What changed in this filing

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Item 1. Business

2026-03-30 compared with 2025-03-31 · 286 added, 188 removed, 3 unchanged (99% of the section changed)

General Enterprise Ventures, Inc., (“GEVI,” “we,” “us,” or the “Company”) was originally incorporated in Nevada on March 14, 1990.

Our offices are located at 1740H Del Range Blvd., Suite 166, Cheyenne, Wyoming 82009.

Our telephone number is (800) 401-4535.

Our websites are www.generalenterpriseventures.com and www.mightyfirebreaker.com.

We do not incorporate the information on or accessible through our website into this Annual Report, and you should not consider any information on, or that can be accessed through, our website a part of this Registration Statement.

We are an environmentally sustainable flame retardant and flame suppression company for the residential home industry throughout the United States.

On January 3, 2022, the Company formed Mighty Fire Breaker, LLC, an Ohio limited liability company (“MFB Ohio”), to acquire all the intellectual property of Mighty Fire Breaker, LLC, a California limited liability company (“MFB California”), which was owned by Stephen Conboy, in connection with the flame retardant and flame suppression segments of the environmental industry, including patents and patents pending.

The genesis of this transaction was that Mr.

Conboy, while having the technical expertise in the flame retardant and flame suppression industry, lacked the financial ability and business acumen to take his vision to market.

Conboy was introduced to the Company by Vincent Risalvato, during September 2021.

During discussions with Mr.

Conboy, the Company realized that its general business acumen and financial ability could help Mr.

Conboy realize his vision, and so the Company and Mr.

Conboy negotiated the terms and conditions of a purchase agreement.

On April 13, 2022, the transaction between the Company, MFB Ohio and MFB California closed.

The transaction consideration to the equity holders of MFB California was 1,000,000 shares of the Series C Convertible Preferred Stock of the Company with a value at closing of $4,200,000, and a 10% royalty on gross sales before taxes of the MFB Ohio family of products.

The Company and Mr.

Conboy entered into a Consulting Agreement on January 26, 2025 (the “Consulting Agreement”), with an effective date of March 1, 2025.

Section 2(c) of the Consulting Agreement provides the Company the right but not the obligation, at any time upon written notice to Mr.

Conboy, to purchase the royalty from Mr.

Conboy for the amount of $7,500,000.

The purchase agreement also states that Mr.

Conboy is entitled to one seat on the Board of Directors.

As of the date of this Annual Report, Mr.

Conboy has not exercised his right to appoint a member of the Board of Directors of the Company.

Our current products are MFB31- CitroTech ™ , which is utilized in wildfire defense, and MFB34-CitroTech ™ , which is used to treat lumber to inhibit fire and mold.

We are developing a coating to treat lumber during manufacture prior to distribution.

Our products are sustainable, because they are made of food-grade ingredients derived from corn, fruits and other renewable sources.

Our current customer base is comprised of homeowners and fire departments in 11 western states.

Our product is used in the residential home industry, including individual homeowners, developers and other third parties.

Homeowners and commercial customers use our products to proactively spay wood framing during construction to treat the property prior to the occurrence of fires.

We install systems to deploy our product remotely to provide a buffer zone around properties to prevent combustion.

Fire Departments use our product to proactively spray around controlled burns and areas that traditionally have active wildfire risk to prevent expansion of the burn area.

Stephen Conboy, who founded MFB California, has been in the lumber business for over 30 years.

Approximately 10 years ago, he realized that residential and commercial fires, as well as wildfires, would not cease for the foreseeable future.

Conboy understood that, even if lumber was treated, it was toxic by nature and this toxicity is harmful to humans and the environment.

He realized that there was a market, and most importantly a need, for a product that was capable of fire suppression and being a fire retardant while also being the safest for the environment and for human beings.

Conboy set out to develop a formula for a product that would meet these requirements.

During the course of research and development, Mr.

Conboy formed MFB California and contributed numerous patents toward development of a green product line that was envisioned many years ago.

That product is CitroTech.

Since MFB Ohio acquired the MFB California portfolio of intellectual property, Company management has continued to develop many formulations to achieve the vision.

Prior to the acquiring the portfolio of intellectual property, neither Mr.

Ralston nor MFB Ohio had a prior relationship with Mr.

Subsequent to the acquisition of the portfolio of intellectual property, Mr.

