (3)

1 unchanged sentence

Anthony Brenz

All executive officers and directors as a group (3 persons)

All executive officers and directors as a group

1,302,460,588

2 unchanged sentences

1,302,460,588

Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment power with respect to securities.

Beneficial ownership also includes shares of stock subject to options and warrants currently exercisable or exercisable within 60 days of the date of this table.

In determining the percent of common stock owned by a person or entity as of the date of this Report, (a) the numerator is the number of shares of the class beneficially owned by such person or entity, including shares which may be acquired within 60 days on exercise of warrants or options and conversion of convertible securities, and (b) the denominator is the sum of (i) the total shares of common stock outstanding on as of May 23, 2025 16,747,453,768 shares, and (ii) the total number of shares that the beneficial owner may acquire upon exercise of the derivative securities.

Unless otherwise stated, each beneficial owner has sole power to vote and dispose of its shares.

Based on 16,747,453,768 shares of the Company’s common stock issued and outstanding as of May 23, 2025.

Steve Reinharz is a director and the Company’s Chief Executive Officer, Chief Financial Officer and Secretary as well as the CEO of RAD and is the holder of (i) 3,350,000 shares of our Series E Preferred Stock and, (ii) 2,450 shares of our Series F Convertible Preferred Stock.

Reinharz converted the 2,450 shares of the Company’s Series F Convertible Preferred Stock, he would receive 56,330,224,025 shares of the Company’s common stock, which is included in the chart above as if such conversion has occurred.

Further, 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 common stock.

As a result, the holders of Series E preferred stock has 2/3rds of the voting power of all shareholders at any time corporate action requires a vote of shareholders.

CERTAIN RELATIONSHIPS AND RELATED

TRANSACTIONS AND DIRECTOR INDEPENDENCE

We do not have a written policy for the review,

approval or ratification of transactions with related parties or conflicted transactions.

When such transactions arise, they are referred

to our board of directors for its consideration.

For the years ended February 28, 2025, and February

29, 2024, the Company had net (advances) repayments of ($71,927) and $54,179, respectively, to its loan payable-related party.

28, 2025, the loan payable-related party was $329,365 and $257,438 at February 29, 2024.

As of February 28, 2025, included in the balance

due to the related party is $190,013 of deferred salary all of which bears interest at 12%.

As of February 29, 2024, included in the balance

due to the related party is $140,013 of deferred salary all of which bears interest at 12%.

The accrued interest included at February

28, 2025, was $51,575 (February 29, 2024 - $32,468).

During the year ended February 28, 2025, the Company

a net accrual of $1,663,833 in deferred compensation for the CEO.

This would bring his annual bonus for the year ended February 28, 2025,

to $2.5 million.

For the fiscal year ended February 28, 2025, the Company paid out $836,167 to the CEO.

During the year ended February

29, 2024, the Company accrued $538,767 in deferred compensation for the CEO.

The Company had already recorded $461,233 in bonus compensation

This was all in accordance with a December 2023 board action allowing for $1 million of discretionary compensation.

During the years ended February 28, 2025, and

February 29, 2024, the Company accrued 1,500 Series G shares to be issued totaling $1,500,000 and 2,000 Series G preferred shares to be

issued totaling $2,000,000, respectively, both per Company resolution.

The Series G preferred shares are redeemable at $1,000 per share

and will be issued by the Company at the appropriate time.

The balance of Incentive Compensation Plan Payable at February 28, 2025, was

$4,000,000 and the balance February 29, 2024, was $2,500,000.

During the years ended February 28, 2025, and

February 29, 2024, the Company was charged $2,541,180 and $2,810,839, respectively in consulting fees for research and development to

a company partially owned by a principal shareholder included in research and development expenses.

The principal shareholder received

no compensation from this partially owned research and development company and the fees were spent on core development projects.

both February 28, 2025, and February 29, 2024, the balance due to this company was $76,532.

ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment

power with respect to securities.

Beneficial ownership also includes shares of stock subject to options and warrants currently exercisable

or exercisable within 60 days of the date of this table.

In determining the percent of common stock owned by a person or entity as

of the date of this Report, (a) the numerator is the number of shares of the class beneficially owned by such person or entity, including

shares which may be acquired within 60 days on exercise of warrants or options and conversion of convertible securities, and (b)

the denominator is the sum of (i) the total shares of common stock outstanding on as of June 1, 2026 387,232,589 shares, and (ii)

the total number of shares that the beneficial owner may acquire upon exercise of the derivative securities.

Unless otherwise stated,

each beneficial owner has sole power to vote and dispose of its shares.

on 387,232,5899 shares of the Company’s common stock issued and outstanding as of June 1, 2026.

Reinharz is a director and the Company’s Chief Executive Officer, Chief Financial Officer and Secretary as well as the CEO

of RAD and is the holder of (i) 3,350,000 shares of our Series E Preferred Stock and, (ii) 2,450 shares of our Series F Convertible

Preferred Stock.

Reinharz converted the 2,450 shares of the Company’s Series F Convertible Preferred Stock, he would

receive 1,302,460,588shares of the Company’s common stock, which is included in the chart above as if such conversion has occurred.

Further, 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 common stock.

As a result, the holders of Series

E preferred stock has 2/3rds of the voting power of all shareholders at any time corporate action requires a vote of shareholders.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

do not have a written policy for the review, approval or ratification of transactions with related parties or conflicted transactions.

When such transactions arise, they are referred to our board of directors for its consideration.

the years ended February 28, 2026, and February 28, 2025, the Company had net (advances) repayments of ($132,268) and ($71,927), respectively,

to its loan payable-related party.

At February 28, 2026, the loan payable-related party was $461,633 and $329,365 at February 28, 2025.

As of February 28, 2026, included in the balance due to the related party is $285,638 of deferred salary all of which bears interest

As of February 28, 2025, included in the balance due to the related party is $190,013 of deferred salary all of which bears interest

The accrued interest included at February 28, 2026, was $79,268 (February 28, 2025- $51,575).

the year ended February 28, 2026, the Company had a net repayment of $390,744 in deferred compensation for the CEO.

This would bring

his annual bonus for the year ended February 28, 2026, to $1.0 million.

For the fiscal year ended February 28, 2025, the Company paid

out $1,390,744 to the CEO.

During the year ended February 28, 2025, the Company a net accrual of $1,663,833 in deferred compensation

This would bring his annual bonus for the year ended February 28, 2025, to $2.5 million.

For the fiscal year ended February

28, 2025, the Company paid out $836,167 to the CEO.

This was all in accordance with a December 2023 board action allowing for $1 million

of discretionary compensation.

the years ended February 28, 2026, and February 28, 2025, the Company accrued 1,500 Series G shares to be issued totaling $1,500,000

and 1,500 Series G preferred shares to be issued totaling $1,500,000, respectively, both per Company resolution.

The Series G preferred

shares are redeemable at $1,000 per share and will be issued by the Company at the appropriate time.

The balance of Incentive Compensation

Plan Payable at February 28, 2026, was $5,500,000 and the balance February 28, 2025, was $4,000,000.

the years ended February 28, 2026, and February 28, 2025, the Company was charged $2,576,111 and $2,541,180, respectively in consulting

fees for research and development to a company partially owned by a principal shareholder included in research and development expenses.

The principal shareholder received no compensation from this partially owned research and development company and the fees were spent

on core development projects.

As at February 28, 2026, and February 28, 2025, the balance due to this company was $160,557 and $76,532,

respectively.

PRINCIPAL ACCOUNTING FEES AND SERVICES

On October 31, 2019 the Board of Directors of

the Company approved and ratified the engagement (“Engagement”) of LJ Soldinger & Associates LLC (“LJ Soldinger”)

as the Company’s new independent registered public accounting firm..

The following table shows the fees that were billed

for the audit and other services provided by LJ Soldinger for the fiscal years ended February 28, 2025 and February 29, 2024.

October 31, 2019 the Board of Directors of the Company approved and ratified the engagement (“Engagement”) of LJ Soldinger

& Associates LLC (“LJ Soldinger”) as the Company’s new independent registered public accounting firm..

following table shows the fees that were billed for the audit and other services provided by LJ Soldinger for the fiscal years ended

February 28, 2026 and February 28, 2025.

Audit-Related Fees

2 unchanged sentences

All Other Fees

Audit Fees - This category includes the

audit of our annual financial statements, review of financial statements included in our Quarterly Reports on Form 10-Q and services that

are normally provided by the independent registered public accounting firm in connection with engagements for those fiscal years.

category also includes advice on audit and accounting matters that arose during, or as a result of, the audit or the review of interim

financial statements.

Audit-Related Fees - This category consists

of assurance and related services by the independent registered public accounting firm that are reasonably related to the performance

of the audit or review of our financial statements and are not reported above under “Audit Fees.” The services for the fees

disclosed under this category would include consultation regarding correspondence with the SEC, other accounting consulting and other

audit services.

Tax Fees - This category consists of professional

services rendered by our independent registered public accounting firm for tax compliance and tax advice.

The services for the fees disclosed

under this category include tax return preparation and technical tax advice.

All Other Fees - This category consists

of fees for other miscellaneous items.

As part of its responsibility for oversight of

the independent registered public accountants, the Board has established a pre-approval policy for engaging audit and permitted non-audit

services provided by our independent registered public accountants.

In accordance with this policy, each type of audit, audit-related,

tax and other permitted service to be provided by the independent auditors is specifically described and each such service, together with

a fee level or budgeted amount for such service, is pre-approved by the Board.

All of the services provided by LJ Soldinger described

above were approved by our Board.

The Company’s principal accountant did not

engage any other persons or firms other than the principal accountant’s full-time, permanent employees.

Fees - This category includes the audit of our annual financial statements, review of financial statements included in our Quarterly

Reports on Form 10-Q and services that are normally provided by the independent registered public accounting firm in connection with

engagements for those fiscal years.

This category also includes advice on audit and accounting matters that arose during, or as a result

of, the audit or the review of interim financial statements.

Audit-Related

Fees - This category consists of assurance and related services by the independent registered public accounting firm that are reasonably

related to the performance of the audit or review of our financial statements and are not reported above under “Audit Fees.”

The services for the fees disclosed under this category would include consultation regarding correspondence with the SEC, other accounting

consulting and other audit services.

Fees - This category consists of professional services rendered by our independent registered public accounting firm for tax compliance

and tax advice.

The services for the fees disclosed under this category include tax return preparation and technical tax advice.

Other Fees - This category consists of fees for other miscellaneous items.

part of its responsibility for oversight of the independent registered public accountants, the Board has established a pre-approval policy

for engaging audit and permitted non-audit services provided by our independent registered public accountants.

In accordance with this

policy, each type of audit, audit-related, tax and other permitted service to be provided by the independent auditors is specifically

described and each such service, together with a fee level or budgeted amount for such service, is pre-approved by the Board.

the services provided by LJ Soldinger described above were approved by our Board.

Company’s principal accountant did not engage any other persons or firms other than the principal accountant’s full-time,

permanent employees.

EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a)(1) Financial Statements

The consolidated financial statements and Report

of Independent Registered Public Accounting Firm are listed in the Index to Financial Statements and Financial Statement Schedules on

page F-1 and included on pages F-2 through F-36.

Financial Statements

consolidated financial statements and Report of Independent Registered Public Accounting Firm are listed in the Index to Financial Statements

and Financial Statement Schedules on page F-1 and included on pages F-2 through F-36.

Financial Statement Schedules

All schedules for which provision is made in the

applicable accounting regulations of the SEC are either not required under the related instructions, are not applicable (and therefore

have been omitted), or the required disclosures are contained in the financial statements included herein.

(3) Exhibits.

Description of Document

Stock Purchase Agreement, dated August 28, 2017, by and among the registrant, Steve Reinharz and Robotic Assistance Devices Inc.

(incorporated by reference to Exhibit 10.1 to the registrant’s current report on Form 8-K filed with the Commission on August 31, 2017).

Articles of Incorporation of the registrant filed with the Nevada Secretary of State on September 8, 2014.

(incorporated by reference to Exhibit 3.1 to the registrant’s transition report on Form 10-KT filed with the Commission on March 12, 2018) .

Plan and Agreement of Merger of Artificial Intelligence Technology Solutions Inc.

(a Florida corporation) and Artificial Intelligence Technology Solutions Inc.

schedules for which provision is made in the applicable accounting regulations of the SEC are either not required under the related instructions,

are not applicable (and therefore have been omitted), or the required disclosures are contained in the financial statements included

Purchase Agreement, dated August 28, 2017, by and among the registrant, Steve Reinharz and Robotic Assistance Devices Inc.

(incorporated

by reference to Exhibit 10.1 to the registrant’s current report on Form 8-K filed with the Commission on August 31, 2017).

of Incorporation of the registrant filed with the Nevada Secretary of State on September 8, 2014.

(incorporated by reference to Exhibit

3.1 to the registrant’s transition report on Form 10-KT filed with the Commission on March 12, 2018).

and Agreement of Merger of Artificial Intelligence Technology Solutions Inc.

(a Florida corporation) and Artificial Intelligence

Technology Solutions Inc.

(a Nevada corporation).

(incorporated by reference to Exhibit 3.2 to the registrant’s transition report on Form 10-KT filed with the Commission on March 12, 2018).

Bylaws of the registrant (incorporated by reference to Exhibit 3.2 to the registrant’s registration statement on Form S-1 (File No.

(incorporated by reference to Exhibit 3.2 to the registrant’s transition

report on Form 10-KT filed with the Commission on March 12, 2018).

of the registrant (incorporated by reference to Exhibit 3.2 to the registrant’s registration statement on Form S-1 (File No.

333-168530), filed with the Commission on August 4, 2010).

Certificate of Designations filed with the Nevada Secretary of State on February 8, 2017.

(incorporated by reference to Exhibit 3.4 to the registrant’s transition report on Form 10-KT filed with the Commission on March 12, 2018).

Certificate of Designations filed with the Nevada Secretary of State on May 3, 2017.

(incorporated by reference to Exhibit 3.5 to the registrant’s transition report on Form 10-KT filed with the Commission on March 12, 2018).

Amendment to Certificate of Designations filed with the Nevada Secretary of State on May 3, 2017 (incorporated by reference to Exhibit 3.1 to the registrant’s current report on Form 8-K filed with the Commission on May 12, 2017).

Preferred Stock Purchase Agreement dated January 31, 2017 and entered into between the Company and Capital Venture Holdings LLC.

(incorporated by reference to Exhibit 10.1 to the registrant’s transition report on Form 10-KT filed with the Commission on March 12, 2018).

Code of Ethics (incorporated by reference to Exhibit 14.1 to the registrant’s registrant statement on Form S-1 (File No.

of Designations filed with the Nevada Secretary of State on February 8, 2017.

(incorporated by reference to Exhibit 3.4 to the registrant’s

transition report on Form 10-KT filed with the Commission on March 12, 2018).

of Designations filed with the Nevada Secretary of State on May 3, 2017.

(incorporated by reference to Exhibit 3.5 to the registrant’s

transition report on Form 10-KT filed with the Commission on March 12, 2018).

to Certificate of Designations filed with the Nevada Secretary of State on May 3, 2017 (incorporated by reference to Exhibit 3.1

to the registrant’s current report on Form 8-K filed with the Commission on May 12, 2017).

Stock Purchase Agreement dated January 31, 2017 and entered into between the Company and Capital Venture Holdings LLC.

(incorporated

by reference to Exhibit 10.1 to the registrant’s transition report on Form 10-KT filed with the Commission on March 12, 2018).

of Ethics (incorporated by reference to Exhibit 14.1 to the registrant’s registrant statement on Form S-1 (File No.

filed with the Commission on August 4, 2010).

List of Subsidiaries.

Consent of Independent Registered Public Accounting Firm.

Rule 13(a)-14(a)/15(d)-14(a) Certification of principal executive officer.

Rule 13(a)-14(a)/15(d)-14(a) Certification of principal financial and accounting officer.

Section 1350 Certification of principal executive officer.

Section 1350 Certification of principal financial and accounting officer.

Insider Trading Policy.

(incorporated by reference to Exhibit 99.1 to the registrant’s annual report on Form 10-K filed with the Commission on May 28, 2021).

Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.

Inline XBRL Taxonomy Extension Schema Document *

Inline XBRL Taxonomy Extension Calculation Linkbase Document *

Inline XBRL Taxonomy Extension Definition Linkbase Document *

Inline XBRL Taxonomy Extension Label Linkbase Document *

Inline XBRL Taxonomy Extension Presentation Linkbase Document *

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) *

* Filed or furnished herewith.

Pursuant to the requirements

of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by

the undersigned, thereunto duly authorized.

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

/s/ Steven Reinharz

of Subsidiaries.

13(a)-14(a)/15(d)-14(a) Certification of principal executive officer.

13(a)-14(a)/15(d)-14(a) Certification of principal financial and accounting officer.

1350 Certification of principal executive officer.

1350 Certification of principal financial and accounting officer.

Trading Policy.

(incorporated by reference to Exhibit 99.1 to the registrant’s annual report on Form 10-K filed with the Commission

on May 28, 2021).

XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded

within the Inline XBRL document.

XBRL Taxonomy Extension Schema Document *

XBRL Taxonomy Extension Calculation Linkbase Document *

XBRL Taxonomy Extension Definition Linkbase Document *

XBRL Taxonomy Extension Label Linkbase Document *

XBRL Taxonomy Extension Presentation Linkbase Document *

Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) *

or furnished herewith.

to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed

on its behalf by the undersigned, thereunto duly authorized.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

Steven Reinharz

President, Chief Executive Officer

/s/ Anthony Brenz

Chief Executive Officer

Anthony Brenz

Chief Financial Officer (principal financial and accounting officer)

Pursuant to the requirements

of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in

the capacities and on the dates indicated.

/s/ Steven Reinharz

President, Chief Executive Officer and Director (principal executive officer)

Financial Officer (principal financial and accounting officer)

to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the

registrant and in the capacities and on the dates indicated.

Steven Reinharz

/s/ Anthony Brenz

Chief Financial Officer (principal financial and accounting officer)

Chief Executive Officer and Director (principal executive officer)

Anthony Brenz

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

(FORMERLY ON THE MOVE SYSTEMS CORP.)

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Financial Officer (principal financial and accounting officer)

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO CONSOLIDATED FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets

Consolidated Statements of Operations

Consolidated Statement of Stockholders’ Deficit

Consolidated Statements of Cash Flows

Notes to the Consolidated Financial Statements

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING

To the Board of Directors and

Stockholders of Artificial Intelligence Technology

Solutions, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated

balance sheets of Artificial Intelligence Technology Solutions, Inc.

and its subsidiaries (the “Company”) as of February 28, 2025 and February 29, 2024, and the related consolidated statements of operations, stockholders’ deficit, and cash flows for each

of the years in the two-year period ended February 28, 2025, and the related notes (collectively referred to as the financial statements).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of February

28, 2025, and February 29, 2024, and the results of its operations and its cash flows for each of the years in the two-year period ended

February 28, 2025, in conformity with accounting principles generally accepted in the United States of America.

Substantial Doubt about the Company’s

Ability to Continue as a Going Concern

The accompanying financial statements have been

prepared assuming that the Company will continue as a going concern.

