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Item 1. Financial Statements

2025-08-19 compared with 2025-05-20 · 282 added, 213 removed, 1048 unchanged (32% of the section changed)

FINANCIAL STATEMENTS

DRIVEITAWAY HOLDINGS, INC.

DRIVEITAWAY HOLDINGS,

INDEX TO UNAUDITED INTERIM

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

MARCH 31, 2025

Condensed Consolidated Balance Sheets as of March 31, 2025 (Unaudited) and September 30, 2024

Condensed Consolidated Statements of Operations for the three and six months ended March 31, 2025 and 2024 (Unaudited)

Condensed Consolidated Statements of Changes in Stockholders’ Deficit for the three and six months ended March 31, 2025 and 2024 (Unaudited)

Condensed Consolidated Statements of Cash Flows for the three and six months ended March 31, 2025 and 2024 (Unaudited)

JUNE 30, 2025

Condensed Consolidated Balance Sheets as of June 30, 2025 (Unaudited) and September 30, 2024

Condensed Consolidated Statements of Operations for the three and nine months ended June 30, 2025 and 2024 (Unaudited)

Condensed Consolidated Statements of Changes in Stockholders’ Deficit for the three and nine months ended June 30, 2025 and 2024 (Unaudited)

Condensed Consolidated Statements of Cash Flows for the three and nine months ended June 30, 2025 and 2024 (Unaudited)

Notes to the Condensed Consolidated Financial Statements (Unaudited)

DriveItAway Holdings, Inc.

DriveItAway Holdings,

Condensed Consolidated

33 unchanged sentences

1,000,000,000 shares authorized;

113,951,722 shares issued and 113,701,722 outstanding at March 31, 2025 and September 30, 2024, respectively

113,951,722 shares issued and 113,701,722 outstanding at June 30, 2025 and September 30, 2024, respectively

Additional paid in capital

Treasury stock, at cost - 15,100 shares at March 31, 2025 and September 30, 2024

Treasury stock, at cost - 15,100 shares at June 30, 2025 and September 30, 2024

Accumulated deficit

3 unchanged sentences

( 7,857,824 )

( 3,959,602 )

Total Liabilities and Stockholders’ Deficit

1 unchanged sentence

an integral part of these unaudited condensed consolidated financial statements.

DriveItAway Holdings, Inc.

DriveItAway Holdings,

Condensed Consolidated

1 unchanged sentence

Three Months Ended

Six Months Ended

Nine Months Ended

Cost of Goods Sold

Gross Profit (Loss)

Operating Expenses

2 unchanged sentences

General and administrative

Stock compensation

Software development

4 unchanged sentences

Gain (loss) on change in fair value of derivative liability

( 3,416,822 )

( 2,504,840 )

Amortization debt discount

3 unchanged sentences

Total Other Income (Expense)

( 3,657,845 )

( 3,291,472 )

( 1,332,590 )

Income (Loss) Before Income Tax

( 3,991,314 )

( 3,982,809 )

( 1,710,105 )

Provision for income taxes

2 unchanged sentences

( 3,982,809 )

( 1,710,105 )

Net Income (Loss) Per Common Share

Basic and diluted net income (loss) per common share

Diluted net income (loss) per common share

Basic and diluted weighted average number of common shares outstanding

Diluted weighted average number of common shares outstanding

The accompanying notes are

an integral part of these unaudited condensed consolidated financial statements.

DriveItAway Holdings, Inc.

DriveItAway Holdings,

Condensed Consolidated

Statement of Changes in Stockholders’ Deficit

For the Three and Six Months

Ended March 31, 2025

For the Three and Nine Months Ended June

Treasury Stock

1 unchanged sentence

Balance - September 30, 2024

$ ( 5,559,139 )

$ ( 3,959,602 )

Common stock sold for cash

1 unchanged sentence

Balance - December 31, 2024

$ ( 5,102,676 )

$ ( 3,448,139 )

Balance – March 31, 2025

For the Three and Six Months

Ended March 31, 2024

$ ( 5,550,634 )

$ ( 3,896,097 )

Stock compensation

( 3,991,314 )

Balance – June 30, 2025

$ ( 9,541,948 )

$ ( 7,857,824 )

For the Three and Nine Months Ended June

Treasury Stock

1 unchanged sentence

Balance - September 30, 2023

$ ( 3,310,896 )

$ ( 1,954,359 )

Balance - December 31, 2023

( 4,026,325 )

( 2,669,788 )

Common stock issued in connection with promissory note

Balance – March 31, 2024

( 4,502,540 )

( 3,096,003 )

Common stock issued in connection with promissory note

Common stock issued for cash

Balance – June 30, 2024 (As Restated)

$ ( 4,923,517 )

$ ( 3,431,980 )

The accompanying notes are

an integral part of these unaudited condensed consolidated financial statements.