Conboy has remained involved with the Company as a technical consultant, and sales and marketing.

Conboy is not an employee nor member of Company management.

Conboy’s services as a technical consultant include supervision of product blending at the Company’s facilities according to the formulas developed by Mr.

Conboy, and development of new products and formulas as Chief Technology Officer, which position has been formalized pursuant to his Consulting Agreement with the Company.

In addition, under sales and marketing, Mr.

Conboy utilizes his network in the fire retardant and flame suppression industry to make introductions to prospective customers and strategic relationships for the Company.

For these consulting services, beginning March 1, 2025, Mr.

Conboy will receive a month fee of $35,000.

In addition, the Company has been recognized for its achievement.

These recognitions and achievements, including twice receiving the EPA Safer Choice award and being the first and only EPA recognized fire retardant (safe for the environment), awarded UL GreenGuard Gold status (demonstrates minimal impact on the indoor environment in the long period), and adoption by fire departments throughout the State of California.

In this case, being EPA recognized is being an EPA Safer Choice recipient, which includes a Partnership Agreement between the EPA and MFB Ohio dated August 26, 2022 (the “EPA Partnership Agreement”).

Under the EPA Partnership Agreement, MFB Ohio agreed to participate in Safer Choice's surveillance and auditing program.

The program consists primarily of annual desk audits and triennial on-site audits pursuant to the Safer Choice Standards.

The terms and provisions of the EPA Partnership Agreement sunset three years from the date of the agreement, unless the parties renegotiate and renew a partnership agreement prior to the expiration date.

After the Company’s acquisition of MFB California’s technology, the patent portfolio and technology will be expanded into areas that benefit from an environmentally safe product disrupting a market previously thought of as toxic and carcinogenic.

MFB Ohio has developed and is in the initial phases of marketing wood coatings using its safe, environmentally friendly technology.

MFB is also currently deploying Proactive Wildfire Defense Systems on residential and commercial properties.

MFB installs self-contained sprinkler systems utilizing its patented MFB 31 CitroTech ™ product that are proactively deployed in advance of wildfires thereby reducing the risk to the structures protected by the systems.

Wildfire insurance is a significant problem in eleven western states.

The Company is working with insurance companies to reduce the risk and allow properties to be insured in the Wilderness Urban Interface, a zone of transition between wilderness and developed land where built environment meets natural environment at greater risk of catastrophic wildfires.

There is a wildfire base insurance shortage in 11 western states.

In those states, policies are not being written on new construction or renewal of existing policies (resulting in cancelation of current polices).

MFB is working with a large insurance broker to offer insurance to our customers when installing a MFB, proactive wildfire defense system.

The insurance policies are being underwritten by large name insurance companies.

MFB Ohio is now in the proof-of-concept phase and developing revenues in the various markets.

Our management is comprised of two individuals, Joshua Ralston, who is our President, Chief Executive officer, Chief Financial Officer and Chairman of the Board of Directors, and Stephen Conboy, who is the Chief Technology Officer.

Corporate History

Ultronics Corporation (the “UC”) was incorporated under the laws of the State of Nevada on March 14, 1990.

UC never had operations and was formed to investigate potential companies that would be interested in merging with it.

On December 21, 2004, UC formed a subsidiary, Ultronics Acquisition Corporation (“UAC”) for the purpose of facilitating an agreement and plan of merger.

UAC was incorporated in the State of Nevada.

On December 23, 2004, UC, UAC and General Environmental Management, Inc.

(“GEM”) entered into an Agreement and Plan of Merger whereby UAC would be merged into GEM (“Merger”) with GEM to be the surviving corporation.

On February 14, 2005, a Certificate of Merger was filed in Delaware;

however, there is no evidence of a Certificate of Merger being filed in Nevada.

As such, GEM did not cease to exist in Nevada.

The acquisition was treated as a reverse merger with GEM deemed to be the accounting acquiror, and UAC the legal acquiror.

UAC’s name was changed to General Environmental Management, Inc.

(the “Company”) on March 16, 2005.

On March 10, 2006, the Company entered into an Agreement with K2M Mobile Treatment Services, Inc.

of Long Beach, California (“K2M”), a privately held company, pursuant to which the Company acquired all of the issued and outstanding common stock of K2M.