As discussed in Note 1 to the financial statements, the Company had

negative cash flow from operating activities of approximately $12.2 million, an accumulated deficit of approximately $156.5 million and negative working capital of approximately

$2.5 million as of and for the year ended February 28, 2025, which raises substantial doubt about its ability to continue as a going

Management’s plans in regard to these matters are also described in Note 1.

The financial statements do not include any

adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

These financial statements are the responsibility

of the Company’s management.

Our responsibility is to express an opinion on the Company’s financial statements based on our

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are

required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules and

regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the

standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial

statements are free of material misstatement, whether due to error or fraud.

The Company is not required to have, nor were we engaged

to perform, an audit of its internal control over financial reporting.

As part of our audits, we are required to obtain an understanding

of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s

internal control over financial reporting.

Balance Sheets

Statements of Operations

Statements of Stockholders’ Deficit

Statements of Cash Flows

to the Consolidated Financial Statements

OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

the Board of Directors and

of Artificial Intelligence Technology Solutions, Inc.

on the Financial Statements

have audited the accompanying consolidated balance sheets of Artificial Intelligence Technology Solutions, Inc.

and its subsidiaries

(the “Company”) as of February 28, 2026 and February 28, 2025, and the related consolidated statements of operations, stockholders’

deficit, and cash flows for each of the years in the two-year period ended February 28, 2026, and the related notes (collectively referred

to as the financial statements).

In our opinion, the financial statements present fairly, in all material respects, the financial position

of the Company as of February 28, 2026, and February 28, 2025, and the results of its operations and its cash flows for each of the years

in the two-year period ended February 28, 2026, in conformity with accounting principles generally accepted in the United States of America.

Doubt about the Company’s Ability to Continue as a Going Concern

accompanying financial statements have been prepared assuming that the Company will continue as a going concern.

As discussed in Note

1 to the financial statements, the Company had negative cash flow from operating activities of approximately $9.3 million, an accumulated

deficit of approximately $171.1 million and negative working capital of approximately $17.0 million as of and for the year ended February

28, 2026, which raises substantial doubt about its ability to continue as a going concern.

Management’s plans in regard to these

matters are also described in Note 1.

The financial statements do not include any adjustments that might result from the outcome of this

financial statements are the responsibility of the Company’s management.

Our responsibility is to express an opinion on the Company’s

financial statements based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board

(United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.

federal securities

laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain

reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.

As part of our audits,

we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion

on the effectiveness of the Company’s internal control over financial reporting.

Accordingly, we express no such opinion.

Our audits included performing procedures to assess

the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond

to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.

Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating

the overall presentation of the financial statements.

We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

Critical audit matters are matters arising from

the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and

that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging,

subjective, or complex judgments.

audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error

or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding

the amounts and disclosures in the financial statements.

Our audits also included evaluating the accounting principles used and significant

estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that our audits

provide a reasonable basis for our opinion.

Audit Matters

audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be

communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and

(2) involved our especially challenging, subjective, or complex judgments.

We determined that there were no critical audit matters.

/s/ L J Soldinger Associates,

We have served as the Company’s auditor

Deer Park, Illinois

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

CONSOLIDATED BALANCE SHEETS

February 28, 2025

February 29, 2024

L J Soldinger Associates, LLC

have served as the Company’s auditor since 2019.

Park, Illinois

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

BALANCE SHEETS

Current assets:

1 unchanged sentence

Share proceeds receivable

Device parts inventory, net

Prepaid expenses and deposits

Device parts inventory,

expenses and deposits

Total current assets

Operating lease asset

Revenue earning devices, net of accumulated depreciation of $ 2,292,172 and 952,844 , respectively

Fixed assets, net of accumulated depreciation of $ 491,186 and $ 349,878 , respectively

Revenue earning devices,

net of accumulated depreciation of $ 3,257,668 and $ 2,292,172 , respectively

Fixed assets, net of accumulated

depreciation of $ 540,426 and $ 491,186 , respectively

Investment at cost

Security deposit

LIABILITIES AND STOCKHOLDERS’ DEFICIT

LIABILITIES AND STOCKHOLDERS’

Current liabilities:

Accounts payable and accrued expenses

Accounts payable and accrued

Customer deposits

Current operating lease liability

Current portion of deferred variable payment obligation

Loan payable - related party

Deferred compensation for CEO

Current portion of loans payable, net of discount of $ 0 and $ 688,598

Vehicle loan - current portion

Current portion of accrued interest payable

Current operating lease

Current portion of deferred

variable payment obligation

Loan payable - related

Deferred compensation for

Current portion of loans

payable, net of discount of $ 635,774 and $ 0

portion of accrued interest payable

Total current liabilities

Non-current operating lease liability

Loans payable, net of discount of $ 360,163 and $ 4,118,332 , respectively

Deferred variable payment obligation

Incentive compensation plan payable

Accrued interest payable

Total liabilities

Series B Convertible, Redeemable Preferred Stock.

Non-current operating lease

Loans payable, net of discount

of $ 0 and $ 360,163 , respectively

Deferred variable payment

Incentive compensation

interest payable

Series B Convertible, Redeemable Preferred

$ 0.001 par value;

8 % cumulative dividend payable quarterly,$ 1,200 stated value, 5,000 shares authorized, no shares issued and outstanding at February 28, 2025 and February 29, 2024, respectively

Series C Convertible, Redeemable Preferred Stock .

8 % cumulative dividend payable quarterly,$ 1,200 stated value, 5,000 shares authorized, no shares issued

and outstanding at February 28, 2026 and February 28, 2025, respectively

Series C Convertible, Redeemable Preferred

$ 0.001 par value;

$ 1,200 stated value, redeemable at 109.5 % , 12 % dividend, 1,000 shares authorized , 306 and 0 shares issued and outstanding at February 28, 2025 and February 29, 2024, respectively

Convertible Redeemable Preferred Stock, value

$ 1,200 stated value, redeemable at 109.5 %, 12 % dividend, 1,000 shares authorized, 417 and 306 shares issued

and outstanding at February 28, 2026 and February 28, 2025, respectively

Convertible, Redeemable Preferred

Commitments and Contingencies

3 unchanged sentences

no shares issued and outstanding at February 28, 2026 and February 28, 2025, respectively

Series G Redeemable Preferred Stock.

Series G Redeemable Preferred

$ 0.001 par value;

100,000 shares authorized, no shares issued and outstanding at February 28, 2025 and February 29, 2024, respectively

Series E Preferred Stock, $ 0.001 par value;

100,000 shares authorized, no shares issued and outstanding at February 28, 2026 and February 28, 2025,

Series E Preferred Stock,

$ 0.001 par value;

4,350,000 shares authorized;

3,350,000 and 3,350,000 shares issued and outstanding, respectively

Series F Convertible Preferred Stock, $ 1.00 par value;

Series F Convertible Preferred

Stock, $ 1.00 par value;

10,000 shares authorized;

2,513 and 2,513 shares issued and outstanding, respectively

Preferred Stock, value

Common Stock, $ 0.00001 par value;

Common Stock, $ 0.00001

12,000,000,000 shares authorized 267,872,804 and 144,124,538 shares issued, issuable and outstanding, respectively

1 unchanged sentence

Preferred stock to be issued

Accumulated deficit

( 171,121,742 )

( 156,496,930 )

Total stockholders’ deficit

stockholders’ deficit

( 53,211,087 )

( 49,931,012 )

Total liabilities and stockholders’ deficit

The accompanying notes are an integral part

of these consolidated financial statements.

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

CONSOLIDATED STATEMENTS OF OPERATIONS

February 28, 2025

February 29, 2024

liabilities and stockholders’ deficit

accompanying notes are an integral part of these consolidated financial statements.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

STATEMENTS OF OPERATIONS

Cost of goods sold

Depreciation and Amortization

Total Cost of Goods Sold

Loss on disposal of revenue

earning devices

Cost of Goods Sold

Operating expenses:

Research and development (note 9)

Research and development

General and administrative

Depreciation and amortization

Impairment on revenue earning devices

Operating lease cost and rent

Gain loss on disposal of fixed assets

Total operating expenses

Loss on disposal of fixed

lease cost and rent

operating expenses

Loss from operations

1 unchanged sentence

( 13,946,873 )

Other income (expense), net:

Other income (expense),

Interest expense

1 unchanged sentence

( 5,456,981 )

Gain on settlement of debt

Total other income (expense), net

on settlement of debt

other income (expense), net

( 2,566,854 )

4 unchanged sentences

Net loss per share - diluted

Weighted average common share outstanding – basic and diluted

11,647,673,315

7,080,914,317

The accompanying notes are an integral part

of these consolidated financial statements.

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

CONSOLIDATED STATEMENT OF STOCKHOLDERS’

FOR THE YEARS ENDED FEBRUARY 28, 2025 AND FEBRUARY

Preferred Stock

Weighted average common

share outstanding – basic and diluted

accompanying notes are an integral part of these consolidated financial statements.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

STATEMENTS OF STOCKHOLDERS’ DEFICIT

THE YEARS ENDED FEBRUARY 28, 2026 AND FEBRUARY 28, 2025

Shareholder’s

Shareholders’

2 unchanged sentences

$ ( 40,199,557 )

Cumulative Effect Adjustment

RFV discount per adoption of ASU 2020-06 at March 1, 2024

( 4,175,535 )

Issuance of shares net of $ 457,060 issuance costs

( 4,175,535 )

Relative fair value of Series F warrants issued with debt

Shares issued for services

Stock based compensation - employee stock option plan

Issuance of shares, net of $ 701,565 issuance

Debt exchanged for common

Series F Preferred Shares

exchanged for debt

Issuance of Series B Preferred

Series B Preferred Shares

issued as commitment fee

Series B Preferred shares

issued as dividend

Redemption of Series B

Preferred shares

Issuance of Series C Preferred

Stock based compensation

( 18,935,592 )

4 unchanged sentences

$ ( 49,931,012 )

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

CONSOLIDATED STATEMENT OF SHAREHOLDERS’

Temporary Equity

Shareholder’s Deficit

Preferred Stock

accompanying notes are an integral part of these consolidated financial statements.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

STATEMENTS OF SHAREHOLDERS’ DEFICIT

Shareholder’s

Shareholders’

Balance at February 29, 2024

9,238,750,958

$ ( 132,962,427 )

$ ( 40,199,557 )

9,238,750,958

$ ( 132,962,427 )

$ ( 40,199,557 )

Cumulative Effect Adjustment RFV discount per adoption of ASU 2020-06 at March 1, 2024

( 4,175,535 )

Issuance of shares, net of $ 701,565 issuance costs

4,979,636,877

Debt exchanged for common stock

Series F Preferred Shares exchanged for debt

Issuance of Series B Preferred Shares

Series B Preferred Shares issued as commitment fee

Series B Preferred shares issued as dividend

Redemption of Series B Preferred shares

Issuance of Series C Preferred Shares

Stock based compensation

( 18,935,592 )

at February 28, 2025

$ 106,459,528

Balance at February 28, 2025

$ ( 156,496,930 )

$ ( 49,931,012 )

of shares, net of $ 364,161 issuance costs

of shares, net of issuance costs

exchanged for common stock

of Series C Preferred shares

redemption of Series C shares

C Preferred shares issued as dividend

on failure to redeem Series C Preferred shares

on failure to convert Series C Preferred shares

based compensation

( 14,510,251 )

at February 28, 2026

$ 117,803,027

1 unchanged sentence

$ ( 53,211,087 )

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

CONSOLIDATED STATEMENTS OF CASH FLOWS

February 28, 2025

February 29, 2024

CASH FLOWS FROM OPERATING ACTIVITIES:

accompanying notes are an integral part of these consolidated financial statements.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

STATEMENTS OF CASH FLOWS

CASH FLOWS FROM OPERATING

$ ( 14,510,251 )

$ ( 18,935,592 )

Adjustments to reconcile net loss to net cash used in operating activities:

Adjustments to reconcile net loss to net cash

used in operating activities:

Depreciation and amortization

Impairment on revenue earning devices

Inventory provision (recovery)

Gain on disposal of fixed assets

Bad debts expense

Reduction of right of use asset

Reduction of right of use

Accretion of lease liability

1 unchanged sentence

Amortization of debt discounts

Penalty added to face value

Gain on settlement of debt

Increase in related party accrued payroll and interest

Changes in operating assets and liabilities:

( 3,434,685 )

Loss on disposal of revenue

earning devices and fixed assets

Increase in related party

accrued payroll and interest

Changes in operating assets

and liabilities:

Accounts receivable

Prepaid expenses

Deposit on right of use

Security deposit on operating

Device parts inventory

1 unchanged sentence

( 2,464,468 )

Accounts payable and accrued expenses

Deferred compensation for CFO

Accounts payable and accrued

Deferred compensation for

Customer deposits

Operating lease liability payments

Current portion of deferred variable payment obligations for Payments

Accrued interest payable

Net cash used in operating activities

Operating lease liability

Current portion of deferred

variable payment obligations for Payments

interest payable

cash used in operating activities

( 9,344,534 )

( 12,196,388 )

CASH FLOWS FROM INVESTING ACTIVITIES:

CASH FLOWS FROM INVESTING

Purchase of fixed assets

Purchase of trademarks

Purchase of investment (convertible note receivable)

Reimbursement of security deposit

Proceeds on disposal of fixed assets

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES:

Share proceeds net of issuance costs

Proceeds on issuance of Series B Preferred Shares

Redemption of Series B Preferred Shares

Proceeds on issuance of Series C Preferred Shares

Net borrowings loan payable-related party

of investment (convertible note receivable)

cash used in investing activities

CASH FLOWS FROM FINANCING

Share proceeds net of issuance

Proceeds on issuance of

Series B Preferred Shares

Redemption of Series B

or Series C Preferred Shares

Proceeds on issuance of

Series C Preferred Shares

Proceeds from loans payable

Repayment of loans payable

Net cash provided by financing activities

of loans payable

( 1,302,561 )

cash provided by financing activities

Net change in cash

1 unchanged sentence

Cash, end of period

Supplemental disclosure of cash and non-cash transactions:

Cash paid for interest

Cash paid for income taxes

Supplemental disclosure of cash and non-cash

transactions:

paid for interest

paid for income taxes

Noncash investing and financing activities:

Cumulative Effect Adjustment RFV discount per adoption of ASU 2020-06 at March 1, 2024

Right of use asset for lease liability

Transfer from device parts inventory to fixed assets

Proceeds of fixed asset disposition to loan payable, related party

Shares issued for services

Deferred compensation

Discount applied to face value of loans

Series F warrants issued along with debt

Exchange of Series F Preferred Shares for loans payable

Exchange of loans payable for common shares

Convertible note receivable exchanged for investment at cost

Dividend on Series B Preferred Shares paid in Series B Preferred Shares

The accompanying notes are an integral part

of these consolidated financial statements.

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Effect Adjustment RFV discount per adoption of ASU 2020-06 at March 1, 2024

of use asset for lease liability

from device parts inventory to fixed assets

C penalty shares issued

applied to face value of loans

of Series F Preferred Shares for loans payable

of loans payable and accrued interest for common shares

note receivable exchanged for investment at cost

on Series B or Series C Preferred Shares paid in Series B or Series C Preferred Shares

accompanying notes are an integral part of these consolidated financial statements.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

GENERAL INFORMATION AND GOING CONCERN

Artificial Intelligence Technology Solutions Inc.

(formerly known as On the Move Systems Corp.) (“AITX” or the “Company”) was incorporated in Florida on March 25,

2010 and reincorporated in Nevada on February 17, 2015.

On August 24, 2018, Artificial Intelligence Technology Solutions Inc., changed

its name from On the Move Systems Corp (“OMVS”).

Robotic Assistance Devices, LLC (“RAD”),

was incorporated in the State of Nevada on July 26, 2016 as a LLC.

On July 25, 2017, Robotic Assistance Devices LLC converted to a C Corporation,

Robotic Assistance Devices, Inc.

through the issuance of 10,000 common shares to its sole shareholder.

On August 28, 2017, AITX completed the acquisition

of RAD (the “Acquisition”), whereby AITX acquired all the ownership and equity interest in RAD for 3,350,000 shares of AITX

Series E Preferred Stock and 2,450 shares of Series F Convertible Preferred Stock.

AITX’s prior business focus was transportation

services, and AITX was exploring the on-demand logistics market by developing a network of logistics partnerships.

As a result of the

closing of the Acquisition, AITX has succeeded to the business of RAD, in which AITX purchased all of the outstanding shares of capital

stock of RAD.

As a result, AITX’s business going forward will consist of one segment activity which is the delivery of artificial

intelligence and robotic solutions for operational, security and monitoring needs.

The Acquisition was treated as a reverse recapitalization

effected by a share exchange for financial accounting and reporting purposes since substantially all of AITX’s operations were disposed

of as part of the consummation of the transaction.

Therefore, no goodwill or other intangible assets were recorded by AITX as a result

of the Acquisition.

RAD is treated as the accounting acquirer as its stockholders control the Company after the Acquisition, even though

AITX was the legal acquirer.

As a result, the assets and liabilities and the historical operations that are reflected in these financial

statements are those of RAD as if RAD had always been the reporting company.

Intelligence Technology Solutions Inc.

(formerly known as On the Move Systems Corp.) (“AITX” or the “Company”)

was incorporated in Florida on March 25, 2010 and reincorporated in Nevada on February 17, 2015.

On August 24, 2018, Artificial Intelligence

Technology Solutions Inc., changed its name from On the Move Systems Corp (“OMVS”).

Assistance Devices, LLC (“RAD”), was incorporated in the State of Nevada on July 26, 2016 as a LLC.

On July 25, 2017, Robotic

Assistance Devices LLC converted to a C Corporation, Robotic Assistance Devices, Inc.

through the issuance of 10,000 common shares to

its sole shareholder.

August 28, 2017, AITX completed the acquisition of RAD (the “Acquisition”), whereby AITX acquired all the ownership and equity

interest in RAD for 3,350,000 shares of AITX Series E Preferred Stock and 2,450 shares of Series F Convertible Preferred Stock.

prior business focus was transportation services, and AITX was exploring the on-demand logistics market by developing a network of logistics

partnerships.

As a result of the closing of the Acquisition, AITX has succeeded to the business of RAD, in which AITX purchased all of

the outstanding shares of capital stock of RAD.

As a result, AITX’s business going forward will consist of one segment activity

which is the delivery of artificial intelligence and robotic solutions for operational, security and monitoring needs.

Acquisition was treated as a reverse recapitalization effected by a share exchange for financial accounting and reporting purposes since

substantially all of AITX’s operations were disposed of as part of the consummation of the transaction.

Therefore, no goodwill

or other intangible assets were recorded by AITX as a result of the Acquisition.

RAD is treated as the accounting acquirer as its stockholders

control the Company after the Acquisition, even though AITX was the legal acquirer.

As a result, the assets and liabilities and the historical

operations that are reflected in these financial statements are those of RAD as if RAD had always been the reporting company.

accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern.

The accompanying

financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of

assets or the amounts and classifications of liabilities that may result from the possible inability of the Company to continue as a

going concern.

The accompanying consolidated financial statements

have been prepared assuming that the Company will continue as a going concern.

The accompanying financial statements do not include any

adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications

of liabilities that may result from the possible inability of the Company to continue as a going concern.

For the year ended February 28, 2025, the Company

had negative cash flow from operating activities of $ 12,196,388 .