DriveItAway Holdings, Inc.

DriveItAway Holdings,

Condensed Consolidated

Statements of Cash Flows

For the Six Months Ended

For the Nine Months Ended

CASH FLOWS FROM OPERATING ACTIVITIES:

1 unchanged sentence

$ ( 3,982,809 )

$ ( 1,710,105 )

Adjustments to reconcile net income (loss) to net cash used in operating activities:

(Gain) loss on change in fair value of derivative liability

Stock compensation

Loss on change in fair value of derivative liability

Amortization of deferred financing costs

4 unchanged sentences

Prepaid expenses

Due to related party

Accounts receivable

14 unchanged sentences

Repayment of promissory notes payable

Debt issuance costs

Net Cash provided by Financing Activities

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Common stock in connection with promissory note

Debt discount in connection with original issue discount notes

Deferred offering costs in connection with promissory note

Amortization of deferred offering costs to debt discount

Reclassification of Promissory notes payable - related parties to Promissory notes payable

The accompanying notes are

2 unchanged sentences

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

June 30, 2025

1 – Organization, Description of Business and Going Concern

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For further information, please see www.driveitaway.com.

The Company’s financial statements

are prepared in accordance with Generally Accepted Accounting Principles (“GAAP”) of the United States, applicable to a going

concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business.

During the six months

ended March 31, 2025, the Company had net income of $ 8,505 and cash used in operating activities of $ 152,349.

As of March 31, 2025, the

Company had an accumulated deficit of $ 5,550,634 .

The Company has not established sufficient revenue to cover its operating costs and

will require additional capital to continue its operating plan.

The ability of the Company to continue as a going concern depends on the

Company obtaining adequate capital to fund operating losses until it becomes profitable.

If the Company is unable to obtain adequate capital,

it could be forced to cease operations.

These factors raise substantial doubt about its ability to continue as a going concern .

The Company’s

financial statements are prepared in accordance with Generally Accepted Accounting Principles (“GAAP”) of the United States,

applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business.

During the nine months ended June 30, 2025, the Company had a net loss of $ 3 , 982,809 and cash used in operating activities of $ 260,973 .

As of June 30, 2025, the Company had an accumulated deficit of $9, 541,948 .

The Company has not established sufficient revenue to cover

its operating costs and will require additional capital to continue its operating plan.

The ability of the Company to continue as a going

concern depends on the Company obtaining adequate capital to fund operating losses until it becomes profitable.

If the Company is unable

to obtain adequate capital, it could be forced to cease operations.

These factors raise substantial doubt about its ability to continue

as a going concern.

as a going concern, the Company will need, among other things, additional capital resources.

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Notes to the Condensed Consolidated Financial Statements

March 31, 2025

June 30, 2025

Note 2 - Summary

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opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.

results for the three months ended March 31, 2025, are not necessarily indicative of the results for the full year.

results for the three months ended June 30, 2025, are not necessarily indicative of the results for the full year.

While management of

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Cash and Cash Equivalents

The Company considers all highly liquid securities with original maturities

of three months or less when acquired, to be cash equivalents.

As of March 31, 2025 and September

30, 2024 , the Company had cash of $ 51,170 and $ 33,588 , respectively and did no t have any cash equivalents.

The Company considers all highly liquid securities

with original maturities of three months or less when acquired, to be cash equivalents.

30, 2025 and September 30, 2024 , the Company had cash of $ 18,392 and $ 33,588 , respectively and did no t have any cash equivalents.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

June 30, 2025

Accounts Receivable

6 unchanged sentences

The Company believes its allowances for

doubtful accounts as of March 31, 2025 and September 30, 2024 are adequate, but actual write-offs

doubtful accounts as of June 30, 2025 and September 30, 2024 are adequate, but actual write-offs

could exceed the recorded allowance.

As of March 31, 2025 and September 30, 2024 the balances

As of June 30, 2025 and September 30, 2024 the balances

in the allowance for doubtful accounts was $ 423 .