On August 31, 2008, the Company entered into an agreement with Island Environmental Services, Inc.

of Pomona, California (“Island”), a privately held company, pursuant to which The Company acquired all of the issued and outstanding common stock of Island, a California-based provider of hazardous and non-hazardous waste removal and remediation services to a variety of private and public sector establishments.

On November 6, 2009, the Company entered into a Stock Purchase Agreement (“CLW Agreement”) with United States Environmental Response, LLC, a California limited liability company pursuant to which the Company purchased all of the issued and outstanding capital stock of California Living Waters, Incorporated (“CLW”), a privately held company.

CLW owned all of the issued and outstanding capital stock of Santa Clara Waste Water Company (“SCWW”) a California corporation.

CLW's only operating subsidiary was SCWW.

On November 25, 2009, the Company entered into an Agreement with Luntz Acquisition (Delaware), LLC.

(“Buyer”) pursuant to which the Company sold to Luntz all of the issued and outstanding stock of the Company's primary operating subsidiaries for cash (the “Sale”).

On February 26, 2010, after approval of the transaction by the Company’s shareholders at a special meeting held on February 19, 2010, the Company completed the sale of the entities created out of GEM DE.

The net cash proceeds from the transaction were used by the Company to retire senior debt and other obligations of the Company.

The Company was not merged out of Nevada pursuant to this transaction.

Subsequent to the Luntz transaction, the Company’s revenues and expenses, operations, assets and liabilities were discontinued from February 2010 until January 2021.

On March 19, 2019, Small Cap Compliance, LLC was awarded custodianship of the Company by the Eighth Judicial District Court of Nevada.

On May 19, 2019, the Company was revived in Nevada.

On May 30, 2019, the custodian filed an Amendment to the Designations of the Series A Convertible Preferred Stock of the Company and filed a Custodian’s Certification of Amendment certifying the same.

On January 15, 2021, the Company filed a Certificate of Conversion from a Non-Delaware Corporation to a Delaware Corporation, and the associated Certificate of Incorporation, to become a corporation in Delaware.

Delaware recognized this domestication of the Company.

On March 31, 2021, the Company formed General Entertainment Ventures, Inc.

(“GEVI”) in Delaware as a wholly owned subsidiary of the Company.

The purpose of the formation of GEVI was to merge the Company into GEVI pursuant to Section 251(g) of the General Corporation Law of the State of Delaware.

On April 10, 2021, after approval by the board of directors and shareholders of the Company, the Company was merged into GEVI pursuant to an Agreement and Plan of Merger dated as of the same date.

GEVI is the accounting and legal acquiror of the Company.

On June 3, 2021, after approval by the board of directors and shareholders of the Company, the Company was redomiciled to the State of Wyoming.

On October 11, 2021, after approval by the board of directors and shareholders of the Company, the Company was renamed General Enterprise Ventures, Inc., in the State of Wyoming.

Change of Control

On March 17, 2025, Josh Ralston transferred ownership of 10,000,000 shares of the Series A Convertible Preferred Stock of the Company to TC Special Investments, LLC, which entity is beneficially owned and controlled by Theodore Ralston, making Mr.

Ralston the Majority Voting Shareholder.

Series C Preferred Stock

On March 17, 2025, the Company designated 10,000,000 shares of Series C convertible Preferred Stock (“Series C Preferred Stock”), par value $0.0001.

The Series C Preferred Stock is convertible into twenty (20) shares of Common Stock for each share of Series C Preferred Stock at the option of the stockholder.

The Series C Preferred Stock does not have voting rights and is not eligible to receive dividends.

Corporate changes

The genesis of this transaction was that Mr.

Conboy, while having the technical expertise in the flame retardant and flame suppression industry, lacked the financial ability and business acumen to take his vision to market.

Conboy was introduced to the Company by Vincent Risalvato, during September 2021.

During discussions with Mr.

Conboy, the Company realized that its general business acumen and financial ability could help Mr.

Conboy realize his vision, and so the Company and Mr.

Conboy negotiated the terms and conditions of a purchase agreement.

On April 13, 2022, the transaction between the Company, MFB Ohio and MFB California closed.

The Company and Mr.

Conboy entered into a Consulting Agreement on January 26, 2025 (the “Consulting Agreement”), with an effective date of March 1, 2025.

Section 2(c) of the Consulting Agreement provides the Company the right but not the obligation, at any time upon written notice to Mr.

Conboy, to purchase the royalty from Mr.