As of February 28, 2025 the Company has an accumulated deficit of $ 156,496,930

and negative working capital of $ 2,548,138 .

Management does not anticipate having positive cash flow from operations in the near future.

These factors raise substantial doubt about the Company’s ability to continue as a going concern for the twelve months following

the issuance of these financial statements.

The Company does not have the resources at this

time to repay all its credit and debt obligations, make any payments in the form of dividends to its shareholders or fully implement its

business plan.

the year ended February 28, 2026, the Company had negative cash flow from operating activities of $ 9,344,534 .

As of February 28, 2026

the Company has an accumulated deficit of $ 171,121,742 and negative working capital of $ 17,017,745 .

Management does not anticipate having

positive cash flow from operations in the near future.

These factors raise substantial doubt about the Company’s ability to continue

as a going concern for the twelve months following the issuance of these financial statements.

Company does not have the resources at this time to repay all its credit and debt obligations, make any payments in the form of dividends

to its shareholders or fully implement its business plan.

Without additional capital, the Company will not be able to remain in business.

At the same time management points to its

successful history with maintaining Company operations and reminds all with reasonable confidence this will continue.

Management has plans

to address the Company’s financial situation as follows:

Management is committed to raise either

non-dilutive funds or minimally dilutive funds.

There is no assurance that these funds will be able to be raised nor can we provide

assurance that these possible raises may not have dilutive effects.

In September 2024, the Company entered into an equity financing

agreement whereby an investor will purchase up to $ 30,000,000 of the Company’s common stock at a discount over a two-year

There remains approximately $ 24 million left to issue under

this arrangement.

Management believes that it has the necessary support to continue operations by continuing its funding methods in the

following ways :

growing revenues ,through equity proceeds, and issuing non-convertible debt.

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

At the same time management points to its successful history with maintaining Company operations and reminds all with reasonable confidence

this will continue.

Management has plans to address the Company’s financial situation as follows:

is committed to raise funds either through convertible debt or equity financing..

There is no assurance that these funds will be able

to be raised nor can we provide assurance that these possible raises may not have dilutive effects.

In May 2026, the Company entered

into an equity financing agreement whereby an investor will purchase up to $ 10,000,000 of the Company’s common stock at a discount

over a three-year period.

There remains approximately $ 10 million left to issue under this arrangement.

Management believes that it has

the necessary support to continue operations by continuing its funding methods in the following ways :

growing revenues ,through equity

proceeds, and issuing debt.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

ACCOUNTING POLICIES

Basis of Presentation and Consolidation

The accompanying financial statements have been prepared in accordance

with generally accepted accounting principles in the United States (“GAAP”) and in conformity with the instructions on Form

10-K of Regulation S-X and the related rules and regulations of the Securities and Exchange Commission (“SEC”).

consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Robotic Assistance Devices, Inc.,

Robotic Assistance Devices Group, Inc, Robotic Assistance Devices Mobile, Inc., Robotic Assistance Devices Residential, Inc.

All significant intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

In order to prepare financial statements in conformity

with accounting principals generally accepted in the United States, management must make estimates, judgements and assumptions that affect

the amounts reported in the financial statements and determine whether contingent assets and liabilities, if any, are disclosed in the

financial statements.

The ultimate resolution of issues requiring these estimates and assumptions could differ significantly from resolution

currently anticipated by management and on which the financial statements are based.

The most significant estimates included in these

consolidated financial statements are those associated with the assumptions used to value equity instruments used in debt settlements,

amendments and extensions.

of Presentation and Consolidation

accompanying financial statements have been prepared in accordance with generally accepted accounting principles in the United States

(“GAAP”) and in conformity with the instructions on Form 10-K of Regulation S-X and the related rules and regulations of

the Securities and Exchange Commission (“SEC”).

The audited consolidated financial statements include the accounts of the

Company and its wholly owned subsidiaries, Robotic Assistance Devices, Inc., Robotic Assistance Devices Group, Inc, Robotic Assistance

Devices Mobile, Inc., Robotic Assistance Devices Residential, Inc.

All significant intercompany accounts and transactions have been eliminated

in consolidation.

order to prepare financial statements in conformity with accounting principals generally accepted in the United States, management must

make estimates, judgements and assumptions that affect the amounts reported in the financial statements and determine whether contingent

assets and liabilities, if any, are disclosed in the financial statements.

The ultimate resolution of issues requiring these estimates

and assumptions could differ significantly from resolution currently anticipated by management and on which the financial statements

The most significant estimates included in these consolidated financial statements are those associated with the assumptions

used to value equity instruments used in debt settlements, amendments and extensions.

Reclassifications

Certain amounts in the Company’s consolidated

financial statements for prior periods have been reclassified to conform to the current period presentation.

These reclassifications have

not changed the results of operations of prior periods.

Concentrations of Loans Payable

At February 28, 2025 there were $ 32,801,345 loans

payable, $ 28,581,506 or 87 % of these loans to companies controlled by one individual.

At February 29, 2024 there were $ 32,796,345 loans

payable, $ 28,540,506 or 87 % of these loans to companies controlled by one individual.

The Company considers all highly liquid

investments with an original maturity of three months or less to be cash equivalents.

Cash and cash equivalents consist of cash on

deposit with banks and money market instruments.

The Company places its cash and cash equivalents with high-quality, U.S.

institutions which, at times, may exceed federally insured limits, and, to date has not experienced losses on any of its

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Accounts Receivable

Accounts receivable are comprised of balances

due from customers, net of estimated allowances for credit losses.

In determining collectability, historical trends are evaluated, and

specific customer issues are reviewed on a periodic basis to arrive at appropriate allowances.

There was an allowance of $ 140,000 and

$ 68,000 provided as of February 28, 2025 and February 29, 2024, respectively.

For the year ended February 28, 2025, one customer accounts

for 52 % of total accounts receivable .

For the year ended February 29, 2024, three customers account for 72 % of total accounts receivable

Device Parts Inventory

Device parts inventory is stated at the lower

of cost or net realizable value using the weighted average cost method.

The Company records a valuation reserve for obsolete and slow-moving

inventory, relying principally on specific identification of such inventory.

The Company uses these device parts in the assembly of revenue

earning devices (and demo devices) as well as research and development.

Depending on use, the Company will transfer the parts to the corresponding

asset or expense if used in research and development.

A charge to income is taken when factors that would result in a need for an increase

in the valuation, such as excess or obsolete inventory, are noted.

At February 28, 2025 and at February 29, 2024 there was a valuation

reserve of $ 465,000 and $ 959,000 , respectively.

Revenue Earning Devices

Revenue earning devices are stated at cost.

is provided on a straight-line basis over the estimated useful life of 48 months.

The Company continually evaluates revenue earning devices

to determine whether events or changes in circumstances have occurred that may warrant revision of the estimated useful life or whether

the devices should be evaluated for possible impairment.

The Company uses a combination of the undiscounted cash flows and market approaches

in assessing whether an asset has been impaired.

The Company measures impairment losses based upon the amount by which the carrying amount

of the asset exceeds the fair value.

Fixed assets are stated at cost.

is provided on the straight-line method based on the estimated useful lives of the respective assets which range from three to five years.

amounts in the Company’s consolidated financial statements for prior periods have been reclassified to conform to the current period

presentation.

These reclassifications have not changed the results of operations of prior periods.

Concentrations

of Loans Payable

February 28, 2026 there were $ 33,672,294 loans payable, $ 32,178,506 or 96 % of these loans to companies controlled by one individual.

At February 28, 2025 there were $ 32,801,345 loans payable, $ 28,581,506 or 87 % of these loans to companies controlled by one individual..

Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.

Cash and cash

equivalents consist of cash on deposit with banks and money market instruments.

The Company places its cash and cash equivalents with

high-quality, U.S.

financial institutions which, at times, may exceed federally insured limits, and, to date has not experienced losses

on any of its balances.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

receivable are comprised of balances due from customers, net of estimated allowances for credit losses.

In determining collectability,

historical trends are evaluated, and specific customer issues are reviewed on a periodic basis to arrive at appropriate allowances.

was an allowance of $ 170,000 and $ 140,000 provided as of February 28, 2026 and February 28, 2025, respectively.

For the year ended February

28, 2026, two customer account for 31 % of total accounts receivable .

For the year ended February 28, 2025, one customer accounts for

52 % of total accounts receivable.

Parts Inventory

parts inventory is stated at the lower of cost or net realizable value using the weighted average cost method.

The Company records a

valuation reserve for obsolete and slow-moving inventory, relying principally on specific identification of such inventory.

uses these device parts in the assembly of revenue earning devices (and demo devices) as well as research and development.

on use, the Company will transfer the parts to the corresponding asset or expense if used in research and development.

A charge to income

is taken when factors that would result in a need for an increase in the valuation, such as excess or obsolete inventory, are noted.

At February 28, 2026 and at February 28, 2025 there was a valuation reserve of $ 175,000 and $ 465,000 , respectively.

Earning Devices

earning devices are stated at cost.

Depreciation is provided on a straight-line basis over the estimated useful life of 48 months.

Company continually evaluates revenue earning devices to determine whether events or changes in circumstances have occurred that may

warrant revision of the estimated useful life or whether the devices should be evaluated for possible impairment.

The Company uses a

combination of the undiscounted cash flows and market approaches in assessing whether an asset has been impaired.

The Company measures

impairment losses based upon the amount by which the carrying amount of the asset exceeds the fair value.

assets are stated at cost.

Depreciation is provided on the straight-line method based on the estimated useful lives of the respective

assets which range from three to five years.

Major repairs or improvements are capitalized.

Minor replacements and maintenance and repairs which do not improve or extend asset lives

are expensed currently.

Minor replacements and maintenance and repairs

which do not improve or extend asset lives are expensed currently.

SCHEDULE OF FIXED ASSETS STATED AT COST

Computer equipment

Furniture and fixtures

Office equipment

Warehouse equipment

Leasehold improvements

years, the life of the lease

The Company periodically evaluates the fair value

of fixed assets whenever events or changes in circumstances indicate that its carrying amounts may not be recoverable.

Upon retirement

or other disposition of fixed assets, the cost and related accumulated depreciation are removed from the accounts and the resulting gain

or loss, if any, is recognized in income.

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Research and Development

Research and development costs are expensed in

the period they are incurred in accordance with ASC 730, Research and Development unless they meet specific criteria related to

technical, market and financial feasibility, as determined by Management, including but not limited to the establishment of a clearly

defined future market for the product, and the availability of adequate resources to complete the project.

If all criteria are met, the

costs are deferred and amortized over the expected useful life or written off if a product is abandoned.

At February 28, 2025 and February

29, 2024, the Company had no deferred development costs.

Contingencies

Occasionally, the Company may be involved in claims

and legal proceedings arising from the ordinary course of its business.

The Company records a provision for a liability when it believes

that it is both probable that a liability has been incurred, and the amount can be reasonably estimated.

If these estimates and assumptions

change or prove to be incorrect, it could have a material impact on the Company’s consolidated financial statements.

Company periodically evaluates the fair value of fixed assets whenever events or changes in circumstances indicate that its carrying

amounts may not be recoverable.

Upon retirement or other disposition of fixed assets, the cost and related accumulated depreciation are

removed from the accounts and the resulting gain or loss, if any, is recognized in income.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

and Development

and development costs are expensed in the period they are incurred in accordance with ASC 730, Research and Development unless

they meet specific criteria related to technical, market and financial feasibility, as determined by Management, including but not limited

to the establishment of a clearly defined future market for the product, and the availability of adequate resources to complete the project.

If all criteria are met, the costs are deferred and amortized over the expected useful life or written off if a product is abandoned.

At February 28, 2026 and February 28, 2025, the Company had no deferred development costs.

Contingencies

are inherently unpredictable, and the assessments of the value can involve a series of complex judgments about future events and can rely

heavily on estimates and assumptions.

Sales of Future Revenues

The Company has entered into transactions, as

more fully described in footnote 10, in which it has received funding from investors in exchange for which it will make payments to those

investors based on the level of sales of certain revenue categories, generally based on a percentage of sales for those certain revenues.

The Company determines whether these agreements constitute sales of future revenues or are in substance debt based on the facts and circumstances

of each agreement, with the following primary criteria determinative of whether the agreement constitutes a sale of future revenues or

Does the agreement purport, in substance, to be a sale

Does the Company have continuing involvement in the generation of cash flows due the investor

Is the transaction cancellable by either party through payment of a lump sum or other transfer of assets

Is the investors rate of return implicitly limited by the terms of the agreement

Does the Company’s revenue for a reporting period underlying the agreement have only a minimal impact on the investor’s rate of return

Does the investor have recourse relating to payments due

In the event a transaction is determined to be

a sale of future revenues, it is recorded as deferred revenue and amortized using the sum-of-the-revenue method.

In the event a transaction

is determined to be debt, it is recorded as debt and amortized using the effective interest method.

As of the date of these financial

statements, the Company has determined that all such agreements are debt.

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Revenue Recognition

ASU 2014-09, “Revenue from Contracts

with Customers (Topic 606)” , supersedes the revenue recognition requirements and industry specific guidance under Revenue

Recognition (Topic 605) .

Topic 606 requires an entity to recognize revenue when it transfers promised goods or services to customers

in an amount that reflects the consideration the entity expects to be entitled to in exchange for those goods or services.

Topic 606 defines

a five-step process that must be evaluated and, in doing so, it is possible more judgment and estimates may be required within the revenue

recognition process than required under existing accounting principles generally accepted in the United States of America (“U.S.

GAAP”) including identifying performance obligations in the contract, estimating the amount of variable consideration to include

in the transaction price and allocating the transaction price to each separate performance obligation..

For the year ended February 28,

2025, one customer accounted for 55 % of total revenue and for the year ended February 29, 2024, three customers accounted for 56 % of total

revenue (see Note-3).

Income taxes are accounted for under the asset

and liability method.

Deferred tax assets and liabilities are recognized when items of income and expense are recognized in the financial

statements in different periods than when recognized in the tax return.

Deferred tax assets arise when expenses are recognized in the

financial statements before the tax returns or when income items are recognized in the tax return prior to the financial statements.

tax assets also arise when operating losses or tax credits are available to offset tax payments due in future years.

Deferred tax liabilities

arise when income items are recognized in the financial statements before the tax returns or when expenses are recognized in the tax return

prior to the financial statements.

Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable

income in the years in which those temporary differences are expected to be recovered or settled.

The effect on deferred tax assets and

liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

On December 22, 2017, the Tax Cuts and Jobs Act

(“Tax Act”) was signed into law.

ASC 740, Accounting for Income Taxes requires companies to recognize the effects of changes

in tax laws and rates on deferred tax assets and liabilities and the retroactive effects of changes in tax laws in the period in which

the new legislation is enacted.

The Company’s gross deferred tax assets were revalued based on the reduction in the federal statutory

tax rate from 35% to 21%.

A corresponding offset has been made to the valuation allowance, and any potential other taxes arising due to

the Tax Act will result in reductions to the Company’s net operating loss carryforward and valuation allowance.

The Company will

continue to analyze the Tax Act to assess its full effects on the Company’s financial results, including disclosures, for the Company’s

fiscal year ending February 28, 2025, but the Company does not expect the Tax Act to have a material impact on the Company’s consolidated

financial statements.

Lease agreements are evaluated to determine if

they are sales/finance leases meeting any of the following criteria at inception:

(a) transfer of ownership of the underlying asset;

purchase option that is reasonably certain of being exercised;

economic life of the underlying asset;

or (d) if the present value of the sum of lease payments and any residual value guaranteed by the

lessee that has not already been included in lease payments in accordance with ASC 842-10-30-5(f) equals or exceeds substantially all

of the fair value of the underlying asset.

If at its inception, a lease meets any of the

four lease criteria above, the lease is classified by the Company as a sales/finance;

and if none of the four criteria are met, the lease

is classified by the Company as an operating lease.

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED

Occasionally,

the Company may be involved in claims and legal proceedings arising from the ordinary course of its business.

The Company records a provision

for a liability when it believes that it is both probable that a liability has been incurred, and the amount can be reasonably estimated.

If these estimates and assumptions change or prove to be incorrect, it could have a material impact on the Company’s consolidated

financial statements.

Operating lease payments are recognized as an

expense in the income statement on a straight-line basis over the lease term, whereby an equal amount of rent expense is attributed to

each period during the term of the lease, regardless of when actual payments are made.

This generally results in rent expense in excess

of cash payments during the early years of a lease and rent expense less than cash payments in the later years.

The difference between

rent expense recognized and actual rental payments is recorded as deferred rent and included in liabilities.

Distinguishing Liabilities from Equity

The Company relies on the guidance provided by

ASC Topic 480, Distinguishing Liabilities from Equity , to classify certain redeemable and/or convertible instruments.

first determines whether a financial instrument should be classified as a liability.

The Company will determine the liability classification

if the financial instrument is mandatorily redeemable, or if the financial instrument, other than outstanding shares, embodies a conditional

obligation that the Company must or may settle by issuing a variable number of its equity shares.

Once the Company determines that a financial instrument

should not be classified as a liability, the Company determines whether the financial instrument should be presented between the liability

section and the equity section of the balance sheet (“temporary equity”).

The Company will determine temporary equity classification

if the redemption of the financial instrument is outside the control of the Company (i.e.

Contingencies are inherently unpredictable, and the assessments of the value can involve a series of complex judgments

about future events and can rely heavily on estimates and assumptions.

of Future Revenues

Company has entered into transactions, as more fully described in footnote 10, in which it has received funding from investors in exchange

for which it will make payments to those investors based on the level of sales of certain revenue categories, generally based on a percentage

of sales for those certain revenues.

The Company determines whether these agreements constitute sales of future revenues or are in substance

debt based on the facts and circumstances of each agreement, with the following primary criteria determinative of whether the agreement

constitutes a sale of future revenues or debt:

the agreement purport, in substance, to be a sale

the Company have continuing involvement in the generation of cash flows due the investor

the transaction cancellable by either party through payment of a lump sum or other transfer of assets

the investors rate of return implicitly limited by the terms of the agreement

the Company’s revenue for a reporting period underlying the agreement have only a minimal impact on the investor’s rate

the investor have recourse relating to payments due

the event a transaction is determined to be a sale of future revenues, it is recorded as deferred revenue and amortized using the sum-of-the-revenue

In the event a transaction is determined to be debt, it is recorded as debt and amortized using the effective interest method.

As of the date of these financial statements, the Company has determined that all such agreements are debt.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

2014-09, “Revenue from Contracts with Customers (Topic 606)” , supersedes the revenue recognition requirements and

industry specific guidance under Revenue Recognition (Topic 605) .

Topic 606 requires an entity to recognize revenue when it transfers

promised goods or services to customers in an amount that reflects the consideration the entity expects to be entitled to in exchange

for those goods or services.

Topic 606 defines a five-step process that must be evaluated and, in doing so, it is possible more judgment

and estimates may be required within the revenue recognition process than required under existing accounting principles generally accepted

in the United States of America (“U.S.

GAAP”) including identifying performance obligations in the contract, estimating the

amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance

For the year ended February 28, 2026, two customers accounted for 55 % of total revenue and for the year ended February 28,

2025, one customer accounted for 55 % of total revenue (see Note-3).

taxes are accounted for under the asset and liability method.