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The Company’s operating

lease portfolio for the period ended March 31, 2025 and September 30, 2024, includes the vehicle leases from third parties and the Company’s

owned vehicles that are leased to the customers under operating leases.

The contracts for these operating leases are short-term in nature

with terms less than twelve (12) months.

The Company has elected as an accounting policy not to apply the recognition requirements in

ASC 2016-02, Leases (“ASC 842”) to short-term leases.

The Company recognizes the lease payments for short-term leases on a

straight-line basis over the lease term.

As of March 31, 2025, the Company did not have leases that qualified as ROU assets.

lease portfolio for the period ended June 30 , 2025 and September 30, 2024, includes the vehicle

leases from third parties and the Company’s owned vehicles that are leased to the customers under operating leases.

The contracts

for these operating leases are short-term in nature with terms less than twelve (12) months.

The Company has elected as an accounting

policy not to apply the recognition requirements in ASC 2016-02, Leases (“ASC 842”) to short-term leases.

The Company recognizes

the lease payments for short-term leases on a straight-line basis over the lease term.

30 , 2025, the Company did not have leases that qualified as ROU assets.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

June 30, 2025

follows ASC 820, “Fair Value Measurements and Disclosures”, which defines fair value as the exchange price that would be received

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Schedule of fair value of financial assets and liabilities

Fair Value Measurements at March 31, 2025 using:

March 31, 2025

Fair Value Measurements at June 30, 2025 using:

June 30, 2025

Quoted Prices in Active Markets for Identical Assets (Level 1)

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Notes to the Condensed Consolidated Financial Statements

March 31, 2025

June 30, 2025

Derivative Financial Instruments

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would procure financing if the Company determined they wanted to sell the vehicle at the listed purchase price.

During the periods ended March

During the periods ended June

30, 2025 and 2024, the Company derived its revenue from signed contracts for vehicle rentals between the Company, other leasing

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The Company also allows for drivers to bring their own insurance.

works with associated insurance brokers to write a policy for the customer for that vehicle and a separate finance company that pays for

the policy in full.

works with associated insurance brokers to write a policy for the customer for that vehicle and a separate finance company that pays

for the policy in full.

The Company acts as trustee in collecting installments and transferring them to the finance company.

Collected payments

are treated as a revenue and transfers to the finance company are treated as contra-revenue because the Company acts as an agent in these

transactions.

Lastly, in markets where the Company cannot support this program, drivers are allowed to bring their own insurance and pay

it directly themselves with no involvement of the Company.

payments are treated as a revenue and transfers to the finance company are treated as contra-revenue because the Company acts as an agent

in these transactions.

Lastly, in markets where the Company cannot support this program, drivers are allowed to bring their own insurance

and pay it directly themselves with no involvement of the Company.

No revenue is collected or recognized in this instance.

Because any insurance

revenue is collected at contract inception and covers the fixed contract period the Company recognizes insurance revenue ratably over

the contract term.

insurance revenue is collected at contract inception and covers the fixed contract period the Company recognizes insurance revenue ratably

over the contract term.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

June 30, 2025

Initial non-refundable fees

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overlap a reporting date and relate to usages after that date.

As of March 31, 2025 and September 30, 2024 refundable deposits were $0

and $1,339 and deferred revenue was $ 7,663 and $ 3,306 , respectively.

As of June 30 , 2025 and September

30, 2024 refundable deposits were $ 0 and $ 1,339 and deferred revenue was $ 10,785 and $ 3,306 , respectively.

In addition to the costs

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Advertising and marketing costs are expensed as incurred.

The Company incurred advertising and marketing costs for the three months ended March 31, 2025 and 2024 of $ 0 and $ 176 , respectively.

The Company incurred advertising and marketing costs for the nine months ended June 30 , 2025

and 2024 of $ 0 and $ 4,288 , respectively.

The provision for income taxes and deferred income

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charge to tax expense to reserve the portion of the deferred tax assets which are not expected to be realized.

Reconciliation of expected federal income tax to the

income tax provision is as follows:

Schedule of Reconciliation of expected federal income tax to the

income tax provision

Expected Federal Tax

State income taxes (net of federal benefit)

Permanent adjustments

State tax rate change

Change in valuation allowance

Total income tax provision

Income/(Loss) per Share of Common Stock

11 unchanged sentences

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

June 30, 2025

Reclassification

2 unchanged sentences

Recent Accounting Pronouncements

In the period from October 2024 through May 2025 the

FASB has not issued any additional accounting standards updates that have a significant impact on the Company.