Conboy for the amount of $7,500,000.

The purchase agreement also states that Mr.

Conboy is entitled to one seat on the Board of Directors.

As of the date of this Annual Report, Mr.

Conboy has not exercised his right to appoint a member of the Board of Directors of the Company.

On November 20, 2022, the Company.

formed Mighty Fire Breaker UK Limited.

On April 30, 2024, MFB UK was dissolved under the Companies House in the United Kingdom.

The board of directors of the Company determined that it was in the best interest of the Company to focus its business development on its existing markets.

Accordingly, the Company has no current plan to revive the existence of MFB UK.

On June 25, 2024, the Company formed and organized a wholly owned subsidiary, GEVI Insurance Holdings Inc., an Ohio corporation, while the Company contemplates the opportunity to enter the wildfire insurance markets relating to the Company’s flame retardant and flame suppression products.

Effective February 18, 2025, MFB Insurance Company, Inc., a Hawaii corporation formed on February 21, 2025, and wholly-owned subsidiary of GEVI Insurance Holdings Inc.

received approval as a captive insurance company from the Insurance Division of the Department of Commerce and Consumer Affairs of the State of Hawaii.

Current operations

Principal products, services and markets

MFB holds various intellectual property in the form of patents and trademarks in the fields of fire suppression, mapping and tracking of fire retardant dispersion and fire inhibition chemistry and technology.

The Company and MFB have obtained recognitions in this industry, such as being the only two time, EPA Safer Choice award recipient, UL GreenGaurd Gold, and we are in the process of USDA approval.

The fire-retardant market is forecast to be $13.6 billion dollars globally by 2034.

MFB markets home, industrial and commercial proactive fire defense systems directly and in conjunction with large insurance companies, sells products through retailers and wholesalers directly to large users such as fire departments.

CitroTech Inc.

(“CITR,” “we,”

“us,” or the “Company”) is an environmentally sustainable specialty chemical company focused on fire inhibitor

products serving the wildland fire, residential home protection, and wood products industries across the United States and Canada.

fire inhibitor formulations are also sold into the lumber and building materials industry for fire retardant treatment applications.

was originally incorporated under the laws of the State of Nevada on March 14, 1990 and on June 3, 2021 was redomiciled to the State

Our principal offices are located at 6400 S.

Fiddlers Green Circle, Suite 300, Greenwood Village, Colorado 80111.

Our telephone

number is (800) 401-4535, and our email address is info@citrotech.com.

Our website address is www.citrotech.com.

Information contained

on, or accessible through, our website is not incorporated by reference into this annual report and should not be considered part of this

annual report.

Since Mighty Fire Breaker LLC (“MFB

Ohio”) acquired from Mighty Fire Breaker LLC (“MFB California”) the MFB portfolio of intellectual property on April

13, 2022, our management team has continued to develop and refine our product formulations.

The Company has received significant third-party

recognition for these efforts, including twice receiving the EPA Safer Choice designation, being the first and only fire inhibitor recognized

by the EPA as safe for the environment, and receiving UL GREENGUARD Gold certification, which reflects minimal impact on indoor air quality

from toxic smoke over extended exposure.

Our products have been adopted by fire departments throughout the State of California.

We are expanding our patent portfolio and

technology platform into additional markets that can benefit from environmentally safe alternatives to legacy fire retardant and fire

retardant-treated wood products.

CitroTech has developed wood coating products utilizing this technology and is in the initial phases

of commercialization.

The Company is also actively deploying proactive

wildfire defense systems on residential and commercial properties under the CitroSafe Systems brand.

CitroSafe Systems are self-contained

sprinkler installations that utilize our patented CitroTech product and are deployed in advance of wildfires to reduce structural risk.

This offering addresses a significant and growing insurance market disruption across eleven western states, where carriers have curtailed

or declined to write wildfire coverage on new construction and existing policies in the Wildland-Urban Interface, the transitional zone

between undeveloped land and built environments that is at elevated risk of catastrophic wildfire loss.

The Company is working with a

large insurance broker to offer insurance coverage to customers who install a CitroSafe proactive wildfire system, with policies underwritten

by established insurance carriers.

This program is currently in the proof-of-concept phase.

Our management team consists

of five individuals:

Bolsen, Chief Executive Officer;

Andrew Hotsko, Chief Operating Officer;

Nanuk Warman, Secretary and Chief

Financial Officer;

Steve Conboy, Chief Technical Officer and Anthony Newton, General Counsel.