Deferred tax assets and liabilities are recognized when items of income

and expense are recognized in the financial statements in different periods than when recognized in the tax return.

Deferred tax assets

arise when expenses are recognized in the financial statements before the tax returns or when income items are recognized in the tax

return prior to the financial statements.

Deferred tax assets also arise when operating losses or tax credits are available to offset

tax payments due in future years.

Deferred tax liabilities arise when income items are recognized in the financial statements before

the tax returns or when expenses are recognized in the tax return prior to the financial statements.

Deferred tax assets and liabilities

are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected

to be recovered or settled.

The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the

period that includes the enactment date.

December 22, 2017, the Tax Cuts and Jobs Act (“Tax Act”) was signed into law.

ASC 740, Accounting for Income Taxes requires

companies to recognize the effects of changes in tax laws and rates on deferred tax assets and liabilities and the retroactive effects

of changes in tax laws in the period in which the new legislation is enacted.

The Company’s gross deferred tax assets were revalued

based on the reduction in the federal statutory tax rate from 35% to 21%.

A corresponding offset has been made to the valuation allowance,

and any potential other taxes arising due to the Tax Act will result in reductions to the Company’s net operating loss carryforward

and valuation allowance.

The Company will continue to analyze the Tax Act to assess its full effects on the Company’s financial

results, including disclosures, for the Company’s fiscal year ending February 28, 2026, but the Company does not expect the Tax

Act to have a material impact on the Company’s consolidated financial statements.

agreements are evaluated to determine if they are sales/finance leases meeting any of the following criteria at inception:

of ownership of the underlying asset;

(b) purchase option that is reasonably certain of being exercised;

than a major part of the remaining estimated economic life of the underlying asset;

or (d) if the present value of the sum of lease payments

and any residual value guaranteed by the lessee that has not already been included in lease payments in accordance with ASC 842-10-30-5(f)

equals or exceeds substantially all of the fair value of the underlying asset.

at its inception, a lease meets any of the four lease criteria above, the lease is classified by the Company as a sales/finance;

if none of the four criteria are met, the lease is classified by the Company as an operating lease.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

lease payments are recognized as an expense in the income statement on a straight-line basis over the lease term, whereby an equal amount

of rent expense is attributed to each period during the term of the lease, regardless of when actual payments are made.

This generally

results in rent expense in excess of cash payments during the early years of a lease and rent expense less than cash payments in the

The difference between rent expense recognized and actual rental payments is recorded as deferred rent and included in liabilities.

Distinguishing

Liabilities from Equity

Company relies on the guidance provided by ASC Topic 480, Distinguishing Liabilities from Equity , to classify certain redeemable

and/or convertible instruments.

The Company first determines whether a financial instrument should be classified as a liability.

Company will determine the liability classification if the financial instrument is mandatorily redeemable, or if the financial instrument,

other than outstanding shares, embodies a conditional obligation that the Company must or may settle by issuing a variable number of

its equity shares.

the Company determines that a financial instrument should not be classified as a liability, the Company determines whether the financial

instrument should be presented between the liability section and the equity section of the balance sheet (“temporary equity”).

The Company will determine temporary equity classification if the redemption of the financial instrument is outside the control of the

Company (i.e.

at the option of the holder).

Otherwise, the

Company accounts for the financial instrument as permanent equity.

Our CEO and Chairman holds sufficient shares of

the Company’s voting stock that give sufficient voting rights under the articles of incorporation and bylaws of the Company such

that the CEO and Chairman can at any time unilaterally vote to increase the number of authorized shares of common stock of the Company

without the need to call a general meeting of common shareholders of the Company.

Initial Measurement

The Company records its financial instruments

classified as liability, temporary equity or permanent equity at issuance at the fair value, or cash received.

Subsequent Measurement – Financial Instruments

Classified as Liabilities

The Company records the fair value of its financial

instruments classified as liabilities at each subsequent measurement date.

The changes in fair value of its financial instruments classified

as liabilities are recorded as other income (expenses).

Fair Value of Financial Instruments

ASC Topic 820, Fair Value Measurements and

Disclosures (“ASC Topic 820”) provides a framework for measuring fair value in accordance with generally accepted accounting

ASC Topic 820 defines fair value as the price

that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement

ASC Topic 820 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on

market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions

developed based on the best information available in the circumstances (unobservable inputs).

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

The fair value hierarchy consists of three broad

levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and

the lowest priority to unobservable inputs (Level 3).

The three levels of the fair value hierarchy under ASC Topic 820 are described as

Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that are accessible at the measurement date.

Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Otherwise, the Company accounts for the financial instrument as permanent equity.

CEO and Chairman holds sufficient shares of the Company’s voting stock that give sufficient voting rights under the articles of

incorporation and bylaws of the Company such that the CEO and Chairman can at any time unilaterally vote to increase the number of authorized

shares of common stock of the Company without the need to call a general meeting of common shareholders of the Company.

Company records its financial instruments classified as liability, temporary equity or permanent equity at issuance at the fair value,

or cash received.

Measurement – Financial Instruments Classified as Liabilities

Company records the fair value of its financial instruments classified as liabilities at each subsequent measurement date.

in fair value of its financial instruments classified as liabilities are recorded as other income (expenses).

Value of Financial Instruments

Topic 820, Fair Value Measurements and Disclosures (“ASC Topic 820”) provides a framework for measuring fair value

in accordance with generally accepted accounting principles.

Topic 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction

between market participants at the measurement date.

ASC Topic 820 establishes a fair value hierarchy that distinguishes between (1)

market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s

own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for

identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).

The three levels of the fair value

hierarchy under ASC Topic 820 are described as follows:

1 – Unadjusted quoted prices in active markets for identical assets or liabilities that are accessible at the measurement date.

2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly

or indirectly.

Level 2 inputs include quoted prices for similar assets or liabilities in active markets;

quoted prices for identical or similar assets or liabilities in markets that are not active;

inputs other than quoted prices that are observable for the asset or liability;

quoted prices for identical

or similar assets or liabilities in markets that are not active;

inputs other than quoted prices that are observable for the asset

or liability;

and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 3 – Inputs that are unobservable for the asset or liability.

Measured on a Recurring Basis

The following table presents information about

our liabilities measured at fair value on a recurring basis, aggregated by the level in the fair value hierarchy within which those measurements

3 – Inputs that are unobservable for the asset or liability.

on a Recurring Basis

following table presents information about our assets and liabilities measured at fair value on a recurring basis, aggregated by the

level in the fair value hierarchy within which those measurements fell:

SCHEDULE OF LIABILITIES MEASURED AT FAIR VALUE

Fair Value Measurement Using

Value Measurement Using

February 28, 2026

Investment at cost

Incentive compensation plan payable – revaluation of equity awards payable in Series G shares

compensation plan payable – revaluation of equity awards payable in Series G shares

February 28, 2025

Incentive compensation plan payable – revaluation of equity awards payable in Series G shares

For the incentive compensation plan , the Company

recorded stock based compensation of $ 0 and $ 1,521,000 for the years ended February 28, 2025 and February 29, 2024 with corresponding

adjustments to incentive compensation plan payable.

The carrying amounts of the Company’s financial

assets and liabilities, such as cash, accounts receivable, prepaid expenses and advances, accounts payable and accrued expenses, approximate

their fair values because of the short maturity of these instruments.

Earnings (Loss) per Share

Basic earnings (loss) per share (“EPS”)

is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding

(denominator) during the period.

Diluted EPS give effect to all dilutive potential common shares outstanding during the period using the

treasury stock method and convertible preferred stock using the if-converted method.

In computing diluted EPS, the average stock price

for the period is used to determine the number of shares assumed to be purchased from the exercise of stock options and/or warrants.

Diluted EPS excluded all dilutive potential

shares if their effect is anti-dilutive.

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Basic loss per common share is computed based

on the weighted average number of shares outstanding during the period.

Diluted loss per share is computed in a manner similar to the

basic loss per share, except the weighted-average number of shares outstanding is increased to include all common shares, including those

with the potential to be issued by virtue of convertible debt and other such convertible instruments.

Diluted loss per share contemplates

a complete conversion to common shares of all convertible instruments only if they are dilutive in nature with regards to earnings per

Recently Issued Accounting Pronouncements

Recently Issued Accounting Standards During

In August 2020, the FASB issued ASU 2020-06, Debt

— Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic

Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity .

Under ASU 2020-06, the embedded

conversion features are no longer separated from the host contract for convertible instruments with conversion features that are not required

to be accounted for as derivatives under Topic 815, or that do not result in substantial premiums accounted for as paid-in capital.

Consequently,

a convertible debt instrument will be accounted for as a single liability measured at its amortized cost, as long as no other features

require bifurcation and recognition as derivatives.

The new guidance also requires the if-converted method to be applied for all convertible

The amendments in ASU 2020-06 are effective for public entities, excluding smaller reporting companies as defined, for fiscal

years beginning after December 15, 2021.

For all other entities, the amendments are effective for fiscal years beginning after December

compensation plan payable – revaluation of equity awards payable in Series G shares

the incentive compensation plan , the Company recorded stock based compensation of $ 1,500,000 and $ 1,500,000 for the years ended February

28, 2026 and February 28, 2025 with corresponding adjustments to incentive compensation plan payable.

method of valuation of the incentive compensation plan payable is based on the redemption value of the Series G Preferred Shares.

method of valuation of the Level 3 investment at cost is an independent third party valuation of the common share value of the investment.

carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts receivable, prepaid expenses and advances,

accounts payable and accrued expenses, approximate their fair values because of the short maturity of these instruments.

(Loss) per Share

earnings (loss) per share (“EPS”) is computed by dividing net income (loss) available to common shareholders (numerator)

by the weighted average number of shares outstanding (denominator) during the period.

Diluted EPS give effect to all dilutive potential

common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method.

In computing diluted EPS, the average stock price for the period is used to determine the number of shares assumed to be purchased from

the exercise of stock options and/or warrants.

Diluted EPS excluded all dilutive potential shares if their effect is anti-dilutive.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

loss per common share is computed based on the weighted average number of shares outstanding during the period.

Diluted loss per share

is computed in a manner similar to the basic loss per share, except the weighted-average number of shares outstanding is increased to

include all common shares, including those with the potential to be issued by virtue of convertible debt and other such convertible instruments.

Diluted loss per share contemplates a complete conversion to common shares of all convertible instruments only if they are dilutive in

nature with regards to earnings per share.

Adopted Accounting Pronouncements

2023-07 – Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures

November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures .

amendments require enhanced disclosures about significant segment expenses and other segment items, require disclosure of the title and

position of the chief operating decision maker (“CODM”), explain how the CODM uses reported measures of segment profit or

loss to assess performance and allocate resources, and expand interim disclosure requirements.

The amendments apply to entities with

a single reportable segment as well as entities with multiple reportable segments.

Company adopted ASU 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures , during fiscal 2025.

The standard requires enhanced disclosures regarding segment expenses and CODM information and applies to entities with a single reportable

Adoption of the standard impacted the Company’s segment reporting disclosures only and did not affect its consolidated

financial position, results of operations, or cash flows.

issued accounting pronouncement not yet effective

2024-04—Debt with Conversion and Other Options (Topic 470-20):

Induced Conversions of Convertible Debt Instruments

November 2024, the Financial Accounting Standards Board (“FASB”) issued ASU 2024-04, Debt with Conversion and Other Options

(Subtopic 470-20):

Induced Conversions of Convertible Debt Instruments .

The amendments clarify the requirements for determining whether

certain settlements of convertible debt instruments should be accounted for as induced conversions or as debt extinguishments.

the amended guidance, an induced conversion requires that the inducement offer provide the holder, at a minimum, the consideration issuable

under the existing conversion privileges of the instrument.

amendments are effective for annual reporting periods beginning after December 15, 2025, including interim reporting periods within those

fiscal years.

Early adoption is permitted.

A reporting entity is not permitted to adopt the guidance in an interim period, other than the

first interim period of its fiscal year.

The Company adopted the standard using a modified retrospective approach.

The adjustment to the

Company’s accumulated deficit at March 1, 2024 was $ 4,175,535 with a corresponding adjustment to loans payable.

The Company is currently evaluating the impact that adoption of this guidance will have on

its consolidated financial statements and related disclosures.

2025-05—Financial Instruments—Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract

July 2025, the Financial Accounting Standards Board (“FASB”) issued ASU 2025-05, Financial Instruments—Credit Losses

Measurement of Credit Losses for Accounts Receivable and Contract Assets .

The amendments refine the guidance in ASC

326 related to the measurement of expected credit losses for accounts receivable and contract assets arising from revenue transactions

accounted for under ASC 606.

The update clarifies the application of the current expected credit loss (“CECL”) model to such

assets, including the use of practical expedients and considerations in estimating expected credit losses over the contractual term of

amendments are effective for annual reporting periods beginning after December 15, 2026, including interim periods within those fiscal

years, with early adoption permitted.

The Company is currently evaluating the impact of adopting ASU 2025-05 on its consolidated financial

statements and related disclosures.

REVENUE FROM CONTRACTS WITH CUSTOMERS

Revenue is earned primarily from two sources:

is earned primarily from two sources:

1) direct sales of goods or services and 2) short-term rentals.

Direct sales of goods or services are accounted for under Topic 606, ,

and short-term rentals are accounted for under Topic 842 (which addresses lease accounting and was adopted on March 1, 2019).

As disclosed in the revenue recognition section

of Note 2 – Accounting Polices, the Company adopted Topic 606 in accordance with the effective date on March 1, 2018.

Note 2 includes

disclosures regarding the Company’s method of adoption and the impact on the Company’s financial statements.

Revenue is recognized

on direct sales of goods or services when it transfers promised goods or services to customers in an amount that reflects the consideration

the entity expects to be entitled to in exchange for those goods or services.

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

After adopting Topic 842, also referred to above

in Note 3, the Company is accounting for revenue earned from rental activities where an identified asset is transferred to the customer

and the customer has the ability to control that asset.

The Company recognizes revenue from its device rental activities when persuasive

evidence of a contract exists, the performance obligations have been satisfied, the transaction price is fixed or determinable and collection

is reasonably assured.

Performance obligations associated with device rental transactions are satisfied over the rental period.

periods are short-term in nature.

Therefore, the Company has elected to apply the practical expedient which eliminates the requirement

to disclose information about remaining performance obligations.

Payments are due from customers at the completion of the rental, except

for customers with negotiated payment terms, generally net 30 days or less, which are invoiced and remain as accounts receivable until

The following table presents revenues from contracts

with customers disaggregated by product/service:

Direct sales of goods or services

are accounted for under Topic 606, , and short-term rentals are accounted for under Topic 842 (which addresses lease accounting and was

adopted on March 1, 2019).

disclosed in the revenue recognition section of Note 2 – Accounting Polices, the Company adopted Topic 606 in accordance with the

effective date on March 1, 2018.

Note 2 includes disclosures regarding the Company’s method of adoption and the impact on the Company’s

financial statements.

Revenue is recognized on direct sales of goods or services when it transfers promised goods or services to customers

in an amount that reflects the consideration the entity expects to be entitled to in exchange for those goods or services.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

adopting Topic 842, also referred to above in Note 3, the Company is accounting for revenue earned from rental activities where an identified

asset is transferred to the customer and the customer has the ability to control that asset.

The Company recognizes revenue from its

device rental activities when persuasive evidence of a contract exists, the performance obligations have been satisfied, the transaction

price is fixed or determinable and collection is reasonably assured.

Performance obligations associated with device rental transactions

are satisfied over the rental period.

Rental periods are short-term in nature.

Therefore, the Company has elected to apply the practical

expedient which eliminates the requirement to disclose information about remaining performance obligations.

Payments are due from customers

at the completion of the rental, except for customers with negotiated payment terms, generally net 30 days or less, which are invoiced

and remain as accounts receivable until collected.

following table presents revenues from contracts with customers disaggregated by product/service:

SCHEDULE OF REVENUES FROM CONTRACTS WITH CUSTOMERS

February 28, 2025

February 29, 2024

Device rental activities

Direct sales of goods and services

We lease certain warehouses, and office space.

Direct sales of goods

Company operates as one reportable segment The Chief Executive Officer (“CEO”) serves as the Chief Operating Decision Maker

The CODM evaluates the Company’s performance based on consolidated net income.

This measure aligns with the

Company’s consolidated financial statements and serves as the basis for resource allocation and performance assessment.

of segment assets is reported on the balance sheet as total consolidated assets.

The CODM monitors profitability and strategic growth

initiatives on a consolidated basis, without disaggregating profit or loss into separate operating segments.

The Company determined there

are no significant segment expenses that require a separate disclosure.

The consolidated net income is used to assess overall company

performance, benchmark against industry standards, and identify profitability trends, which guides resource allocation and investment

in expansion and program upgrades.

The CODM also evaluates company performance using operating income.

Operating income provides the

CODM with a focused view of the Company’s profitability excluding the effects of financing activities, tax strategies, and other

non-operating items.

This measure enables the CODM to assess operational efficiency, monitor performance trends, and evaluate the effectiveness

of strategies aimed at revenue generation and cost management.

lease certain warehouses, and office space.

Leases with an initial term of 12 months or less are not recorded on the balance sheet;

we recognize lease expense for these leases on

a straight-line basis over the lease term.

For lease agreements entered into or reassessed after the adoption of Topic 842, we did not

combine lease and non-lease components.

There is no lease renewal.

The depreciable life

of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably

certain of exercise.

Below is a summary of our lease assets and liabilities

at February 28, 2025 and February 29, 2024.

recognize lease expense for these leases on a straight-line basis over the lease term.

For lease agreements entered into or reassessed

after the adoption of Topic 842, we did not combine lease and non-lease components.

is no lease renewal.

The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is

a transfer of title or purchase option reasonably certain of exercise.

is a summary of our lease assets and liabilities at February 28, 2026 and February 28, 2025.

SCHEDULE OF LEASE ASSETS AND LIABILITIES

Classification

February 28, 2025

February 29, 2024

Operating Lease Assets

Current Operating Lease Liability

Noncurrent Operating Lease Liabilities

Noncurrent Operating Lease

Total lease liabilities

As most of our leases do not provide

an implicit rate, we use our incremental borrowing rate of 10 % which for the leases noted above was based on the information

available at commencement date in determining the present value of lease payments.

We compare against loans we obtain to acquire

physical assets and not loans we obtain for financing.

The loans we obtain for financing are generally at significantly higher rates

and we believe that physical space or vehicle rental agreements are in line

with physical asset financing agreements.

CAM charges were not included in operating lease expense and were expensed in general and administrative

expenses as incurred.

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Operating lease cost and rent was $ 240,731 and

$ 260,406 for both the twelve months ended February 28, 2023 and February 29, 2024, respectively.

On December 23, 2022 the Company entered into a Simple Agreement for

Future Equity (SAFE) contract to invest $ 50,000 to acquire shares of a company’s capital stock at a discount.

On June 3, 2024 the

Company acquired a $ 50,000 convertible note receivable from Nightingale Intelligent Systems, Inc., a private Delaware corporation that

provides unmanned aerial vehicles (UAV) for commercial applications.

On January 3, 2025 the

Company exchanged it’s convertible note receivable for :

1,770,840 Series A preferred shares , 15,000 common shares and 165,000

common share warrants.