In the period from October 2024 through July 2025

the FASB has not issued any additional accounting standards updates that have a significant impact on the Company.

Management has evaluated

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cover operating expenses.

As of June 30,

2025 and September 30, 2024, the Company owed related parties for an unsecured, non-interest-bearing advance, payable on demand,

5 unchanged sentences

value of $ 3,068 which was recorded as a derivative liability and debt discount (see Note 8).

During the three months ended March 31, 2025

During the nine months ended June 30, 2025

the Company reclassified one of these promissory notes with a value of $ 7,500 from Promissory notes payable – related party to Promissory

1 unchanged sentence

30, 2025 and September 30, 2024, the amount due to related parties for Promissory notes payable was $ 42,500 .

During the six months ended March 31, 2025 and 2024,

the Company recorded related party interest expense of $ 4,238 and $ 4,478 respectively.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

During the nine months ended June

30 , 2025 and 2024, the Company recorded related party interest expense of $ 2,120 and $ 6,358 respectively.

Note 4 – Fixed

8 unchanged sentences

Vehicles with a net book value of

$ 701,917 are pledged as collateral on a line of credit with an investor.

expense for the six months ended March 31, 2025 and 2024, was $ 36,182 and $ 16,064 , respectively.

During the six months ended March

$674,138 are pledged as collateral with an investor.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

June 30, 2025

expense for the nine months ended June 30, 2025 and 2024, was $ 107,367 and $ 24,430 , respectively.

During the nine months ended June

30, 2025 and 2024, the Company purchased vehicles of $ 65,712 and $ 0 , respectively.

5 unchanged sentences

Accumulated depreciation

expense for the six months ended March 31, 2025 and 2024, was $ 2,714 and $ 2,714 , respectively.

During the six months ended March 31, 2025

expense for the nine months ended June 30, 2025 and 2024, was $ 4,072 and $ 4,056 , respectively.

During the nine months ended June 30, 2025

and 2024, the Company incurred no website development costs.

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record date of the dividend declared on the Common Stock.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

The Series A Preferred Stock is entitled to receive, prior to any distribution to any junior class of securities,

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be entitled to one vote per share on each submitted to a class vote of the holders of Series A Preferred Stock .

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

June 30, 2025

Conversion Rights :

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Stock at any time that there are less than 200,000 shares of Series A Preferred Stock outstanding.

During the six

months ended March 31, 2025 and 2024 there were no issuances of the Series A Preferred shares.

31, 2025 and September 30, 2024, the Company had no shares of Series A Preferred

stock outstanding.

During the six

months ended March 31, 2025, the Company issued 250,000 shares of common stock to a private investor for gross proceeds of $ 5,000 .

During the six

months ended March 31, 2024, no common stock was issued.

31, 2025 and September 30, 2024, the Company had 113,951,722 and 113,701,722 common

shares issued, respectively.

During the nine

months ended June 30, 2025 and 2024 there were no issuances of the Series A Preferred shares.

As of June 30,

2025 and September 30, 2024, the Company had no shares of Series A Preferred stock

During the nine

months ended June 30, 2025, the Company issued 250,000 shares of common stock to a private investor for gross proceeds of $ 5,000 .

During the nine months ended June 30, 2024,

6,750,000 shares of common stock were issued .

As of June 30,

2025 and September 30, 2024, the Company had 113,951,722 and 113,701,722 common shares

issued, respectively.

records treasury stock at cost.

Treasury stock is comprised of shares of common stock purchased by the Company in the secondary market.

As of March 31, 2025 and September 30, 2024 the Company had 15,100 shares of treasury stock valued at $ 18,126 .

As of June 30, 2025 and September 30, 2024 the Company had 15,100 shares of treasury stock valued at $ 18,126 .

On February 24, 2022, in conjunction with the issuance

5 unchanged sentences

The warrants expire on February 24, 2027 .

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

In June 2022, in conjunction with a private offering

8 unchanged sentences

The warrants expire in November 2027.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

June 30, 2025

2023, in conjunction with a promissory note amendment which was recognized as debt extinguishment, 2,000,000 warrants with exercise price

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The difference between the fair value of the warrants and the net proceeds received was recognized as interest

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

In May 2024, in conjunction with the issuance of a

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Discounts will be amortized over the repayment term of the draw.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

June 30, 2025

In June 2024, in conjunction with the issuance of

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31, 2025, the Company issued warrants to purchase up to 625,000 shares of common stock for gross proceeds of $ 50,000 .