Financial Performance

During the years ended December

31, 2025 and 2024, we had revenue of $2,381,407 and $808,372, respectively.

We believe that revenues will increase starting in the summer

of 2026 as wildfire season in the Western United States generally accelerates during dry or drought conditions.

In addition, in early

2026 we began establishing relationships with lumber and building material companies that are using CitroTech to treat wood products to

be Class A rated lumber under an issued Technical Evaluation Report (TER).

We anticipate a moderate increase to our sales, general and

administrative expense during 2026 as we approach new markets.

Business Model

Principal product,

services and markets

We hold various intellectual

property in the form of patents and trademarks related to our CitroTech specialty chemical for fire suppression, mapping and tracking

of fire-retardant dispersion and fire inhibition chemistry and technology.

We have obtained multiple certifications and accreditations

in this industry for our CitroTech product.

We have received the EPA Safer Choice award twice and have been awarded the UL GreenGuard

Gold status (demonstrates minimal impact on the indoor toxic smoke environment in over extended periods).

Future Markets Insights,

a market researcher in Pimpri-Chinchwad, India, projects that the fire-retardant market is forecast to be $13.6 billion dollars globally

CitroTech markets its product primarily to lumber and wood product companies, home, industrial and commercial users, as well

as fire departments.

Distribution methods

MFB ships directly from its Rohnert Park, California facility, and has product available to fulfil orders.The Company’s product is blended in Rohnert Park, California according to the formulas developed by Mr.

Conboy, under his supervision, whereafter the product is either shipped directly to customers of delivered to the regional retailers for direct sale to smaller consumers.

Status of publicly announced product or service

To date, all publicly announced orders have been shipped and delivered, including the San Diego Fire Department, various retailers and system installers.

Competitive business conditions and the Company’s competitive position in the industry

The fire-retardant market has been status quo for many years without significant innovation.

A study at the University of Southern California published in Environmental Science and Technology explained that the fire retardant industry is known for having products containing toxic metals that are not environmentally safe, and are considered not friendly toward humans, wildlife, fish, water, and plants.

MFB’s CitroTech is an all-green fire retardant.

MFB’s product, we believe, will be sold at amounts that can be competitive in many markets, including western states where wildfires occur, and areas of the United States where there is new home construction relating to population growth, such as Florida and Texas.

CitroTech is blended

in Oceanside, California under the supervision of Andrew Hotsko, the company’s Chief Operating Officer, after which the product

is shipped directly to customers.

Competitive business

conditions and the Company’s competitive position in the industry

The fire retardant market

has been status quo for many years without significant innovation.

A study at the University of Southern California published in Environmental

Science and Technology explained that the fire retardant industry is known for having products containing toxic metals that are not environmentally

safe, and are considered not friendly toward humans, wildlife, fish, water, and plants.

CitroTech is the first and currently only EPA

Safer Choice recognized fire inhibitor.

We believe that our product will be sold in amounts that can be competitive in many markets, including

Western States where wildfires occur, and areas of the United States where there is new home construction relating to population growth,

such as Florida and Texas.

Our industry is evolving rapidly and is becoming increasingly competitive.

Competitors, such as Perimeter Solutions, SA have longer operating histories, larger customer bases, greater brand recognition and significantly greater financial, marketing and other resources than we do.

Competitors, such as Perimeter Solutions, SA have adopted, and may continue to adopt, aggressive pricing policies and devote substantially more resources to marketing, website and systems development than we do.

Sources and availability of raw materials

MFB’s raw materials are food grade and readily available from multiple sources.

The Company maintains significant inventory at all times.

Dependence on one or a few customers

Use of fire retardant is spread widely over multiple markets.

There is little likelihood that as the popularity of a green chemistry spreads that there will be a business concentration, until USDA approval is obtained, at which point the U.S.

government could be could a significant customer.

Competitors have longer operating

histories, larger customer bases, greater brand recognition and significantly greater financial, marketing and other resources than we

Competitors have adopted, and may continue to adopt, aggressive pricing policies and devote substantially more resources to marketing,

website and systems development than we do.

The lumber and wood products

industry has long used expensive pressure treatment to make Class A-Rated lumber and building materials.

This includes companies selling

into the pressure treated lumber industry.

