Item 2. Unregistered Sales of Equity Securities
Item
2. Unregistered Sales of Equity Securities and Use of Proceeds
During
the quarter ended September 30, 2024, the Company issued 22,266 shares of common stock for services valued at $97,300.
The
Company relied upon the exemption from registration contained in Rule 506(b) and Section 4(a)(2) of the Securities Act, and corresponding
provisions of state securities laws, on the basis that (i) offers were made to a limited number of persons, including prospective investors
and existing debt holders, (ii) each offer was made through direct communication with the offerees by the Company, (iii) each of the
offerees, which included three directors of the Company, had the requisite sophistication and financial ability to bear risks of investing
in the Company’s common stock, (iv) the Company provided disclosure to the offerees, and (v) there was no general solicitation
and no commission or remuneration was paid in connection with the offers.
Item
3. Defaults Upon Senior Securities.
None.
Item
4. Mine Safety Disclosures.
Not
applicable.
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