On June 11, 2025, the Company issued a warrant to

purchase up to 375,000 shares of its common stock to the chief financial officer of the Company.

The warrant has a term of 5 years and

an exercise price of $ 0.00001 .

The warrant is fully vested on the date of grant.

The fair market value of the warrant on the date of grant

was $ 29,587 .

All derivative liabilities recognized for the warrants

5 unchanged sentences

Changes to these inputs could produce a significantly higher or lower fair value measurement (see Note 8).

warrant activity during the six months ended March 31, 2025, is as follows:

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

June 30, 2025

warrant activity during the nine months ended June 30, 2025, is as follows:

Schedule of common stock warrants activity

1 unchanged sentence

Balance as of September 30, 2024

Balance as of March 31, 2025

Balance as of June 30, 2025

*25,666,666 warrants issued during the year ended

September 30, 2024 do not have an expiration date.

# 625,000 warrants

issued during the six months ended March 31, 2025 do not have an expiration date.

warrants issued during the nine months ended June 30, 2025 do not have an expiration date.

375,000 warrants issued during this period

have a five year term.

The intrinsic

value of the warrants as of March 31, 2025, is $ 200 .

All of the outstanding warrants are exercisable as of March 31, 2025.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

value of the warrants as of June 30, 2025, is $ 29,787 .

All of the outstanding warrants are exercisable as of June 30, 2025.

Note 6 – Notes Payable

5 unchanged sentences

and matures on June 7, 2050.

During the six months ended March 31, 2025 and 2023, the Company recorded interest expense of

$ 2,180 and $ 2,157 , respectively, on the SBA Loan and as of March 31, 2025 and September 30,

During the nine months ended June 30, 2025 and 2023, the Company recorded interest expense of

$ 2,180 and $ 2,157 , respectively, on the SBA Loan and as of June 30, 2025 and September 30,

2024, the accrued interest on the SBA Loan was $ 5,989 and $ 5,989 , respectively.

As of March 31, 2025 and September 30, 2024 the outstanding

principal of SBA Loan was $ 115,623 and $ 116,838 , respectively.

As of June 30 ,

2025 and September 30, 2024 the outstanding principal of SBA Loan was $ 115,007 and $ 116,838 , respectively.

The following represents the future aggregate maturities

of the Company’s SBA Loan as of March 31, 2025 , for each of the five (5) succeeding

of the Company’s SBA Loan as of June 30, 2025 , for each of the five (5) succeeding

years and thereafter as follows:

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2025 (remaining)

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

June 30, 2025

Promissory Notes Payable, in Default

31, 2025 and September 30, 2024, the Company had defaulted on the following promissory notes payable with aggregate outstanding

principal of $ 20,000 and $ 20,000 respectively, and owed unpaid interest of $ 23,251 and $ 5,775 , respectively:

As of June 30,

2025 and September 30, 2024, the Company had defaulted on the following promissory notes payable with aggregate outstanding principal

of $ 20,000 and $ 20,000 respectively, and owed unpaid interest of $ 36,713 and $ 5,775 , respectively:

March 1, 2023, the Company entered into a promissory note agreement with an investor for the amount of $ 12,500 with interest bearing at

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Notes to the Condensed Consolidated Financial Statements

March 31, 2025

June 30, 2025

Each advance of principal shall be called a “Draw”.

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Upon default of this Note, Lender may declare the entire amount due and owing hereunder to be immediately due and payable.

As of March 31, 2025, the Company has drawn $ 684,509 on the Promissory Note

and $ 47,500 in broker and legal fees.

The Company recorded deferred offering costs of $ 199,999 related to the warrant issued in conjunction

with the Promissory Note.

The Company amortized $ 66,248 of deferred offering costs during the six months ended March 31, 2025.

of interest accrued on the Promissory note was $ 98,808 during the six months ended March 31, 2025.

The promissory notes payable balance

was $ 684,509 and $ 574,478 as of March 31, 2025 and September 30, 2024, respectively.

The unamortized discount on the note payable was

$ 18,720 and $ 34,349 at March 31, 2025 and September 30, 2024, respectively.

As of June 30 ,

2025, the Company has drawn $ 684,509 on the Promissory Note and $ 47,500 in broker and legal fees.

The Company recorded deferred offering

costs of $ 199,999 related to the warrant issued in conjunction with the Promissory Note.