We anticipate significant competition from incumbent industry participants as the new CitroTech

treated lumber and building materials are introduced into the market.

Patents, trademarks and licenses and their duration

MFB currently holds 30 granted patents and 26 pending patents.

The granted patents include MFB’s main chemistry and applications.

MFB has 21 trademarks and various copyrights.

Need for government approval of principal products or services.

Use of MFB’s product on government land typically requires USDA approval, which MFB is in the process of obtaining.

Effect of existing or probably government regulations on the business

MFB tracks all proposed regulatory changes and makes commercially reasonable efforts to comply in advance.

MFB consults with retired high-level fire officials who watch for regulatory changes for the benefit of the Company.

MFB also retains experienced legal counsel.

Cost and effects of compliance with environmental laws

All expenses for the USDA application and the EPA recognition have been paid.

MFB’s products are green and EPA recognized, making the only significant maintenance cost the USDA and EPA auditing under its Safe Choice Agreement.

The Company does not have any employees.

The Company has consultants, attorneys, and independent contractors that all perform tasks on behalf of the company.

Risk Factors.

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information under this Item.

Unresolved Staff Comments.

Cybersecurity.

The Company has cloud-based security, and their computers and servers are fire walled.

In addition, the Company does not allow virtual log-in on their computers.

Intellectual Property

Our intellectual property portfolio is central

to our competitive position and encompasses the proprietary chemistry, application methods, integrated defense systems, communications

technology, and wood product manufacturing processes that underpin our entire product and services offering.

The portfolio is owned by

our wholly-owned subsidiary, Mighty Fire Breaker LLC (“MFB”) and made available to CitroTech Inc.

for commercialization across

our product lines.

The following summarizes the material patents, trademarks, and licenses that support our business operations.

We hold a portfolio of 37 issued U.S.

organized across five technology families.

We have 45 filed or pending patent applications.

All are utility patents and, under U.S.

carry a term of 20 years from their earliest effective filing date.

The portfolio's earliest priority dates trace to approximately 2017–2018

and its most recently issued patents were granted through 2026, meaning the patent estate as a whole remains in force and is expected

to provide protection well into the late 2030s and early-to-mid 2040s.

We are also pursuing additional patent protection through applications

currently pending before the United States Patent and Trademark Office (“USPTO”).

Fire Inhibitor Biochemical Composition (U.S.

These three patents cover our core fire inhibitor

chemistry, a family of water-based, biochemical liquid and dry powder compositions that use alkali metal salts of non-polymeric saturated

carboxylic acids (principally tripotassium citrate, or “TPC”) as the active fire-inhibiting agent.

When sprayed onto combustible

surfaces and allowed to dry, these compositions form thin, optically transparent, gas-permeable crystalline coatings that interrupt the

free-radical chain reaction of combustion, inhibiting ignition and slowing flame spread.

Our proprietary formulation is the only fire

inhibitor of its kind to receive EPA Safer Choice Program recognition, and it also holds UL Greenguard Gold certification.

11,911,643 specifically covers dry powder compositions capable of absorbing flammable hydrocarbon liquids while simultaneously extinguishing

or inhibiting fire, broadening the technology's applicability to Class B fires.

Together, these composition patents provide foundational

protection over our flagship CitroTech® fire inhibitor chemistry, which forms the active ingredient in substantially all of our current

and planned products.

The competitive significance of these patents is substantial:

they protect a non-toxic, environmentally clean formulation

that distinguishes our products from legacy fire retardants, enabling us to operate in jurisdictions and applications where traditional

chemistries face regulatory or environmental constraints.

Methods for Applying Fire Inhibitor (U.S.

These ten patents cover the methods and apparatus

by which our fire inhibitor chemistry is applied to property, ground surfaces, structures, and vegetation in advance of wildfire.

claims encompass spray application using mobile backpack atomizers, stationary property sprinkler systems, mobile spray tankers, atomizing

cannons, and GPS-tracked stationary and mobile spraying systems.

Several patents in this family specifically cover the management of application

operations via wireless information networks, including GPS-coordinate and time/date-stamped data records of spray coverage, which enables

us to document, map, and maintain fire protection zones at scale.

11,395,931 additionally covers slurry-based application methods

for ground surface fire breaks, and the family broadly protects the operational practices and system configurations that differentiate

our proactive, pre-event wildfire defense approach from reactive fire suppression.