As most of our leases do not provide an implicit rate, we use our incremental borrowing rate of 10 % which for the leases noted above

was based on the information available at commencement date in determining the present value of lease payments.

We compare against loans

we obtain to acquire physical assets and not loans we obtain for financing.

The loans we obtain for financing are generally at significantly

higher rates and we believe that physical space or vehicle rental agreements are in line with physical asset financing agreements.

charges were not included in operating lease expense and were expensed in general and administrative expenses as incurred.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

lease cost and rent was $ 251,883 and $ 240,731 for both the twelve months ended February 28, 2026 and February 28, 2025, respectively.

December 23, 2022 the Company entered into a Simple Agreement for Future Equity (SAFE) contract to invest $ 50,000 to acquire shares of

a company’s capital stock at a discount.

On June 3, 2024 the Company acquired a $ 50,000 convertible note receivable from Nightingale

Intelligent Systems, Inc., a private Delaware corporation that provides unmanned aerial vehicles

(UAV) for commercial applications.

On January 3, 2025 the Company exchanged it’s convertible note receivable for :

1,770,840 Series

A preferred shares, 15,000 common shares and 165,000 common share warrants.

On February 28, 2025, there was a 10 :1 split .

The Company now holds 177,084 Series A preferred shares , 1,500

common shares and 16,500 common share warrants (at a strike price of $ 0.80 /share).

The Company values the investment at $ 50,000 at February

now holds 177,084 Series A preferred shares, 1,500 common shares and 16,500 common share warrants (at a strike price of $ 0.80 /share).

The Company values the Nightingale Intelligent Systems, Inc.’s shares and warrants

at $ 50,000 bringing total investments at cost to $ 100,000 at February 28, 2026.

REVENUE EARNING DEVICES

Revenue earning devices (RED) consisted of the

earning devices (RED) consisted of the following:

SCHEDULE OF REVENUE EARNING DEVICES

February 28, 2025

February 29, 2024

Revenue earning devices

1 unchanged sentence

( 3,257,668 )

During the year ended February 28, 2025, the Company

made total additions to revenue earning devices of $ 3,398,505 which were transferred from inventory.

There was no permanent impairment

on revenue earning services for the year ended February 28, 2025.

During the year ended February 29, 2024, the Company made total additions

to revenue earning devices of $ 2,166,081 which were transferred from inventory.

The Company wrote- off assets with a value $ 748,243 and

related accumulated depreciation $ 490,295 with a net book value of $ 257,948 as a permanent impairment on revenue devices along with finished

goods inventory on assets not yet deployed of $ 326,180 for a total permanent impairment on revenue earning devices of $ 584,177 .

Depreciation and amortization for the years ended

February 28, 2025, and February 29, 2024, are as follows:

( 2,292,172 )

the year ended February 28, 2026, the Company made total additions to revenue earning devices of $ 2,632,720 which were transferred from

For the year ended February 28, 2026, the Company disposed of assets with a value $ 1,108,776 and related accumulated depreciation

$ 1,037,839 with a net book value of $ 70,937 for zero net proceeds..

the year ended February 28, 2025, the Company made total additions to revenue earning devices of $ 3,398,505 which were transferred from

There was no permanent impairment on revenue earning services for the year ended February 28, 2025.

and amortization for the years ended February 28, 2026, and February 28, 2025, are as follows:

SCHEDULE OF DEPRECIATION AND AMORTIZATION

Depreciation and Amortization RED

Year Ended February 28,

February 29, 2024

and Amortization RED

Cost of Goods Sold

Operating expenses

Total Depreciation and Amortization RED

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Fixed assets consisted of the following:

Total Depreciation and

Amortization RED

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

assets consisted of the following:

SCHEDULE OF FIXED ASSETS

February 28, 2025

February 29, 2024

Machinery and equipment

8 unchanged sentences

accumulated depreciation

During the year ended February 28, 2025, the Company

made additions to fixed assets of $ 23,724 and also additions through inventory transfers of $ 107,836 .

During the year ended February 29, 2024, the Company

made additions to fixed assets of $ 22,165 and also additions through inventory transfers of $ 125,340 and the Company sold a vehicle having

a net book value of $ 4,574 for fair value proceeds of $ 21,000 and recorded a gain on disposal of fixed assets of $ 16,426 .

proceeds were applied to loan payable -related party.

Depreciation and amortization for the years ended

February 28, 2025, and February 29, 2024, are as follows:

the year ended February 28, 2026, the Company made additions to fixed assets of $ 10,863 and also additions through inventory transfers

of $ 55,701 .

For the year ended February 28, 2026, the Company disposed of assets with a value $ 92,466 and related accumulated depreciation

$ 70,154 with a net book value of $ 22,312 for zero net proceeds.

the year ended February 28, 2025, the Company made additions to fixed assets of $ 23,724 and also additions through inventory transfers

of $ 107,836 .

and amortization for the years ended February 28, 2026, and February 28, 2025, are as follows:

SCHEDULE OF DEPRECIATION AND AMORTIZATION IN OPERATING EXPENSES

Depreciation and Amortization

February 28, 2025

February 29, 2024

and Amortization

Revenue earning devices

Total Depreciation and Amortization included in operating expenses

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Total Depreciation and

Amortization included in operating expenses

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

DEFERRED VARIABLE PAYMENT OBLIGATION

On February 1, 2019 the Company entered into an

agreement with an investor whereby the investor would pay up to $ 900,000 in exchange for a perpetual 9 % rate payment (Payments) on the

Company’s reported quarterly revenue from operations excluding any gains or losses from financial instruments (Revenues).

29, 2020 the investor has advanced the full $ 900,000 .

On May 9, 2019 the Company entered into two similar

arrangements with two investors:

The investor would pay up to $ 400,000 in exchange for a perpetual 4 % rate Payment on the Company’s reported quarterly Revenues.

February 1, 2019 the Company entered into an agreement with an investor whereby the investor would pay up to $ 900,000 in exchange for

a perpetual 9 % rate payment (Payments) on the Company’s reported quarterly revenue from operations excluding any gains or losses

from financial instruments (Revenues).

At February 29, 2020 the investor has advanced the full $ 900,000 .

May 9, 2019 the Company entered into two similar arrangements with two investors:

investor would pay up to $ 400,000 in exchange for a perpetual 4 % rate Payment on the Company’s reported quarterly Revenues.

At February 29, 2020, $ 400,000 has been paid to the Company.

The investor would pay up to $ 50,000 in exchange for a perpetual 1.11 % rate Payment on the Company’s reported quarterly Revenues.

investor would pay up to $ 50,000 in exchange for a perpetual 1.11 % rate Payment on the Company’s reported quarterly Revenues.

At February 29, 2020, $ 50,000 has been paid to the Company.

These variable payments (Payments) are to be made

30 days after the end of each fiscal quarter.

If the Payments would deplete RAD’s available cash by more than 30%, the Payments

may be deferred for up to 12 months after the quarterly report at an interest rate of 6% per annum on the unpaid amount.

In the event that at least 10% of the assets of

the Company are sold by the Company, the investors would be entitled to the fair market value (FMV) of all future Payments associated

with the assets sold as determined by an independent valuator to be chosen by the investors.

The FMV cannot exceed 30% of the total asset

disposition price defined as the total price paid for the assets plus all future Payments associated with the assets sold.

that the common or preferred shares are sold by the Company to a third party as to effect a change in control, then the investors must

be paid the FMV of all future Payments in one lump payment.

The FMV cannot exceed 30% of the share disposition price defined as the total

price the third party paid for the shares plus the total value of all future Payments.

On November 18, 2019 the Company entered into

another similar arrangement with the (February 1, 2019) investor above whereby the investor would advance up to $ 225,000 in exchange for

a perpetual 2.25 % rate Payment on the Company’s quarterly Revenues (commencing on quarter ending May 31, 2020).

At February 29,

2020 the investor has advanced $ 109,000 and the investor advanced the $ 116,000 remainder as of May 2020.

On December 30, 2019 the Company entered into

another similar arrangement with a new investor whereby the investor would advance up to $ 100,000 in exchange for a perpetual 1.00 % rate

Payment on the Company’s quarterly Revenues (commencing quarter ended November 30, 2020).

At February 29, 2020 the investor has

advanced $ 50,000 with the remainder to be advanced no later than June 30, 2020.

If the total investor advances turns out to be less than

$ 100,000 , this would not constitute a breach of the agreement, rather the 1.00 % rate would be adjusted on a pro-rata basis.

On April 22, 2020 the Company entered into another

similar arrangement with the (first May 9, 2019) investor above whereby the investor would advance up to $ 100,000 in exchange for a perpetual

1.00 % rate Payment on the Company’s quarterly Revenues.

At May 31, 2020 the investor has fully funded this commitment.

On July 1, 2020 the Company entered into a similar

agreement with the first investor whereby the investor would pay up to $ 800,000 in exchange for a perpetual 2.75 % rate payment (Payment)

on the Company’s reported quarterly revenue.

These Payments are to be made 90 days after the fiscal quarter with the first payment

being due no later than May 31, 2021.

If the Payments would deplete RAD’s available cash by more than 20%, the payment may be deferred.

The investor had agreed to pay $100,000 per month over an 8 month period with the first payment due July 2020 and the final payment no

later than February 28, 2021.

As at August 31, 2020 the investor had fully funded the $800,000 commitment

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

On August 27, 2020 the Company and the first investor

referred to above consolidated the three separate agreements of February 1, 2019 for $ 900,000 , November 18, 2019 for $ 225,000 and July

1, 2020 for $ 800,000 into a new agreement for a total of $ 1,925,000 .

This new agreement is for similar terms as the above agreements save

for the following:

the rate payment is revised to 14.25 % payable on revenues commencing the quarter ended August 31, 2020 and the Payments

are secured by the assets of the Company.

This interest may be secured by UCC filing but is subordinated to equipment financing on the

products the Company leases to its customers.

In summary of all agreements mentioned above if

in the event that at least 10 % of the assets of the Company are sold by the Company, the investors would be entitled to the fair market

variable payments (Payments) are to be made 30 days after the end of each fiscal quarter.

If the Payments would deplete RAD’s available

cash by more than 30%, the Payments may be deferred for up to 12 months after the quarterly report at an interest rate of 6% per annum

on the unpaid amount.

the event that at least 10% of the assets of the Company are sold by the Company, the investors would be entitled to the fair market

value (FMV) of all future Payments associated with the assets sold as determined by an independent valuator to be chosen by the investors.

3 unchanged sentences

a change in control, then the investors must be paid the FMV of all future Payments in one lump payment.

The FMV cannot exceed 43.77%

of the share disposition price defined as the total price the third party paid for the shares plus the total value of all future Payments.

As of March 1, 2021 as a result of the amendment with the first investor noted below.

This aggregate asset disposition % was reduced from

43.77 % to 33.77%

The Payments will first become payable on June

30, 2019 (unless otherwise indicated) based on the quarterly Revenues for the quarter ended May 31, 2019 and will accrue every quarter

As of February 28, 2025, the Company has accrued approximately $ 1,901,258 in Payments, of which $ 904,377 is in arrears.

of February 29, 2024, the Company has accrued approximately $ 904,377 in Payments, of which $ 542,176 is in arrears.

No notices have been

received by the Company.

On March 1, 2021 the first investor referred to

above whose aggregate investment is $ 1,925,000 revised his agreements as follows:

The rate payment was reduced from 14.25 % to 9.65 %

The asset disposition % (see below) was reduced from 31 % to 21 %

In consideration for the above changes, the investor

received 40 Series F Convertible Preferred Stock and a warrant to purchase 367 shares of its Series F Convertible Preferred Stock with

a five-year term and an exercise price of $ 1.00 .

During the three months ended May 31, 2021 the warrant holder exercised warrants to acquire

38 shares of Series F Convertible Preferred Stock.

The company attributed a fair value based on recent transactions for the Series F Preferred

stock and warrants of $ 33,015,214 and recorded a loss on settlement of debt with a corresponding adjustment to paid in capital.

The Company retains total involvement in the generation

of cash flows from these revenue streams that form the basis of the payments to be made to the investors under this agreement.

of this, the Company has determined that the agreements constitute debt agreements.

As of February 28, 2025, and February 29, 2024, the

long-term balances other than Payments already owed is the cash received of $ 2,525,000 and $ 2,525,000 , respectively.

For both the years ended February 28, 2025 and

February 29, 2024, the Company has received $ 0 related to the deferred payment obligation as the balance remains $ 2,525,000 at both February

28, 2025 and February 29, 2024.

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

The FMV cannot exceed 30% of

the share disposition price defined as the total price the third party paid for the shares plus the total value of all future Payments.

November 18, 2019 the Company entered into another similar arrangement with the (February 1, 2019) investor above whereby the investor

would advance up to $ 225,000 in exchange for a perpetual 2.25 % rate Payment on the Company’s quarterly Revenues (commencing on

quarter ending May 31, 2020).

At February 29, 2020 the investor has advanced $ 109,000 and the investor advanced the $ 116,000 remainder

as of May 2020.

December 30, 2019 the Company entered into another similar arrangement with a new investor whereby the investor would advance up to $ 100,000

in exchange for a perpetual 1.00 % rate Payment on the Company’s quarterly Revenues (commencing quarter ended November 30, 2020).

At February 29, 2020 the investor has advanced $ 50,000 with the remainder to be advanced no later than June 30, 2020.

If the total investor

advances turns out to be less than $ 100,000 , this would not constitute a breach of the agreement, rather the 1.00 % rate would be adjusted

on a pro-rata basis.

April 22, 2020 the Company entered into another similar arrangement with the (first May 9, 2019) investor above whereby the investor

would advance up to $ 100,000 in exchange for a perpetual 1.00 % rate Payment on the Company’s quarterly Revenues.

At May 31, 2020

the investor has fully funded this commitment.

July 1, 2020 the Company entered into a similar agreement with the first investor whereby the investor would pay up to $ 800,000 in exchange

for a perpetual 2.75 % rate payment (Payment) on the Company’s reported quarterly revenue.

These Payments are to be made 90 days

after the fiscal quarter with the first payment being due no later than May 31, 2021.

If the Payments would deplete RAD’s available

cash by more than 20%, the payment may be deferred.

The investor had agreed to pay $100,000 per month over an 8 month period with the

first payment due July 2020 and the final payment no later than February 28, 2021.

As at August 31, 2020 the investor had fully funded

the $800,000 commitment

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

August 27, 2020 the Company and the first investor referred to above consolidated the three separate agreements of February 1, 2019 for

$ 900,000 , November 18, 2019 for $ 225,000 and July 1, 2020 for $ 800,000 into a new agreement for a total of $ 1,925,000 .

This new agreement

is for similar terms as the above agreements save for the following:

the rate payment is revised to 14.25 % payable on revenues commencing

the quarter ended August 31, 2020 and the Payments are secured by the assets of the Company.

This interest may be secured by UCC filing

but is subordinated to equipment financing on the products the Company leases to its customers.

summary of all agreements mentioned above if in the event that at least 10 % of the assets of the Company are sold by the Company, the

investors would be entitled to the fair market value (FMV) of all future Payments associated with the assets sold as determined by an

independent valuator to be chosen by the investors.

The FMV cannot exceed 43.77% of the total asset disposition price defined as the

total price paid for the assets plus all future Payments associated with the assets sold.

In the event that the common or preferred shares

are sold by the Company to a third party as to effect a change in control, then the investors must be paid the FMV of all future Payments

in one lump payment.

The FMV cannot exceed 43.77% of the share disposition price defined as the total price the third party paid for

the shares plus the total value of all future Payments.

As of March 1, 2021 as a result of the amendment with the first investor noted

This aggregate asset disposition % was reduced from 43.77 % to 33.77%

Payments will first become payable on June 30, 2019 (unless otherwise indicated) based on the quarterly Revenues for the quarter ended

May 31, 2019 and will accrue every quarter thereafter.

As of February 28, 2026, the Company has accrued approximately $ 3,161,727 in Payments,

of which $ 1,901,259 is in arrears.

As of February 28, 2025, the Company has accrued approximately $ 1,901,258 in Payments, of which $ 904,377

is in arrears No notices have been received by the Company.

March 1, 2021 the first investor referred to above whose aggregate investment is $ 1,925,000 revised his agreements as follows:

rate payment was reduced from 14.25 % to 9.65 %

asset disposition % (see below) was reduced from 31 % to 21 %

consideration for the above changes, the investor received 40 Series F Convertible Preferred Stock and a warrant to purchase 367 shares

of its Series F Convertible Preferred Stock with a five 5 -year term and an exercise price of $ 1.00 .

During the three months ended May 31,

2021 the warrant holder exercised warrants to acquire 38 shares of Series F Convertible Preferred Stock.

The company attributed a fair

value based on recent transactions for the Series F Preferred stock and warrants of $ 33,015,214 and recorded a loss on settlement of

debt with a corresponding adjustment to paid in capital.

Company retains total involvement in the generation of cash flows from these revenue streams that form the basis of the payments to be

made to the investors under this agreement.

Because of this, the Company has determined that the agreements constitute debt agreements.

As of February 28, 2026, and February 28, 2025, the long-term balances other than Payments already owed is the cash received of $ 2,525,000

and $ 2,525,000 , respectively.

both the years ended February 28, 2026 and February 28, 2025, the Company has received $ 0 related to the deferred payment obligation

as the balance remains $ 2,525,000 at both February 28, 2026 and February 28, 2025.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

RELATED PARTY TRANSACTIONS

For the years ended February 28, 2025, and February

29, 2024, the Company had net (advances) repayments of ($ 71,927 ) and $ 54,179 , respectively, to its loan payable-related party.

28, 2025, the loan payable-related party was $ 329,365 and $ 257,438 at February 29, 2024.

As of February 28, 2025, included in the balance

due to the related party is $ 190,013 of deferred salary all of which bears interest at 12 %.

As of February 29, 2024, included in the balance

due to the related party is $ 140,013 of deferred salary all of which bears interest at 12 %.

The accrued interest included at February

28, 2025, was $ 51,575 (February 29, 2024 - $ 32,468 ).

During the year ended February 28, 2025, the Company

a net accrual of $ 1,663,833 in deferred compensation for the CEO.

This would bring his annual bonus for the year ended February 28, 2025,

to $ 2.5 million.

For the fiscal year ended February 28, 2025, the Company paid out $ 836,167 to the CEO.

During the year ended February

29, 2024, the Company accrued $ 538,767 in deferred compensation for the CEO.

The Company had already recorded $ 461,233 in bonus compensation

This was all in accordance with a December 2023 board action allowing for $ 1 million of discretionary compensation.

During the years ended February 28, 2025, and

February 29, 2024, the Company accrued 1,500 Series G shares to be issued totaling $ 1,500,000 and 2,000 Series G preferred shares to be

issued totaling $ 2,000,000 , respectively, both per Company resolution.

The Series G preferred shares are redeemable at $ 1,000 per share

and will be issued by the Company at the appropriate time.

The balance of Incentive Compensation Plan Payable at February 28, 2025, was

$ 4,000,000 and the balance February 29, 2024, was $ 2,500,000 .

During the years ended February 28, 2025, and

February 29, 2024, the Company was charged $ 2,541,180 and $ 2,810,839 , respectively in consulting fees for research and development to

a company partially owned by a principal shareholder included in research and development expenses.