The Company amortized $ 66,248 of deferred offering

costs during the nine months ended June 30 , 2025.

The amount of interest accrued on the Promissory

note was $ 98,808 during the nine months ended June 30 , 2025.

The promissory notes payable

balance was $ 684,509 and $ 574,478 as of June 30 , 2025 and September 30, 2024, respectively.

The unamortized discount on the note payable was $ 10,729 and $ 34,349 at June 30 , 2025 and

September 30, 2024, respectively.

Security Agreement

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net proceeds of $ 32,300 and the $ 3,685 of fixed fees were recorded as debt discount.

As of March 31, 2025, the Company had amortized the

As of June 30, 2025, the Company had amortized the

full $ 3,682 of debt discount, had made repayments of $ 27,752 , and rolled $ 8,230 of the notes principal still due into a second note (see

2 unchanged sentences

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

June 30, 2025

August 15, 2023 the Company executed a second note payable with the same lender with a face amount of $ 64,206 .

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and recording the $ 6,206 of fixed fees as a debt discount.

During the six months ended March 31, 2024, the Company amortized the full

During the nine months ended June 30, 2024, the Company amortized the full

$ 6,206 of the debt discount and made repayments of $ 53,132 , and rolled $ 6,856 of the notes principal still due into a third note (see

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the $ 7,614 of fixed fees as a debt discount.

As of March 31, 2025, the Company had amortized $ 7,614 of the debt discount and made repayments

of 85,314 , resulting in a debt discount balance of $ 0 and a loan balance of $ 0 at March 31, 2025.

As of June 30, 2025, the Company had amortized $ 7,614 of the debt discount and made repayments

of $ 85,314 , resulting in a debt discount balance of $ 0 and a loan balance of $ 0 at June 30, 2025.

March 17, 2025, the Company executed a sixth note payable with a lender with a face amount of $ 113,600 .

5 unchanged sentences

the $ 11,132 of fixed fees as a debt discount.

As of March 31, 2025, the Company had amortized $ 388 of the debt discount and made repayments

of $ 3,962 , resulting in a debt discount balance of $ 10,744 and a loan balance of $ 109,639 at March 31, 2025.

following represents the future aggregate maturities as of March 31, 2025 of the Company’s Promissory Notes Payable:

As of June 30, 2025, the Company had amortized $ 4,266 of the debt discount and made repayments

of $ 43,529 , resulting in a debt discount balance of $ 6,478 and a loan balance of $ 66,109 at June 30, 2025.

following represents the future aggregate maturities as of June 30, 2025 of the Company’s Promissory Notes Payable:

Schedule of future aggregate maturities

Fiscal year ending September 30,

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

June 30, 2025

Note 7 – Convertible

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is an exempt issuance.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

Also pursuant to the SPA,

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right to exercise the warrants.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

June 30, 2025

After recording the derivative

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The Company may prepay the AJB Note at any time without penalty.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

The note is convertible into

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is an exempt issuance.

The maturity date of the note has been extended to May 31, 2025.

The maturity date of the note has been extended to August 31, 2025.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

June 30, 2025

On December 15, 2023, in

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were $ 102,000 , which were used for working capital and other general corporate purposes.

The maturity date of the AJB Note is May 31,

The maturity date of the AJB Note is August 31,

The AJB Note bears interest at 12 % per year, and principal and accrued interest is due on the maturity date.

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the net proceeds to the Company were $ 50,000 , which were used for working capital and other general corporate purposes.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

The maturity date of the AJB Note is May 31,

The maturity date of the AJB Note is August 31,

The AJB Note bears interest at 12 % per year, and principal and accrued interest is due on the maturity date.

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fair value of the warrants and the net proceeds received was recognized as interest expense.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

June 30, 2025

On June 14, 2024, the Company entered into another

7 unchanged sentences

for this note as a line of credit.

The maturity date of the AJB Note is May 31,

The maturity date of the AJB Note is August 31,

The AJB Note bears interest at 15 % per year, and principal and accrued interest is due on the maturity date.

21 unchanged sentences

reduced to the amount of consideration received by the company for such shares, except for any issuance that is an exempt issuance.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

Also pursuant to the SPA, the Company paid to AJB

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The difference between the fair value of the warrants and the face value of the note was recorded as interest expense.

Company has drawn 100% of the available credit on the note as of March 31, 2025.

