Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered sales of equity securities
On August 12, 2024, the Company issued 15,000 shares
of Common Stock to a vendor as part of their fees in exchange for services. The fair value of the Common Stock at the date of issuance
was $2.23 per share. The stock-based compensation expense related to this Common Stock issuance was $33,450.
The offers, sales, and issuances of the securities
described above were deemed to be exempt from registration under the Securities Act in reliance on Section 4(a)(2) of the Securities Act
and/or Regulation D promulgated thereunder as transactions by an issuer not involving a public offering, as applicable. The recipients
of securities in each of these transactions acquired the securities for investment only and not with a view to or for sale in connection
with any distribution thereof and appropriate legends were affixed to the securities issued in these transactions. Each of the recipients
of securities in these transactions was an accredited or sophisticated person and had adequate access, through employment, business or
other relationships, to information about the Company.
Other than equity
securities issued in transactions disclosed above and on our Current Reports on Form 8-K filed with the SEC on October 22, 2024, October
24, 2024 and October 29, 2024, there were no unregistered sales of equity securities during the period.
Item 3. Defaults Upon Senior Securities
None
Item 4. Mine Safety Disclosures
None
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