These method patents are material to our service delivery

model, providing legal protection over the processes by which our licensed contractors and fire department partners deploy our technology.

Wildfire Defense Systems (U.S.

These two patents cover the architecture of our

integrated wildfire defense system networks, including our CitroSafe™ systems:

self-contained, remotely activated sprinkler systems

installed on residential and commercial properties.

The systems are designed around a command-and-control framework in which GPS-tracked

spraying equipment assigned to homes, structures, and ground cover in a defined geographic region can be dispatched, monitored, and coordinated

to create and maintain chemical fire protection zones ahead of approaching wildfires.

The networks also incorporate automated ember detection

and artificial intelligence-based control strategies that respond to real-time wildfire conditions without requiring homeowner action.

These patents protect the system design that enables property owners to evacuate and remotely activate their defense systems, a critical

differentiator in markets where insurance carriers and homeowners require demonstrated, auditable protection.

Wireless Communication Networks and GPS for

Wildfire Defense (U.S.

These five patents cover the wireless communication

network infrastructure and GPS tracking and mapping technologies that coordinate our wildfire defense operations.

Claims include methods

and systems for wirelessly managing GPS-tracked spray systems, generating GPS-coordinate-stamped application records, transmitting proactive

wildfire defense maps to fire departments and property owners, tracking approaching wildfires, and maintaining cloud-based databases of

fire protection zone status.

These patents protect the information infrastructure that enables us to offer defensible, documented fire

protection services at a neighborhood and community scale, and they support our business model of providing subscription-based wildfire

defense network services to fire departments and municipalities across the Western United States.

Class A Fire-Protected Wood Products and Wood

Product Manufacturing (U.S.

These six patents cover the application of our

fire inhibitor chemistry to wood and engineered wood products in manufacturing settings, as well as the resulting fire-protected wood

The claims include factory-applied spray-coating processes in which dimensional lumber, mass timber panels, and prefabricated

wood building assemblies are treated with our CitroTech® (MFB-34) liquid fire inhibitor under a controlled, audited, and electronically

documented production process, yielding Class A fire-rated lumber.

11,836,807 additionally covers the tracking and recording

of embodied carbon mass in fire-protected prefabricated wood assemblies, a feature increasingly relevant to sustainability reporting requirements

in the construction industry.

This patent family supports our fire-protected lumber business, including our recently announced commercial

partnership with a national lumber distributor to produce Class A fire-rated dimensional lumber at scale, and underpins the licensing

program through which third-party lumber manufacturers may produce fire-rated wood products using our chemistry and documented process

We own 21 federally registered trademarks, which

are registered in the USPTO and are being registered in additional jurisdictions internationally:

MIGHTY FIRE BREAKER®, CITROTECH®,

and WE TAME THE FLAMES® are just a few of the trademarks.

We also have marks WILDFIRE DEPOT and BIGWOOD AND LITTLEWOOD.

LOCKED-N-LOADED, GET PROACTIVE, and PRO-ENVIRONMENT are exclusively licensed to Mighty Fire Breaker LLC for use in our operations.

registered trademarks protect our brand identities in the wildfire defense and fire-protected building materials markets in which customer

recognition of the safety and environmental credentials associated with the CitroTech® name is a material competitive asset.

trademark registrations are renewable indefinitely, provided the marks remain in use in commerce and renewal filings are timely made.

Competitive Significance

Our patent portfolio collectively creates meaningful

barriers to imitation across each aspect of our core business:

the chemistry, the application methods, the integrated defense systems,

the network infrastructure, and the manufacturing processes.

The intersection of our composition patents, which protect the only EPA Safer

Choice-recognized fire inhibitor formulation, as well as our method and system patents, creates a legally and commercially reinforced

market position that we believe would be difficult for competitors to replicate without infringing one or more of our patents or without

using inferior chemistry that does not carry the same regulatory and environmental credentials.

The expiration of individual patents over

the 2037–2044 timeframe will reduce certain specific protections, but the ongoing development of additional innovations and continuation

applications is expected to extend portfolio coverage as the technology evolves.

We cannot guarantee that pending patent applications

will be granted, that existing patents will not be challenged or invalidated, or that our intellectual property rights will be sufficient

to prevent competitors from developing equivalent products or methods.

Any significant impairment of our intellectual property rights

could adversely affect our competitive position and results of operations.