During the six months ended

March 31, 2025, the Company recorded interest expense of $ 141,121 , amortization of debt discount of $ 46,674 , amortization of deferred

financing costs of $ 104,092 , and a gain on change in fair value of derivative liability of $ 699,850 for the guarantee and warrants.

of March 31, 2025 and September 30, 2024, the derivative liability was $ 342,731 and $ 1,034,472 for the guarantee and warrants, the debt

discount recorded on the notes was $ 0 and $ 46,674 , the note payable principal was $ 1,280,222 and $ 1,446,626 , and the Company owed accrued

interest of $ 411,670 and $ 270,549 .

During the six months ended March 31, 2024, the Company

recorded interest expense of $ 60,832 , additional debt discount of $ 262,064 , amortization of debt discount of $ 125,326 , and a loss on change

in fair value of derivative liability of $ 414,351 for the guarantee and warrants.

Effective February 14, 2023,

the Company went into default on the AJB Note, however the lender waived all default provisions through May 31, 2025 therefore no default

interest or penalties were incurred during the six months ended March 31, 2025 and the AJB note was not convertible as of March 31, 2025.

Company has drawn 100% of the available credit on the note as of June 30 , 2025.

On May 8, 2025, the Company executed a note agreement

with AJB Capital with a principal balance of $ 80,000 and an original issue discount of $ 8,000 .

The notes is due on November 8, 2025 and

bears interest at 12 %.

Legal and due diligence fees totaling $ 10,000 were deducted from the gross proceeds of the note, resulting in net

proceeds of $ 62,000 to the Company.

The note is convertible into common stock of the Company in the event of a default.

In conjunction with this note, the Company issued

a warrant to purchase 5,000,000 shares of the Company’s common stock at a price of $ 0.00001 per share.

The term of the warrant extends

until such time as the warrant is exercised in full.

The warrant is exercisable at any time on or after May 8, 2025 and until the warrant

is exercised in full.

The warrants also include various covenants of the Company for the benefit of the warrant holder and includes a

beneficial ownership limitation on the holder that, in certain circumstances, may serve to restrict the holder’s right to exercise

the warrants.

As a result of the Company’s equity environment being tainted, the warrants qualified for derivative accounting and

were assigned a value of $ 249,970 which was recorded as a derivative liability.

As the assigned value of the warrants plus a $ 8,000 original

issue discount and $ 10,000 of loan fees exceeded the face value of the note, the face value of the note was initially recorded as deferred

financing costs and will be recorded as a discount to the note.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

June 30, 2025

On June 16, 2025, the Company executed a note agreement

with AJB Capital with a principal balance of $ 45,000 and an original issue discount of $ 4,500 .

The notes is due on December 16, 2025 and

bears interest at 12 %.

Legal and due diligence fees totaling $ 7,000 were deducted from the gross proceeds of the note, resulting in net

proceeds of $ 33,500 to the Company.

The note is convertible into common stock of the Company in the event of a default.

In conjunction with this note, the Company issued

a warrant to purchase 15,000,000 shares of the Company’s common stock at a price of $ 0.00001 per share.

The term of the warrant

extends until such time as the warrant is exercised in full.

The warrant is exercisable at any time on or after June 16, 2025 and until

the warrant is exercised in full.

The warrants also include various covenants of the Company for the benefit of the warrant holder and

includes a beneficial ownership limitation on the holder that, in certain circumstances, may serve to restrict the holder’s right

to exercise the warrants.

As a result of the Company’s equity environment being tainted, the warrants qualified for derivative accounting

and were assigned a value of $ 1,183,388 which was recorded as a derivative liability.

As the assigned value of the warrants plus a $ 4,500

original issue discount and $ 7,000 of loan fees exceeded the face value of the note, the face value of the note was initially recorded

as deferred financing costs and will be recorded as a discount to the note.

the nine months ended June 30, 2025, the Company recorded interest expense of $ 451,638 , amortization of debt discount of $ 125,172 , amortization

of deferred financing costs of $ 203,464 and a loss on change in fair value of derivative liability of $ 2,504,840 for the guarantee and

As of June 30, 2025 and September 30, 2024, the derivative liability was $ 3,986,354 and $ 1,386,014 for the guarantee and warrants,

the debt discount recorded on the notes was $ 106,021 and $ 33,898 , the note payable principal was $ 1,717,722 and $ 1,480,222 , and the Company

owed accrued interest of $ 507,096 and $ 316,300 .

the nine months ended June 30, 2024, the Company recorded interest expense of $ 587,415 , additional debt discount of $ 362,564 , amortization

of debt discount of $ 233,483 , and a loss on change in fair value of derivative liability of $ 97,829 for the guarantee and warrants.

of June 30, 2024, and September 30, 2023, the derivative liability was $ 1,136,697 and $ 1,278 for the guarantee and warrants, the debt discount

recorded on the note was $ 114,579 and $ 51,487 , the note payable principal was $ 1,787 ,064 and $ 1,310 ,000 , and the Company owed accrued interest

of $ 282,338 and $ 131,625 .