The principal shareholder received

no compensation from this partially owned research and development company and the fees were spent on core development projects.

both February 28, 2025, and February 29, 2024, the balance due to this company was $ 76,532 .

OTHER DEBT – VEHICLE LOANS

In December 2016, RAD entered into a vehicle

loan for $ 47,704

secured by the vehicle.

The loan is repayable over 5

years maturing November

9, 2021 , and repayable $ 1,019 per

month including interest and principal.

In November 2017, RAD entered into another vehicle loan secured by the vehicle for $ 47,661 .

The loan is repayable over 5

years, maturing October

24, 2022 and repayable at $ 923

per month including interest and principal.

The principal repayments made were $ 0

for both the year ended February 28, 2022 and February 28, 2021.

Regarding the second vehicle loan, the vehicle was returned at the

end of fiscal 2019 and the car was subsequently sold by the lender for proceeds of $ 21,907

which went to reduce the outstanding balance of the loan.

A loss of $ 3,257

was recorded as well.

A balance of $ 21,578

remains on this vehicle loan at both February 28, 2023 and February 29, 2022.

For the first vehicle loan, the vehicle was retired in

2020, the proceeds of the disposal of $ 18,766

was applied against the balance of the loan with a $ 5,515

gain on the remaining asset value of $ 13,251 .

A balance of $ 16,944

remains on this vehicle loan at both February 28, 2023 and February 28, 2022.

As we received a legal opinion that collection on this

debt is no longer enforceable we wrote off the remaining balances, with a gain on settlement of debt of $ 38,522 .

The remaining

total balances of the amounts owed on the vehicle loans were $ 0

as of February 28, 2025 and February 29, 2024, respectively, of which all were classified as current.

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

the years ended February 28, 2026, and February 28, 2025, the Company had net (advances) repayments of ($ 132,268 ) and ($ 71,927 ), respectively,

to its loan payable-related party.

At February 28, 2026, the loan payable-related party was $ 461,633 and $ 329,365 at February 28, 2025.

As of February 28, 2026, included in the balance due to the related party is $ 285,638 of deferred salary all of which bears interest

As of February 28, 2025, included in the balance due to the related party is $ 190,013 of deferred salary all of which bears interest

The accrued interest included at February 28, 2026, was $ 79,268 (February 28, 2025- $ 51,575 ).

the year ended February 28, 2026, the Company a net repayment of $ 390,744 in deferred compensation for the CEO.

This would bring his

annual bonus for the year ended February 28, 2026, to $ 1.0 million.

For the fiscal year ended February 28, 2025, the Company paid out

$ 1,390,744 to the CEO.

During the year ended February 28, 2025, the Company a net accrual of $ 1,663,833 in deferred compensation for

This would bring his annual bonus for the year ended February 28, 2025, to $ 2.5 million.

For the fiscal year ended February

28, 2025, the Company paid out $ 836,167 to the CEO.

This was all in accordance with a December 2023 board action allowing for $ 1 million

of discretionary compensation.

the years ended February 28, 2026, and February 28, 2025, the Company accrued 1,500 Series G shares to be issued totaling $ 1,500,000

and 1,500 Series G preferred shares to be issued totaling $ 1,500,000 , respectively, both per Company resolution.

The Series G preferred

shares are redeemable at $ 1,000 per share and will be issued by the Company at the appropriate time.

The balance of Incentive Compensation

Plan Payable at February 28, 2026, was $ 5,500,000 and the balance February 28, 2025, was $ 4,000,000 .

the years ended February 28, 2026, and February 28, 2025, the Company was charged $ 2,576,111 and $ 2,541,180 , respectively in consulting

fees for research and development to a company partially owned by a principal shareholder included in research and development expenses.

The principal shareholder received no compensation from this partially owned research and development company and the fees were spent

on core development projects.

As at February 28, 2026, and February 28, 2025, the balance due to this company was $ 160,557 and $ 76,532 ,

respectively.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

LOANS PAYABLE

Loans payable at February 28, 2025 consisted of

the following:

payable at February 28, 2026 consisted of the following:

SCHEDULE OF LOANS PAYABLE

Interest Rate

July 18, 2016

73 unchanged sentences

Promissory note

April 20, 2023

October 31, 2026

11 unchanged sentences

Purchase Agreement

July 26, 2025

July 26, 2026

Promissory note

August 7,2025

August 7,2026

Exchange Agreement

current portion of loans payable

discount on non-current loans payable

Non-current loans payable, net of discount

Promissory note

August 25, 2025

August 25, 2026

Promissory note

August 25, 2025

Future Receivables Purchase and Sale Agreement

September 25, 2025

September 25, 2026

Promissory note

November 6, 2025

November 6, 2026

Promissory note

November 24, 2025

November 24, 2026

Promissory note

December 9, 2025

December 9, 2026

Promissory note

December 17, 2025

September 23, 2026

Business loan

December 22, 2025

December 22, 2026

Convertible note

December 27, 2025

December 27, 2026

Promissory note

January 12, 2026

January 12, 2027

Promissory note

January 27, 2026

January 27, 2027

Promissory note

February 2, 2026

February 2, 2027

Promissory note

February 19, 2026

February 19, 2027

Convertible note

February 24, 2026

February 24, 2027

Promissory note

current portion of loans

( 9,483,914 )

on non-current loans payable

loans payable, net of discount

Current portion of loans payable

discount on current portion of loans payable

Current portion of loans payable, net of discount

on current portion of loans payable

portion of loans payable, net of discount

of February 28, 2026 , all long term debt matures in the fiscal year ending February 29, 2028.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

22 unchanged sentences

1, 2025, to March 1, 2027, with all other terms and conditions remaining the same.

On November 24, 2025, the Company entered into

an exchange agreement where the holder can exchange all or part of the principal and interest of the note into common shares at an

exchange amount of 90 % of the previous 5 day’s lowest bid price.

On February 8, 2026, the holder exchanged $ 192,000 in accrued

interest for 8,000,000 common shares at fair value of $ 320,000 with a loss on settlement of $ 128,000 .

promissory note was issued as part of a debt settlement whereby $ 103,180 in convertible notes and associated accrued interest of

$ 62,425 totaling $ 165,605 was exchanged for this promissory note of $ 165,605 , and a warrant to purchase 80,000,000 shares at an exercise

price of $ .002 per share and a three-year maturity having a fair value of $ 176,000 .

The maturity date was extended from December 10,

price of $ .002 per share and a three-year maturity having a fair value of $ 176,000 .The maturity date was extended from December 10,

2023 to December 10, 2024 on February 29, 2024 and a fee of $ 22,958 was paid and charged to interest expense.

The note is in default.

No notices have been sent.

promissory note was issued as part of a debt settlement whereby $ 235,000 in convertible notes and associated accrued interest of

$ 75,375 totaling $ 310,375 was exchanged for this promissory note of $ 310,375 , and a warrant to purchase 25,000,000 shares at an exercise

price of $ .002 per share and a three-year maturity having a fair value of $ 182,500 .

The Company was charged

a penalty of $ 24,510 which it added the loan with a corresponding adjustment to interest expense.

The Company repaid the loan in

full $ 190,155 with accrued interest of $ 104,046 .

promissory note was issued as part of a debt settlement whereby $ 235,000 in convertible notes

and associated accrued interest of $ 75,375 totaling $ 310,375 was exchanged for this promissory

note of $ 310,375 , and a warrant to purchase 25,000,000 shares at an exercise price of $ .002

per share and a three-year maturity having a fair value of $ 182,500 .

On December 14, 2023,

the parties extended the maturity date from December 14.

2023 date to March 1,2027.

note, with an original principal amount of $ 350,000 , may be pre-payable at any time.

14 unchanged sentences

For the year ended February 28, 2026, the Company recorded amortization expense of $ 138 , with

an unamortized discount of $ 138 at February 28, 2025.

an unamortized discount of $ 0 at February 28, 2026.The loan is fully amortized.

promissory note was issued as part of a debt settlement whereby $ 9,200 in convertible notes and associated accrued interest of $ 6,944

6 unchanged sentences

maturity date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

promissory note was issued as part of a debt settlement whereby $ 79,500 in convertible notes and associated accrued interest of $ 28,925

6 unchanged sentences

the maturity date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

note, with an original principal amount of $ 550,000 , may be pre-payable at any time.

14 unchanged sentences

year ended February 28, 2026, the Company recorded amortization expense of $ 144 , with an unamortized discount of $ 0 at February 28,

On February 11, 2025, the Company repaid $ 162,000 through the issuance of 60,000,000 common shares.

2026.The loan is fully amortized.

Through an exchange agreement on February 11, 2025, the Company repaid $ 162,000 in principal st

through the issuance of 600,000 common shares.

On March 28, 2025 the Company entered into an exchange agreement where the holder

can exchange all or part of the principal and interest of the note into common shares at an exchange amount of 90 % of the previous

5 day’s lowest VWAP price.

On March 5, 2025 the Company repaid $ 150,500 in loan principal as well as $ 275,000 in accrued interest

(all totaling $ 425,500 ) was repaid on March 5, 2025 through the issuance of 1,850,000 common shares at a fair value of $ 444,000 with

a loss on settlement of $ 18,500 .

note, with an original principal balance of $ 1,650,000 , may be pre-payable at any time.

19 unchanged sentences

discount of $ 0 at February 28, 2026.

The loan is fully amortized.

On November 24, 2025, the Company entered into an exchange agreement

where the holder can exchange all or part of the principal and interest of the note into common shares at an exchange amount of 90 %

of the previous 5 day’s lowest bid price.

unsecured note may be pre-payable at any time.

14 unchanged sentences

date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

On March 28, 2025 the Company

entered into an exchange agreement where the holder can exchange all or part of the principal and interest of the note into common

shares at an exchange amount of 90 % of the previous 5 day’s lowest VWAP price.

For the year ended February 28, 2026, the Company

has issued 36,500,000 common shares at fair market value of $ 4,365,500 to repay $ 3,840,500 in accrued interest with a loss on settlement

of debt of $ 525,000 .

note, with an original principal balance of $ 2,750,000 , may be pre-payable at any time.

The note balance includes an original issue discount

of $ 50,000 and was issued with a warrant to purchase 170,000,000 shares at an exercise price of $ 0.064 per share with a 3 -year term and

having a relative fair value of $ 2,035,033 .

The note balance includes an original issue

discount of $ 50,000 and was issued with a warrant to purchase 170,000,000 shares at an exercise price of $ 0.064 per share with a

3 -year term and having a relative fair value of $ 2,035,033 .

The discounts are being amortized over the term of the loan.

After allocating these charges

to debt and equity according to their respective values, a debt discount of $ 2,035,033 with a corresponding adjustment to paid in capital.

The maturity date was extended from June 8, 2022 to June 8, 2024 on February 28, 2022 in exchange for warrants to purchase 85,000,000

at an exercise price of $ .0164 and a 3 year term.

These warrants have a fair value of $ 1,615,000 recorded as interest expense with a

corresponding adjustment to paid in capital recorded in the year ended February 28, 2022.

This note was extended to June 8, 2025.

March 1, 2024, the unamortized relative fair value discount of $ 33,547 was removed with a corresponding adjustment to accumulated deficit.

After allocating

these charges to debt and equity according to their respective values, a debt discount of $ 2,035,033 with a corresponding adjustment

to paid in capital.

The maturity date was extended from June 8, 2022 to June 8, 2024 on February 28, 2022 in exchange for warrants

to purchase 85,000,000 at an exercise price of $ .0164 and a 3 year term.

These warrants have a fair value of $ 1,615,000 recorded

as interest expense with a corresponding adjustment to paid in capital recorded in the year ended February 28, 2022.

This note was

extended to June 8, 2025.

On March 1, 2024, the unamortized relative fair value discount of $ 33,547 was removed with a corresponding

adjustment to accumulated deficit.

A $ 4,121 unamortized discount remained.

For the year ended February 28, 2025, the Company recorded amortization expense of $ 3,157 , with

an unamortized discount of $ 964 at February 28, 2025.

On April 16, 2025, the parties again extended the maturity date from June 8, 2025,

to June 8, 2027, with all other terms and conditions remaining the same.

For the year ended February 28, 2026, the Company recorded

amortization expense of $ 964 , with an unamortized discount of $ 0 at February 28, 2026.

The loan is fully amortized On April 16, 2025,

the parties again extended the maturity date from June 8, 2025, to June 8, 2027, with all other terms and conditions remaining the

On November 24, 2025, the Company entered into an exchange agreement where the holder can exchange all or part of price the

principal and interest of the note into common shares at an exchange amount of 90 % of the previous 5 day’s lowest bid price.

During the period the holder exchanged $ 1,416,000 in accrued interest for 25,000,000 common shares at a fair value of $ 1,680,000

with a loss on settlement of $ 264,000 .

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

loan, with an original principal balance of $ 4,000,160 , was in exchange for 184 Series F preferred shares from a former director.

1 unchanged sentence

The loan is unsecured.

For the year ended February 28, 2025, there were repayments

of $ 36,000 .

During the six months ended August 31, 2025 the Company

repaid $ 420,000 as part of a settlement with the estate of the lender.

A settlement agreement was entered into on April 25,2025 between

the Company and the Estate of the lender whereby the Company will repay a total of $ 420,000 to fully discharge the outstanding loan

balance and accrued interest which totaled $ 4,790,185 .

This settlement agreement was approved by the court on June 5, 2025.

settlement in August 2025, the Company recorded a gain on settlement of debt of $ 4,370,185 .

At February 28, 2026 the outstanding

principal and interest was $ 0 .

note, with an original principal balance of $ 1,650,000 , may be pre-payable at any time.

10 unchanged sentences

expense of $ 8,856 , with an unamortized discount of $ 16,325 at February 28, 2026.

This note was extended to September 14, 2025.

April 16, 2025, the parties again extended the maturity date from September 14, 2025, to September 14, 2027, with all other terms

and conditions remaining the same.

On April 16, 2025, the parties again extended the

maturity date from September 14, 2025, to September 14, 2027, with all other terms and conditions remaining the same.

24, 2025, the Company entered into an exchange agreement where the holder can exchange all or part of the principal and interest

of the note into common shares at an exchange amount of 90 % of the previous 5 day’s lowest bid price.

$ 170,000 note may be pre-payable at any time.

18 unchanged sentences

30, 2025, to August 30, 2027, with all other terms and conditions remaining the same.

On November 24, 2025, the Company entered into

an exchange agreement where the holder can exchange all or part of the principal and interest of the note into common shares at an

exchange amount of 90 % of the previous 5 day’s lowest bid price.

$ 400,000 note may be pre-payable at any time.

21 unchanged sentences

$ 350,000 note may be pre-payable at any time.

The note balance includes an original issue

discount of $ 50,000 .

Principal and interest due at maturity.

Secured by a general security

charging all of the Company’s s present and after-acquired property.

On November 29,

2023, the parties extended the maturity date from October 13, 2023, to March 1, 2025, with

all other terms and conditions remaining the same.

The note balance includes an original issue discount of $ 50,000 .

Principal and interest

due at maturity.

Secured by a general security charging all of the Company’s present and after-acquired property.

29, 2023, the parties extended the maturity date from October 13, 2023, to March 1, 2025, with all other terms and conditions remaining

This note has been fully amortized.

April 16, 2025, the parties again extended the maturity date from March 1, 2025, to March

1, 2027, with all other terms and conditions remaining the same.

October 28, 2022, the Company entered into an loan facility with a lender for up to $ 4,000,000 including an original issue discount

of $ 500,000 .

On April 16, 2025, the parties again extended the maturity date from March 1, 2025,

to March 1, 2027, with all other terms and conditions remaining the same.

October 28, 2022, the Company entered into as secured loan agreement with a lender for up to $ 4,000,000 including an original issue

discount of $ 500,000 .

In exchange the Company will issue one series F Preferred Share, extended 329 series F warrants with a March

maturity to a new October 31, 2033 maturity, and issue up to 10 tranches with each tranche of $ 400,000 , with cash proceeds of $ 350,000

an original issue discount of $ 50,000 , October 31, 2026 maturity, and 61 Series F warrants with a October 31, 2033 maturity.

by a general security charging all of the Company’s present and after-acquired property.

At February 29, 2024 the Company has

issued all 10 tranches totaling $ 4,000,000 as follows:

1, 2026 maturity to a new October 31, 2033 maturity, and issue up to 10 tranches with each tranche of $ 400,000 , with cash proceeds

of $ 350,000 an original issue discount of $ 50,000 , October 31, 2026 maturity, and 61 Series F warrants with a October 31, 2033 maturity.

Secured by a general security charging all of the Company’s present and after-acquired property.

On November 24, 2025, the

Company entered into an exchange agreement where the holder can exchange all or part of the principal and interest of this secured

loan agreement into common shares at an exchange amount of 90 % of the previous 5 day’s lowest bid price.

At February 29, 2024

the Company has issued all 10 tranches totaling $ 4,000,000 as follows:

28, 2022, $ 400,000 loan, original issue discount of $ 50,000 , 61 Series F Preferred Share warrants and 1 Series F Preferred Share

49 unchanged sentences

27 2023, $ 400,000 loan, original issue discount of $ 50,000 , 61 Series F Preferred Share warrants having a relative fair value of $ 261,759 .

On March 1, 2024, the unamortized relative fair value discount of $ 254,487 was removed with a corresponding adjustment to accumulated

On March 1, 2024, the unamortized relative fair value discount of $ 254,487 was removed with six a corresponding adjustment to accumulated

A $ 48,611 unamortized discount remained.

1 unchanged sentence

$ 18,761 , with an unamortized discount of $ 14,657 at February 28, 2026.

November 30, 2023, the Company entered into an agreement where the lender will pay the Company $ 350,000 in exchange for thirteen

future monthly payments of $36,750 commencing on April 30,2024 through to April 30, 2025 totaling $ 477,750 .

The effective interest

rate is 35 % per annum.

Secured by a general security charging all of RAD’s present and after-acquired property.

of 15 % per annum calculated daily on any missed monthly payment.

November 30, 2023, the Company entered into an agreement where the lender will pay the Company

$ 350,000 in exchange for thirteen future monthly payments of $36,750 commencing on April

30,2024 through to April 30, 2025 totaling $ 477,750 .

The effective interest rate is 35 % per

Secured by a general security charging all of RAD’s present and after-acquired

Default rate of 15 % per annum calculated daily on any missed monthly payment and

after original maturity.

The Company has repaid $ 147,000 and $ 53,000 in accrued interest

in July to account for the missed April through to August 2024 payments in agreement with the lender.

The Company have missed the

subsequent monthly payments.

On April 16, 2025, the parties again extended the maturity date from April 30, 2025, to April 30, 2026,

with all other terms and conditions remaining the same.

in July to account for the missed April through to August 2024 payments in agreement with

The Company have missed the subsequent monthly payments.

On April 16, 2025, the

parties extended the maturity date from April 30, 2025, to April 30, 2026, with all other

terms and conditions remaining the same.

On April 30,2026, the parties extended the

maturity to April 30, 2027, with the default rate still applicable after April 30, 2025.

March 8, 2024, the Company entered into another agreement where the lender will pay the Company $ 350,000 in exchange for thirteen

3 unchanged sentences

Secured by a general security charging all of RAD’s present and after- acquired property.

of 15 % per annum calculated daily on any missed monthly payment.

The August 2024 through to May 2025 payments have not been made

but will be resolved with the lender.