The Company operates within

the broader fire safety and specialty chemicals landscape, where certain participants may have partial market overlap.

However, the Company

is not aware of any offerings in this space that combine fire inhibition performance with recognition under the U.S.

EPA Safer Choice

More broadly, the Company believes there is a limited presence of solutions that deliver environmentally sustainable fire-retardant

treatments specifically for lumber, wood products, and building materials.

While conventional pressure-treated wood products exist, these

approaches typically rely on less environmentally favorable chemistries and do not align with the same sustainability standards.

The fire inhibitor markets

in North America are rapidly expanding.

Growing population density and the need for fire protection materials in structures and products

fuels the market’s growth, specifically in the United States and Canada.

The United States specialty chemical market for fire inhibitors

is in gradual expansion due to increasing compliance standards.

Changes in demographics, especially the urbanization process and infrastructural

improvements, have made wildfire prevention and asset protection more crucial.

Therefore, we believe that the fire inhibitor markets in

the United States and Canada are open to new non-toxic products and participants, and thus those markets are positive for entry by us.

Governmental Regulation

Our business is subject to

regulations by the EPA, including standards for product descriptions, efficacy claims and label format.

Our product will likely need to

go through the USFS Qualified Product List (QPL) testing to be able to be applied onto federal lands.

The QPL list is also recognized

by the California Department of Forestry and Fire Protection (CAL FIRE) as well as other countries who look to the QPL for products that

are approved to apply.

Our product contains materials

from multiple suppliers.

Some of these entities must comply with federal and local environmental laws and regulations.

The EPA regulates

finished products by requiring disclosure of components and hazardous materials.

The EPA can inspect our product and our producer’s

facility to determine the accuracy of the disclosures.

State laws may also impose additional regulations on the use, preparation and storage

of our products.

We believe that our component providers are in compliance in all material respects with governmental regulations regarding

our current product and have obtained governmental permits, licenses, qualifications and approvals required for our operations.

supplier’s compliance with federal, state and local environmental laws has not materially affected us either economically or in

the manner in which we conduct our business.

However, there can be no

assurance that our current or any future supplier will be able to comply with such laws and regulations in the future or that new governmental

laws and regulations will not be introduced that could prevent or temporarily inhibit the development, distribution and sale of our product

to end users.

Our lumber and wood product

markets are subject to code compliance for the wildland urban interface (WUI) as well as testing and certifications that must be met for

fire ratings to be adopted within the industry both inside and outside the United States.

The specifications and codes often change, and

additional testing and certifications may be required to be able to effectively sell into the industry.

New government laws and regulations

may be introduced in the future that could result in additional compliance costs, seizures, confiscations, recalls or monetary fines,

any of which could prevent or inhibit the development, distribution and sale of our product.

If our supplier fails to comply with applicable

laws and regulations, we may be subject to civil remedies, including fines, injunctions, recalls or seizures, as well as potential criminal

sanctions, which could have a material adverse effect on our business, results of operations and financial condition.

Our Company owns no real property.

Our principal executive

office is a commercial space at 6400 S.

Fiddlers Green Cir, Suite 300, Greenwood Village, CO 80111, that is under a month-to-month lease

at an average cost of less than $500 per month.

The Company leased commercial space for office, retail and warehousing at 3230 Production

Avenue, Suite B, Oceanside, CA 92058, which was under a one year lease agreement at $6,225 per month and expired on March 31, 2025.

April 1, 2025, the Company leases commercial space for office, retail and warehousing at 3230 Production Avenue, Suite C & D, Oceanside,

CA 92058 (10,000 square feet of warehouse and office space and 17,000 square feet of yard space), which is under a five year lease at

$15,810 per month.

The Oceanside property and warehousing is managed by Mr.

Our primary phone number is (800) 401-4535.

Human Capital Management

December 31, 2025, we had 14 full-time employees.

We intend to grow our employee base in response to the demands and requirements of

the business.

We believe that the employer-employee relationships in our Company are positive.

We have no labor union

Legal Proceedings

From time to time, we may be involved in legal proceedings

arising in the ordinary course of our business.

We are not presently a party to any legal proceedings that, in the opinion of management,

would have a material adverse effect on our business.

Regardless of outcome, litigation can have an adverse impact on us due to defense

and settlement costs, diversion of management resources, negative publicity and reputation harm, and other factors.

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 1. Business