Effective February 14, 2023,

the Company went into default on the AJB Note, however the lender waived all default provisions through August 31, 2025 therefore no default

interest or penalties were incurred during the nine months ended June 30 , 2025 and the AJB

note was not convertible as of June 30 , 2025.

The following represents the future aggregate maturities

of the Company’s Convertible Notes Payable as of March 31, 2025 for each of the five (5) succeeding years and thereafter as follows:

of the Company’s Convertible Notes Payable as of June 30 , 2025 for each of the five

(5) succeeding years and thereafter as follows:

Schedule of future aggregate maturities

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2025 (remaining)

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

June 30, 2025

Convertible Promissory Notes Payable, in Default

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the Secured Convertible Notes or upon exercise of the warrants issued in the Unit offering.

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

2022, the Company sold a total of $250,000 worth of Units to U.S.

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The total debt discount of $43,124 is being amortized to interest expense over the term of

the six months ended March 31, 2024 , the Company recorded interest expense of $ 34,313 , paid

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

June 30, 2025

the nine months ended June 30 , 2024 , the Company recorded interest expense of $ 34,313 , paid

interest of $ 0 and amortization of debt discount of $ 30,451 .

of March 31, 2025 and September 30, 2024, the accrued interest on the promissory notes was $ 147,602 and $ 130,589 , respectively.

March 31, 2025 and September 30, 2024 the outstanding principal of Promissory Notes Payable was $ 450,000 and $ 250,000 , respectively.

of March 31, 2025, the Company had defaulted on these promissory notes payable.

of June 30, 2025 and September 30, 2024, the accrued interest on the promissory notes was $ 175,548 and $ 130,589 , respectively.

30, 2025 and September 30, 2024 the outstanding principal of Promissory Notes Payable was $ 450,000 and $ 250,000 , respectively.

30, 2025, the Company had defaulted on these promissory notes payable.

Note 8 – Derivative

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determined our derivative liabilities to be a Level 3 fair value measurement and used the Black-Scholes pricing model to calculate the

fair values at inception and as of March 31, 2025.

fair values at inception and as of June 30, 2025.

The Black-Scholes model requires six basic data inputs:

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The following assumptions

were used in the Black-Scholes model during the six months ended March 31, 2025, and year ended September 30, 2024:

DriveItAway Holdings, Inc.

Notes to the Condensed Consolidated Financial Statements

March 31, 2025

were used in the Black-Scholes model during the nine months ended June 30, 2025, and year ended September 30, 2024:

Schedule of defined benefit plan, assumptions

Six months ended

Nine months ended

September 30,

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3.93 % - 4.93

625,000 warrants issued during the six months ended March 31, 2025 do not have an expiration date.

15,625,000 warrants issued during the nine months ended June 30, 2025 do not have an expiration date.

The following table provides a summary of changes

in fair value of the Company’s Level 3 financial liabilities during the three months ended March 31, 2025:

in fair value of the Company’s Level 3 financial liabilities during the nine months ended June 30, 2025:

Schedule of derivative liabilities

2 unchanged sentences

Gain on change in fair value of the derivative

Derivative liability balance – March 31, 2025

Derivative liability balance – June 30, 2025

Note 9 – Subsequent

On May 8, 2025, the Company

executed a note agreement with AJB Capital with a principal balance of $ 80,000

and an original issue discount of $ 8,000 .

The notes is due on November 8, 2025 and bears interest at 12 %.

Legal and due diligence fees totaling $ 10,000

were deducted from the gross proceeds of the note, resulting in net proceeds of $ 62,000

to the Company.

The note is convertible into common stock of the Company in the event of a default.

In conjunction with this note,

the Company issued a warrant to purchase 5,000,000 shares of the Company’s common stock at a price of $ 0.00001 per share.

of the warrant extends until such time as the warrant is exercised in full.

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-Q

Item 1. Financial Statements