No notices have been sent.

August 8, 2024, a Series F preferred shareholder exchanged 20 Series F the preferred shares for a $ 400,000 note payable.

22, 2024 the lender exchanged $ 200,000 of note principal for 57,142,857 common shares.

The common shares were issued in September

On December 16, 2024 the lender exchanged the remaining $ 200,000 of note principal for 76,923,076 common shares.

been fully repaid.

of 15 % per annum calculated daily on any missed monthly payment and after original maturity.

The August 2024 through to August 2025

payments have not been made and the note was not repaid at original maturity.

On August 8, 2025 the parties extended the maturity

to August 8, 2027 , with the default rate still applicable after August 8, 2025.

$ 165,000 note may be pre-payable at any time.

The note balance includes an original issue discount of $ 15,000 .

Principal and interest

due at maturity.

Secured by a general security charging all of RAD’s present and after-acquired property.

The discount was

$ 245,000 note may be pre-payable at any time.

The note balance includes an original issue discount of $ 25,000 .

Principal and interest

due at maturity.

Secured by a general security charging all of RAD’s present and after-acquired property.

The discount was

$ 137,500 note may be pre-payable at any time.

The note balance includes an original issue discount of $ 12,500 .

Principal and interest

due at maturity.

Secured by a general security charging all of RAD’s present and after-acquired property.

The discount was

August 25, 2025, the Company entered into Future Receivables Purchase and Sale Agreement secured by a general security charging all

of RAD’s present and after- acquired property.

The Company received net proceeds of $ 555,671 after fees of $ 29,329 and a financing

fee of $ 222,300 for total fees of $ 251,629 .

The Company must repay $ 807,300 , in weekly payments of 7 % of estimated receipts from

accounts receivables.

The estimated monthly payments will be approximately $ 99,725 .

For the year ended February 28, 2026, the Company

recorded amortization expense of $ 192,422 , with an unamortized discount of $ 59,207 at February 28, 2026.

For the year ended February

28, 2026, the Company has repaid $ 617,348 .

$ 550,000 note may be pre-payable at any time.

The note balance includes an original issue discount of $ 50,000 .

Principal and interest

due at maturity.

Secured by a general security charging all of RAD’s present and after-acquired property.

For the year ended

February 28, 2026, the Company recorded amortization expense of $ 19,988 , with an unamortized discount of $ 30,012 at February 28,

$ 200,000 note may be pre-payable at any time.

The note balance includes an original issue discount of $ 25,000 .

Principal and interest

due at maturity.

Secured by a general security charging all of RAD’s present and after-acquired property.

For the year ended

February 28, 2026, the Company recorded amortization expense of $ 7,665 , with an unamortized discount of $ 17,335 at February 28, 2026.

$ 275,000 note may be pre-payable at any time.

The note balance includes an original issue discount of $ 25,000 .

Principal and interest

due at maturity.

Secured by a general security charging all of RAD’s present and after-acquired property.

For the year ended

February 28, 2026, the Company recorded amortization expense of $ 7,229 , with an unamortized discount of $ 17,771 at February 28, 2026.

$ 450,000 note may be pre-payable at any time.

The note balance includes an original issue discount of $ 50,000 .

Principal and interest

due at maturity.

Secured by a general security charging all of RAD’s present and after-acquired property.

For the year ended

February 28, 2026, the Company recorded amortization expense of $ 10,704 , with an unamortized discount of $ 39,296 at February 28,

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

$ 450,000 note may be pre-payable at any time.

The note balance includes an original issue

discount of $ 50,000 .

Principal and interest due at maturity.

Secured by a general security

charging all of RAD’s present and after-acquired property.

For the year ended February

28, 2026, the Company recorded amortization expense of $ 10,410 , with an unamortized discount

of $ 39,590 at February 28, 2026.

December 17, 2025, the Company entered into a business loan secured by a general security

charging all of RAD’s present and after- acquired property.

The Company received net

proceeds of $ 300,000 after fees of $ 14,000 and a financing fee of $ 91,060 for total fees

of $ 105,060 .

The Company must repay $ 405,060 , in 4 weekly payments of $ 2,276.50 and 36 weekly

payments of $ 10,998.72 .

The loan is personally guaranteed by the CEO.

For the year ended

February 28, 2026, the Company recorded amortization expense of $ 19,478 with an unamortized

discount of $ 85,582 at February 28, 2026.

For the year ended February 28, 2026, the Company

has repaid $ 75,098 .

convertible note that may be redeemed at a premium at any time.

The Company received proceeds of $ 440,000 , with fees of $ 10,000 and

an original issue discount of $ 45,000 .

Principal and interest due at maturity.

For the year ended February 28, 2026, the Company

recorded amortization expense of $ 9,705 , with an unamortized discount of $ 45,295 at February 28, 2026.

After 180 days , the note

and interest is convertible at a conversion price of 80 % of the lowest traded price in the 15 prior trading days.

note may be pre-payable at any time.

The note balance includes an original issue discount of $ 25,000 .

Principal and interest due at maturity.

Secured by a general security charging all of RAD’s present and after-acquired

For the year ended February 28, 2026, the Company recorded amortization expense of $ 4,122 ,

with an unamortized discount of $ 20,878

at February 28, 2026.

$ 330,000 note may be pre-payable at any time.

The note balance includes an original issue

discount of $ 30,000 .

Principal and interest due at maturity.

Secured by a general security

charging all of RAD’s present and after-acquired property.

For the year ended

February 28, 2026, the Company recorded amortization expense of $ 3,864 , with an unamortized

discount of $ 26,136 at February 28, 2026.

$ 170,000 note may be pre-payable at any time.

The note balance includes an original issue discount of $ 20,000 .

Principal and interest

due at maturity.

Secured by a general security charging all of RAD’s present and after-acquired property.

ended February 28, 2026, the Company recorded amortization expense of $ 1,769 , with an unamortized discount of $ 18,231 at February

$ 330,000 note may be pre-payable at any time.

The note balance includes an original issue

discount of $ 30,000 .

Principal and interest due at maturity.

Secured by a general security

charging all of RAD’s present and after-acquired property.

For the year ended

February 28, 2026, the Company recorded amortization expense of $ 1,863 , with an unamortized

discount of $ 28,137 at February 28, 2026.

convertible note that may be redeemed at a premium at any time.

The Company received proceeds of $ 142,500 , with fees of $ 7,500 and

an original issue discount of $ 15,000 .

Principal and interest due at maturity.

For the year ended February 28, 2026, the Company

recorded amortization expense of $ 484 , with an unamortized discount of $ 22,016 at February 28, 2026.

After 180 days , the note and

interest is convertible at a conversion price of 80 % of the lowest traded price in the 15 prior trading days.

$ 170,000 note may be pre-payable at any time.

The note balance includes an original issue

discount of $ 20,000 .

Principal and interest due at maturity.

Secured by a general security

charging all of RAD’s present and after-acquired property.

For the nine months ended

February 28, 2026, the Company recorded amortization expense of $ 188 , with an unamortized

discount of $ 19,812 at February 28, 2026.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

STOCKHOLDERS’ DEFICIT

4 unchanged sentences

board of directors has designated 5,000 shares of Series B Convertible, Redeemable Preferred Stock with a par value of $ 0.001 per share.

As of the date of this report, there are no shares of Series B Preferred Stock outstanding.

The Series B Convertible Preferred Stock

are redeemable at $ 1,200 per share, rank in priority to common stock and common stock equivalents upon liquidation of the Company, have

voting rights on a converted basis and receives quarterly dividends of 8 %.

Each holder may, at any time and from time to time convert

all, but not less than all, of their shares of Series B Convertible, Redeemable Preferred Stock into a number of fully paid and nonassessable

shares of common stock determined by dividing the redemption value by the Conversion Price.

The Conversion price is equal to the lower

of (1) a fixed price equaling the closing bid price of the Common Stock on the trading day immediately preceding the date of the acquisition

As of February 28, 2026 , there are no shares of Series B Preferred Stock outstanding.

The Series B Convertible Preferred Stock are redeemable

at $ 1,200 per share, rank in priority to common stock and common stock equivalents upon liquidation of the Company, have voting rights

on a converted basis and receives quarterly dividends of 8 %.

Each holder may, at any time and from time to time convert all, but not

less than all, of their shares of Series B Convertible, Redeemable Preferred Stock into a number of fully paid and nonassessable shares

of common stock determined by dividing the redemption value by the Conversion Price.

The Conversion price is equal to the lower of (1)

a fixed price equaling the closing bid price of the Common Stock on the trading day immediately preceding the date of the acquisition

of the shares and (2) the lowest traded price of the Common Stock during the ten (10) calendar days immediately preceding, but not including,

44 unchanged sentences

C Convertible, Redeemable Preferred Stock

board of directors has designated 1,000 shares of Series C Convertible, Redeemable Preferred Stock with a par value of $ 0.001 per share.

As of the date of this report, there are 306 shares of Series C Preferred Stock outstanding.

The Series C Convertible Preferred Stock

are redeemable at $ 1,200 per share, rank in priority to common stock and common stock equivalents upon liquidation of the Company, have

voting rights on a converted basis and receives quarterly dividends of 12 %.

Each holder may, after 180 days after issuance, at any time

and from time to time convert all, but not less than all, of their shares of Series C Convertible, Redeemable Preferred Stock into a

number of fully paid and nonassessable shares of common stock determined by dividing the redemption value by the Conversion Price.

Conversion price is equal to the lower of (1) a fixed price equaling the closing bid price of the Common Stock on the trading day immediately

preceding the date of the acquisition of the shares and (2) the lowest traded price of the Common Stock during the ten (10) calendar

days immediately preceding, but not including, the Conversion Date.

Following an event of default,” as defined in the Purchase

Agreement, the Conversion price shall equal the lower of:

board of directors has designated 1,000

shares of Series C Convertible, Redeemable Preferred Stock with a par value of $ 0.001

As of the February 28, 2026, there are 417

shares of Series C Preferred Stock outstanding.

The Series C Convertible Preferred Stock are redeemable at $ 1,200

per share, rank in priority to common stock and common stock equivalents upon liquidation of the Company, have voting rights on a

converted basis and receives quarterly dividends of 12 %.

Each holder may, after 180 days after issuance, at any time and from time to time convert all, but not less than all, of their

shares of Series C Convertible, Redeemable Preferred Stock into a number of fully paid and nonassessable shares of common stock

determined by dividing the redemption value by the Conversion Price.

Conversion price is equal to the lower of (1) a fixed price equaling the closing bid price of the Common Stock on the trading day

immediately preceding the date of the acquisition of the shares and (2) the lowest traded price of the Common Stock during the ten

(10) calendar days immediately preceding, but not including, the Conversion Date.

Following an event of default,” as defined

in the Purchase Agreement, the Conversion price shall equal the lower of:

(a) the then applicable Conversion Price;

or (b) a price per share equaling

eighty five percent (90%) of the lowest traded price for the Company’s common stock during the fifteen (10) Trading Days immediately

preceding, but not including, the Conversion Date.

Each share of Preferred Stock shall be entitled to receive, and the Corporation shall

pay, cumulative dividends of twelve percent (12%) per annum, payable quarterly, beginning on the Original Issuance Date and ending on

the date that such share of Preferred Share has been converted or redeemed.

Dividends may be paid in cash or in shares of Preferred Stock

at the discretion of the Company.

Any dividends that are not paid a shall continue to accrue and shall entail a late fee, which must

be paid in cash, at the rate of 14% per annum or the lesser rate permitted by applicable law which shall accrue and compound daily from

the dividend payment date through and including the date of actual payment in full.

On the one hundred eightieth day following the issue

date of this Preferred Stock the Company shall have the obligation to redeem all outstanding Series Preferred Shares for one hundred

nine and one half percent (109.5%) of the stated value, plus any accrued but unpaid dividends, plus all other amounts due to the Holder

pursuant to the Certificate of Designation and/or any Transaction Documents (“Redemption Date”).

Prior to the Redemption

Date, the Company at its discretion and on three (3) Trading Days’ written notice, may redeem all outstanding Preferred Shares

for one hundred nine and one half percent (109.5%) of the stated value, plus any accrued but unpaid dividends, plus all other amounts

or (b) a price

per share equaling ninety percent (90%) of the lowest traded price for the Company’s common stock during the ten (10) Trading

Days immediately preceding, but not including, the Conversion Date.

share of Preferred Stock shall be entitled to receive, and the Corporation shall pay, cumulative dividends of twelve percent (12%)

per annum, payable quarterly, beginning on the Original Issuance Date and ending on the date that such share of Preferred Share has

been converted or redeemed.

Dividends may be paid in cash or in shares of Preferred Stock at the discretion of the Company.

dividends that are not paid a shall continue to accrue and shall entail a late fee, which must be paid in cash, at the rate of 14%

per annum or the lesser rate permitted by applicable law which shall accrue and compound daily from the dividend payment date

through and including the date of actual payment in full.

On the one hundred eightieth day following the issue date of this

Preferred Stock the Company shall have the obligation to redeem all outstanding Series Preferred Shares for one hundred nine and one

half percent (109.5%) of the stated value, plus any accrued but unpaid dividends, plus all other amounts due to the Holder pursuant

to the Certificate of Designation and/or any Transaction Documents (“Redemption Date”).

Prior to the Redemption Date,

the Company at its discretion and on three (3) Trading Days’ written notice, may redeem all outstanding Preferred Shares for

one hundred nine and one half percent (109.5%) of the stated value, plus any accrued but unpaid dividends, plus all other amounts

due to the Holder pursuant to the Certificate of Designation and/or any Transaction Documents.

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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.

As of February 28, 2026, 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

9 unchanged sentences

board of directors has designated 10,000 shares of Series F Convertible Preferred Stock with a par value of $ 1.00 per share.

date of this report, there are 2,513 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;

As of February

28, 2026 , there are 2,513 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:

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;

(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).

(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).

G Preferred Stock

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of Preferred Stock Activity

B Convertible, Redeemable Preferred Stock (Temporary Equity)

April 27, 2024, in connection with a Share Purchase Agreement the Company created a new class of Series B Convertible Redeemable Preferred

Shares with 5,000 authorized shares.

exchange for 300 Series B Convertible Redeemable Preferred Shares , the Company received gross proceeds of $ 300,000 with net

proceeds of $ 278,000 after paying $ 10,000 in legal fees and 12,000 in broker fees both charged against paid in capital.

as a commitment fee the Company issued an additional 20 Series B Convertible Redeemable Preferred Shares, with a fair value of

$ 24,000 charged to paid in capital.

The shares have a redemption value of $ 1,200 per share.

The Company had to redeem one third of

these shares in 30, days and each 30 days thereafter until all the shares are redeemed at 90 days.

The Company had to also pay an 8 %

dividend from issue date to redemption date.

On May 30, June 28 and July 28, 2024 the Company then issued total dividends of 4.32

shares of Series B Convertible Redeemable Preferred Shares having a value of $ 5,188 and, fully redeemed the outstanding 324 Series B

shares for $ 389,189 including deemed dividends of $ 89,189 which represents the redemption value over the purchase cost of the

At February 28, 2025 there were 0 shares outstanding.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

3 unchanged sentences

1,000 authorized shares.

exchange for 306 Series C Convertible Redeemable Preferred Shares , the Company received gross proceeds of $ 306,000 with net proceeds

of $ 278,580 after paying $ 6,000 in legal fees and $ 21,420 in broker fees both charged against paid in capital.

The Company must redeem

the shares at stated capital of 1,200 per share and a 1.09 premium at 180 days after issuance.

The Company recorded the 306 outstanding

shares at its redemption value of $ 402,084 at February 28, 2025, with the offsetting adjustment to paid in capital.

exchange for 306 Series C Convertible Redeemable Preferred Shares (“Series C”), the Company received gross proceeds of $ 306,000

with net proceeds of $ 278,580 after paying $ 6,000 in legal fees and $ 21,420 in broker fees both charged against paid in capital.

Company must redeem the shares at stated capital of 1,200 per share and a 1.095 premium at 180 days after issuance.

The Company recorded

the 306 outstanding shares at its redemption value of $ 402,084 at February 28, 2025, with the offsetting adjustment to paid in capital.

During the year the Company issued 12 % quarterly dividends in 44 Series C shares with a value of $ 58,100 .

The Company failed to redeem

the Series C shares on the August 9, 2025 redemption date and a penalty of 114 Series C shares with a value of $ 149,307 was recorded.

In August 2025 the Company redeemed 95 Series C shares for $ 125,000 including a deemed dividend of $ 29,871 .

In September 2025 the Company

failed to convert a conversion notice of 96 shares.

This conversion was withdrawn inI December 2025 and a new conversion for 85 Series

C shares with a value of $ 111,690 including a dividend of $ 84,690 with a corresponding adjustment to paid in capital .In exchange for

the converted Series C shares , the Company issued 1,994,464 common shares.

In January 2026, the Company failed to convert a conversion

notice of 80 shares.

On March 19, 2026 the Company entered into an agreement with the investor whereby the parties agreed to reduce the

penalty on the September 2025 and January 2026 failed conversion to 133 Series C shares at a value of $175,140 ( The penalty was reduced

from 345 Series C shares to 133 Series C shares) .

The parties agreed on the Series C share balance at February 28, 2026 to be 417 series

In addition the parties agreed to issue an additional 222 Series C shares for proceeds of $200,000 and fees of $22,000.

shares have a redemption value of $291.708.

Also on March 19, 2026 ,the parties agreed to convert 165 Series C shares at a value of $198,000

for 13,550,625 common shares.

At February 28, 2026 and February 28, 2025 there are 417 and 306 outstanding Series C shares .

F Convertible Preferred Stock

4 unchanged sentences

F Preferred Stock Activity:

the year ended February 28, 2026 Series F shareholders there was no activity.

the year ended February 28, 2025 Series F shareholders had the following activity:

Series F preferred shareholder exchanged 20 Series F preferred shares for a $ 400,000 note

Series F preferred shareholder exchanged 20 Series F preferred shares for a $ 400,000 note payable.

(see Note 11).

The Company record an adjustment to the par value of the shares of

$ 20 , paid -in capital for the carrying value of the shares of $ 65,793 with the remaining

The Company record

an adjustment to the par value of the shares of $ 20 , paid -in capital for the carrying value of the shares of $ 65,793 with the remaining

amount of $ 334,187 a deemed dividend.

the year ended February 29, 2024 Series F shareholders had the following activity:

total of 244 Series F Preferred Stock Warrants issued along with debt to a lender.

both February 28, 2026 and February 28, 2025 there are 2513 outstanding Series F preferred stock.

Series F Preferred Stock

2 unchanged sentences

SUMMARY OF PREFERRED STOCK WARRANT ACTIVITY

Number of Series F Preferred Warrants

Average Exercise Price

Average Remaining Years

Exercise Price

Outstanding at March 1, 2025

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March 19, 2023 from 7,225,000,000 to 10,000,000,000 on August 30, 2023, from 10,000,000,000 to 12,500,000,000 on March 22, 2024., from

12,500,000,000 to 15,000,000,000 on October 4, 2024 and from 15,000,000,000 to 20,000,000,000 on February 21, 2025.

12,500,000,000 to 15,000,000,000 on October 4, 2024 from 15,000,000,000 to 20,000,000,000 on February 21, 2025, from 20,000,000,000 to

23,000,000,000 on July 25, 2025 and from 23,000,000,000 to 27,500,000,000 on October 15, 2025.

Company decreased authorized common shares from 27,500,000,000 to 12,000,000,000 on March 19, 2026.

February 5, 2026, the holders of a majority of the voting power of the Company’s outstanding voting securities executed the written

consent approving a reverse stock split of the Company’s issued and outstanding Common Stock at a ratio of 1-for-100.

shares have been adjusted to reflect this reverse stock split.

of Common Stock Activity

the year ended, February 28, 2026, common shareholders had the following activity:

Company issued 4,979,636,877 common shares with gross proceeds of $ 13,697,245 and net proceeds of $ 13,120,679 after paid issuance

costs of $ 576,565 .

Company issued 50,403,802 common shares with gross proceeds of $ 5,185,344 and net proceeds of $ 4,801,184 after paid issuance costs

of $ 274,161 .

Included in these common shares was a commitment fee of $ 90,000 on the issuance of 1,354,167 shares bringing total fees

to $ 364,161 .

Company issued 71,350,000 common shares in gross proceeds of $ 6,384,000 to repay $ 5,411,000 loans payable and $ 37,500 in accrued

interest with loss on settlement of $ 935,500 .

Company issued 1,994,464 common shares in gross proceeds of $ 111,690 on the conversion of

85 Series C Preferred Shares.

A dividend of $ 84,690 was recorded with a corresponding adjustment

to paid -in capital.

the year ended, February 28, 2025, common shareholders had the following activity:

Company issued 49,796,369 common shares with gross proceeds of $ 13,697,245 and net proceeds of $ 13,120,679 after paid issuance costs

of $ 576,565 .

Included in the net proceeds are $ 418,669 in share proceeds receivable received after year end.

these common shares was a commitment fee of $ 125,000 on the issuance of 43,859,650 shares bringing total fees to $ 701,565 .

Included in these common

shares was a commitment fee of $ 125,000 on the issuance of 43,859,650 shares bringing total fees to $ 701,565 .

Company issued 1,940,659 common shares to repay $ 562,000 loans payable from two different lenders.

the year ended, February 29, 2024, common shareholders had the following activity:

Company issued 3,383,509,359

common shares with gross proceeds of $ 11,282,955 and net proceeds of $ 10,825,895

after issuance costs of $ 457,060 .

Company issued 6,500,000 common shares for services with a fair value of $ 44,460 .

of Warrant and Stock Option Activity

SUMMARY OF WARRANT AND STOCK OPTION ACTIVITY

Weighted Average

Exercise Price

Weighted Average

Remaining Years

4 unchanged sentences

Forfeited and cancelled

( 253,324,212 )

Outstanding at February 28, 2026

2 unchanged sentences

the year ended February 28, 2025 warrant holders had the following activity:

January 27, 2024 warrants to acquire 13,621,790 shares expired.

the year warrants to acquire 2,533,243 shares expired.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

4 unchanged sentences

compensation for options and shares with a corresponding adjustment to additional paid-in capital.

In addition the Company recorded other

stock based compensation of $ 0 and ($ 479,000 ) , respectively with a corresponding adjustment to incentive compensation plan payable, payable

in Series G Preferred shares which have not yet been issued.

In addition for both the years ended

February 28, 2026 and February 28, 2025 the Company recorded other stock based compensation of $ 0 payable in Series G Preferred shares

which have not yet been issued.

of Common Stock Option Activity

of CEO Compensation Grant

April 9, 2021 the Company entered into a renewable Employment Agreement with Chief Executive Officer, Steven Reinharz with a three- year

term under the following terms whereby stock awards will be granted if certain conditions are met:

in any fiscal quarter exceed the total sales in fiscal year 2021 for the first time.

hundred (500) shares of Series G preferred stock.

hundred fifty (150) devices are deployed in the marketplace.

hundred fifty (250) shares of Series G preferred stock.

sales at any point in fiscal year 2022 exceed One Million Dollars ($1,000,000).

hundred fifty (250) shares of Series G preferred stock.

price per share of common stock has increased to and maintains a price of Ten Cents ($0.10) or more for ten (10) days in a thirty

(30) day period.

hundred fifty (250) shares of Series G preferred stock.

price per share of common stock has increased to and maintains a price of Twenty Cents ($0.20) or more for ten (10) days in a thirty

(30) day period.

hundred (500) shares of Series G preferred stock.

RAD 3.0 products are launched into the marketplace by November 30, 2021.

hundred (500) shares of Series G preferred stock.

receives an order for fifty (50) units from a single customer.

hundred (500) shares of Series G preferred stock.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

January 31, 2024 the Company added the following Objective effective March 1, 2022:

any fiscal quarter, attrition , measured by loss of recurring monthly revenue does not exceed 10%

h undred fifty (250) shares of Series G preferred stock.

fair value of the first two awards was obtained through the use of the Monte Carlo method was $ 69,350 with a charge to stock- based compensation

and a corresponding charge to paid in capital.

The fair value of the remaining rewards was determined by calculating the vesting amounts

of each reward and then determining for each reporting period the requisite service rendered and applying that against the cash redemption

value of the number of shares of Series G issuable for each tier in the agreement.

For the period ended February 28, 2025 that amount

totaled $ 0 .

For the period ended February 29, 2024 that amount totaled $ 1,521,000 with a charge to stock-based compensation and a corresponding

charge to incentive compensation plan payable.

For the period ended February 28, 2023 that amount totaled $ 499,500 with a charge to stock-based

compensation and a corresponding charge to incentive compensation plan payable.

April 14, 2021, the Shareholders of Series E Preferred Stock and the Board of Directors of our Company (“Board”) approved

1 unchanged sentence

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 August 14, 2023 the Company further amended

the plan increasing the maximum shares to 200,000,000.

the maximum number of shares applicable to the 2021 Plan from 50,000 to 1,000,0000 On August 14, 2023 the Company further amended the

plan increasing the maximum shares to 2,000,000.

purpose of the 2021 Plan is to promote the success of the Company by authorizing incentive awards to retain Directors, executives, selected

2 unchanged sentences

the granting of stock options, restricted stock, restricted stock units, stock appreciation rights and stock awards.

A total of two hundred

million ( 200,000,000 ) shares of common stock may be issued under the 2021 Plan.

All awards under the 2021 Plan, whether vested or unvested,

are subject to the terms of any recoupment, clawback or similar policy of the Company in effect from time to time, as well as any similar

A total of two million

( 2,000,000 ) shares of common stock may be issued under the 2021 Plan.

All awards under the 2021 Plan, whether vested or unvested, are

subject to the terms of any recoupment, clawback or similar policy of the Company in effect from time to time, as well as any similar

provisions of applicable law, which could in certain circumstances require repayment or forfeiture of awards or any shares of stock or

16 unchanged sentences

57,160 options to purchase shares were forfeited due to employee terminations.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

the year ended February 28, 2025 the Company had the following common stock option activity:

September 1, 2023, the Company as an addition to the afore-mentioned Incentive Stock Option Plan issued 114,217,035 shares to 48

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 $ 593,929

using the Black-Scholes model with assumptions described below:

SCHEDULE OF COMMON STOCK OPTION ACTIVITY ASSUMPTIONS

Fair value of Company’s common stock

Dividend yield

Expected volatility

Risk free interest rate

Expected term (years)

Company recorded $ 74,241 in stock-based compensation on the 2023 plan which represents the current expense over the vesting period.

addition the company recorded $ 198,357 stock based compensation on the 2022 options , so for the year ended February 29, 2024 the Company

recorded a total of $ 272,599 in stock based compensation with a corresponding increase in paid up capital.

the original 2021 plan, options to purchase 24,750 shares were forfeited due to employee terminations.

On the 2023 plan (see below)

39,639 options to purchase shares were forfeited due to employee terminations.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

of Common Stock Option Activity

SUMMARY OF COMMON STOCK OPTION ACTIVITY

Number of Options

Average Exercise Price

Weighted Average Remaining Years

Exercise Price

Outstanding at March 1, 2024

Forfeited, extinguished and cancelled

( 21,275,000 )

Forfeited, extinguished

and cancelled

Outstanding at February 28, 2025

Number of Options

Average Exercise Price

Weighted Average Remaining Years

Exercise Price

Outstanding at March 1, 2025

Forfeited, extinguished and cancelled

( 6,438,934 )

Forfeited, extinguished

and cancelled

Outstanding at February 28, 2026

11 unchanged sentences

June 7, 2024.

This claim is an example of predatory lending practices for which the Company has filed a notice of dismissal in the relevant

jurisdiction.

The Company and its counsel believe the claim is without merit however the courts have mandated mediation, and it appears that the parties may reach a settlement in the near future.

has made no accruals.

March 10, 2021, the Company entered into a 10 year lease agreement for q manufacturing facility at 10800 Galaxie Avenue, Ferndale, Michigan,

The Company and its counsel believe the claim is without merit however the courts have mandated mediation.

After consideration

of business factors the parties executed a settlement agreement in June 2025 with the Company agreeing to pay $ 65,000 with no admission

of wrongdoing.

The Company paid the $ 65,000 on August 1, 2025.

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

TO THE CONSOLIDATED FINANCIAL STATEMENTS

March 10, 2021, the Company entered into a 10 year lease agreement for a manufacturing facility at 10800 Galaxie Avenue, Ferndale, Michigan,

48220, commencing on May 1, 2021 through to April 30, 2031 with a minimum base rent of $ 15,880 per month.

2 unchanged sentences

The Company paid a security deposit of $ 15,880 .

September 30, 2021, the Company entered into a 3-year lease agreement for a vehicle commencing September 30, 2021 through to September

30, 2024 with a minimum base rent of $ 1,538 per month.

The Company paid a down payment of $ 18,462 .

February 5, 2024, the Company entered into a 3-year lease agreement for a vehicle commencing February 5, 2024 through to February 5,

1 unchanged sentence

The Company paid a down payment of $ 9,357 .

March 11, 2025, the Company entered into a 3-year lease agreement for a vehicle commencing March 11, 2025 through to March 11, 2028 with

a minimum base rent of $ 1,286 per month.

The Company paid a down payment of $ 13,188 .

The Company recorded the right of use asset of $ 53,739

with a corresponding adjustment to operating lease liability.

Company’s leases are accounted for as operating leases.

Rent expense and operating lease cost are recorded over the lease terms

on a straight-line basis.

The weighted average discount rate used was 10 % and the weighted average

remaining lease term at February 28, 2026 was 4.93 years.

Rent expense and operating lease cost are recorded over the lease terms on

a straight-line basis.

Rent expense and operating lease cost was $ 251,883 and $ 240,731 for the years ended February 28, 2026 and February

1 unchanged sentence

SCHEDULE OF MATURITY OF OPERATING LEASE LIABILITIES

Maturity of Lease Liabilities

Lease Liabilities

February 28, 2027

11 unchanged sentences

SCHEDULE OF NET INCOME (LOSS) PER COMMON SHARE

For the Year Ended

the Year Ended

Net loss available to common shareholders

2 unchanged sentences

Effect of common stock equivalents

Less redemption dividend to Series F and Series B preferred shareholders

Less redemption dividend

to Series F and Series B preferred shareholders

Net loss adjusted for common stock equivalents

2 unchanged sentences

Weighted average shares - basic

11,647,673,315

7,080,914,317

Net loss per share – basic

Weighted average shares – diluted

11,647,673,315

7,080,914,317

Net loss per share – diluted

1 unchanged sentence

SCHEDULE OF ANTI-DILUTIVE SHARES OF COMMON STOCK EQUIVALENTS

For the Year Ended

Convertible Class F Preferred Shares

49,722,965,500

the Year Ended

Convertible Series F Preferred

Convertible Series C Preferred Shares

Convertible and exchangeable debt

1,095,380,027

1 unchanged sentence

2,044,574,170

32,362,953,501

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

5 unchanged sentences

SCHEDULE OF INCOME TAX EXPENSES (BENEFIT)

February 28, 2025

February 29, 2024

Total current

5 unchanged sentences

SCHEDULE OF EXPECTED STATUTORY FEDERAL INCOME TAX PROVISION

February 28, 2025

Federal statutory rate

4 unchanged sentences

Change in valuation allowance

February 29, 2024

Federal statutory rate

10 unchanged sentences

SCHEDULE OF COMPONENTS OF DEFERRED TAX ASSETS AND LIABILITIES

February 28, 2025

February 29, 2024

Deferred tax assets:

7 unchanged sentences

( 20,000,000 )

Net deferred tax assets (liabilities)

Net deferred tax

assets (liabilities)

Company has incurred losses since inception, therefore, the Company has no federal tax liability.

24 unchanged sentences

to February 28, 2026 through to filing date,

the Company issued 1,400,000,000 common shares pursuant to a share purchase agreement for gross proceeds of $ 2,231,505 , issuance costs

of $ 96,435 and cash proceeds of $ 2,135,070 .

The Company issued 435,000,000 shares to a lender to settle $ 738,000 in principal and $ 37,500 in accrued interest totaling $ 775,500 ,

pursuant to exchange agreements with the lender.

on May 27, 2025 the Company entered into an Amended Equity Financing Agreement whereby an investor shall invest up to $30,000,000 over

the course of twenty four (24) month at a purchase price of eighty percent (80%) of the lowest trade price in the 9 day preceding period.

If the average Closing Price for the Common Stock during the three (3) trading days preceding a purchase is equal to or greater than

one cent ($.01) per share, the applicable purchase price shall equal eighty five percent (85%) of the lowest trade price in the 9 day

the Company issued 36,786,492 common shares pursuant to a share purchase agreement for gross proceeds of $ 900,871 , issuance costs of

$ 77,391 and cash proceeds of $ 823,480 .

Company issued 39,000,000 shares to a lender to settle $ 745,900 , pursuant to exchange agreements

with the lender.

Series C Preferred Shareholder converted 298 Series C preferred shares at a value of $ 391,572

for 24,473,250 common shares

May 4 2026 the Company entered into an Equity Financing Agreement whereby an investor shall

invest up to $10,000,000 over the course of thirty-six (36) month at a purchase price of

eighty-seven percent (87%) of the average of the three lowest bid trade price in the 10 day

preceding period.

Following an up-list to the NASDAQ or an equivalent national exchange by the Company, the purchase price shall equal

ninety percent (90%) of the lowest Volume Weighted Average Price (“VWAP”) for the Common Stock during the 9 day preceding

period subject to a floor of $2.00 per share, below which the Company shall not be required to sell shares.

In conjunction with the above

agreement, the Company entered into a Registration Rights Agreement.

In conjunction with the above agreement, the Company entered into a Registration

Rights Agreement.

March 12, 2026 the Company issued a promissory note to a lender for $ 170,000 with cash proceeds

of $ 150,000 and an original issue discount of $ 20,000 .

The loan bears interest at 15 % compounding

annually, matures in 1 year and has a general security charging all of the Company’s

present and after-acquired property.

March 19, 2026 the Company entered into a memorandum of understanding whereby the outstanding

Series C Preferred Shares were adjusted to 417 Series C Preferred Shares.

The memorandum

reduced penalties that were added after the Company refused conversions .

The reduction amounted

to 212.16 Series C Preferred Shares or a stated value of $ 254,492 .

In exchange, the Company

agreed to proceed with the present conversion of 165 Series C Preferred shares for 13,550,625

common shares and issue 222 new Series C shares with a redemption value of $ 291,708 in exchange

for net proceeds of $ 200,000 .

March 25, 2026, the Company issued a convertible, redeemable note to a lender for $ 110,000

with cash proceeds of $ 95,000 , an original issue discount of $ 10,000 , and $ 5,000 for fees.

The loan bears interest at 12 %, the note is redeemable by the Company at any time subject

to a premium ranging from 110 % to 140 % if redeemed within the first 180 days of the note

The note matures in 1 year and converts after 180 days at 80 % of the lowest trading price

15 trading days prior to the conversion date.

March 25, 2026, the Company issued a convertible, redeemable note to a lender for $ 630,000

with cash proceeds of $ 595,000 , an original issue discount of $ 30,000 , and $ 5,000 for fees.

The loan bears interest at 12 %, the note is redeemable by the Company at any time subject

to a premium ranging from 110 % to 140 % if redeemed within the first 180 days of the note.

The note matures in 1 year and converts after 180 days at 20 % of the lowest trading price

15 trading days prior to the conversion date.

A refundable commitment fee of 14.1 million

common shares was issued, but is returnable if the loan plus accrued interest is paid back

by May 5, 2026.

On May 5, 2026, the Company repaid in full, principal and interest of $ 638,492

and the 14.1 million commitment fee shares were returned.

April 20, 2026, the Company issued a convertible note to a lender for $ 277,778 with cash

proceeds of $ 250,000 , an original issue discount of $ 27,778 , and $ 5,000 for fees.

bears interest at 12 %, and the note matures in 1 year.

If the loan is prepaid, one year’s

full interest of $ 33,333 is due.

The note converts at any time at 75 % of the lowest closing

trading price 10 trading days prior to the conversion date.

Interest is payable in common

shares at either the redemption date or maturity.

A commitment fee of 5 million common shares

at a fair value of $ 164,500 was issued.

April 20, 2026, the Company issued a convertible, redeemable note to a lender for $ 257,000

with cash proceeds of $ 250,000 and $ 7,000 for fees.

The loan bears interest at 10 %, the note

is redeemable by the Company at any time subject to a premium ranging from 120 % to 125 % if

redeemed within the first 180 days of the note.

The note matures on January 15, 2027 , and

converts after 180 days at 65 % of the lowest trading price 10 trading days prior to the conversion

May 1, 2026, the Company issued a convertible, redeemable note to a lender for $ 157,000 with

cash proceeds of $ 150,000 and $ 7,000 for fees.

The loan bears interest at 10 %, the note is

redeemable by the Company at any time subject to a premium ranging from 120 % to 125 % if redeemed

within the first 180 days of the note.

The note matures on January 15, 2027 , and converts

after 180 days at 65 % of the lowest trading price 10 trading days prior to the conversion

May 4, 2026, the Company issued a convertible, redeemable note to a lender for $ 700,000 with

cash proceeds of $ 630,000 and an original issue discount of $ 70,000 .

The loan bears interest

at 12 %, and the note matures in 1 year.

The note must be redeemed in monthly instalments

of 10 % of outstanding principal plus accrued interest commencing 60 days after issuance.

The note is convertible after 180 days at 65 % of the lowest closing trading price 10 trading

days prior to the conversion date.

A commitment fee of 1.25 million common shares at a fair

value of $ 28,750 was issued.

May 29, 2026 the Company issued a promissory note to a lender for $ 225,000 with cash proceeds

of $ 200,000 and an original issue discount of $ 25,000 .

The loan bears interest at 15 % compounding

annually, matures in 1 year and has a general security charging all of the Company’s

present and after-acquired property.

June 3, 2026, the Company issued a convertible, redeemable note to a lender for $ 230,000

with cash proceeds of $ 200,000 an original issue discount of $ 23,000 and $ 7,000 for fees.

The loan bears interest at 6 %, the note is redeemable by the Company at any time subject

to a premium ranging from 105 % to 140 % if redeemed within the first 180 days of the note.

The note matures on June 3, 2027 , and converts after 180 days at 65 % of the lowest trading

price 20 trading days prior to the conversion date, including the conversion date.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures