What changed in this filing

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Item 9A. Controls and Procedures

2025-05-02 compared with 2024-04-26 · 404 added, 49 removed, 169 unchanged (73% of the section changed)

51 unchanged sentences

Other Information.

During the quarter

ended December 31, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement”

or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

quarter ended December 31, 2024, no director or officer of the Company adopted or terminated

a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item

408(a) of Regulation S-K.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

1 unchanged sentence

Directors, Executive Officers and Corporate Governance.

The information required by this item is incorporated

by reference to our Proxy Statement for the 2023 Annual Meeting of Stockholders to be filed with the SEC within 120 days of the year ended

December 31, 2023.

The following table provides information on our

current executive officers and directors:

Charlie Faulkner

Chief Executive Officer, President and Director

Simon Wajcenberg

Chief Financial Officer, Treasurer, Secretary and Director (Chairman)

Chief Technology Officer and Director

Each director serves until our next annual meeting

of the stockholders or unless they resign earlier.

The Board of Directors (“Board”) elects officers and their terms of office

are at the discretion of the Board

Background of Officers and Directors

The following is a brief account of the education

and business experience during at least the past five years of our officers and directors, indicating the person’s principal occupation

during that period, and the name and principal business of the organization in which such occupation and employment were carried out.

Charlie Faulkner has served as our

Chief Executive Officer, President and as a director of our Board since January 31, 2022.

Faulkner has served as the Chief

Executive Officer of EdgeMode since its inception in 2020.

Since December 2016, he has served as an advisor at North Block Capital Ltd

(“NB Capital”), an.

investment group that provides asset management, corporate advisory services, and technology solutions,

which he co-founded in 2016.

Simon Wajcenberg has served as our

Chief Financial Officer, Treasurer and as a director of our Board since January 31, 2022.

Wajcenberg has served as the Executive

Chairman of, and in other executive positions at, EdgeMode since its inception in 2020.

Since December 2016, he has served as an

advisor at NB Capital, which he co-founded in 2016.

Niclas Adler was appointed as Chief

Technology Officer and as a Board member of the Company pursuant to the terms of the Share Exchange on April 7, 2025.

is the founder and executive officer of SAPL and has served as chief executive officer of Synthesis Group AB, a technology and infrastructure

investment company based in Sweden, since 2017.

Adler has been engaged as co-founder, investor, executive, and board member in more

than 40 different technology companies with its origin from Sweden, Finland, US, UK, France, Hong Kong, China, Estonia, Singapore, Pakistan,

and Indonesia.

Adler holds an MSc (1994) and PhD (1999) degree from Stockholm School of Economics with a focus on big data, machine

learning, and AI, was appointed full professor in 2008, and has been an academic leader, fellow, and faculty member at Stockholm School

of Economics, Chalmers University of Technology, Ecoles des Mines des Paris, Jönköping International Business School, Cambridge

University, Babson College, and Royal College of Music.

Adler was the founder of FENIX in 1997 and its director until 2005.

was a strategic partnership between Ericsson, Volvo, AstraZeneca, Telia, Stockholm School of Economics, Chalmers University of Technology,

and Ecoles des Mines de Paris to innovate and shape new digital, high-performance computing and AI-enabled solutions to transform telecommunication,

transportation, and health-care industries.

Adler served as Director for iDevelopment Group AB, an entity that filed for bankruptcy

in 2024 in Sweden.

Since 1994, Dr.

Adler has been a Fellow at the Institute for Management of Innovation and Technology, was on the advisory

board of Advanced Institute for Management at London Business School between 2002-2003, has advised the UK government on management and

digitalization issues, was a Fellow at the Sunningdale Institute, was a part of UK Cabinet Office between 2002 and 2007, and was a Fellow

at the International Entrepreneurship Academy in Dublin, Ireland between 2008-2015 where he advised the Irish government on Innovation

and Digitalization policies.

Between 2011-2017, Dr.

Adler also acted as the co-project leader for World Economic Forums Annual Global

Competitiveness Study in Sweden.

Adler has served both as Director and Chairman of the Board for Companies listed on Nasdaq Stockholm.

Director Independence

Our common stock is quoted on the OTC Pink Markets,

which does not have director independence requirements.

Using the definition of independence set forth in the rules of the NASDAQ Stock

Market, neither of our directors would be considered an independent director.

Board Leadership

Our Board does not have a policy as to whether

the roles of Chairman of the Board and Chief Executive Officer should be separate or combined.

However, we have chosen to separate the

Chief Executive Officer and Board Chairman positions.

Currently, our Chairman is Simon Wajcenberg.

Our Board has determined that its current

structure, with a separate Chairman and Chief Executive Officer, both of which are co-founders of Edgemode, is in the best interests of

the Company and its shareholders at this time.

We believe that this Board leadership structure is the most appropriate for the Company.

In the near future, we anticipate appointing independent directors.

At such time, we will appoint an independent director as the Lead

Director who will have broad responsibilities and authority.

At such time, we will re-evaluate the composition of the Board and its leadership

Risk is inherent with every business, and how

well a business manages risk can ultimately determine its success.

We face a number of risks, including credit risk, interest rate risk,

liquidity risk, operational risk, strategic risk and reputation risk.

Management is responsible for the day-to-day management of the risks

we face and have responsibility for the oversight of risk management in their dual roles as directors.

Committees of the Board

Due to our size, we have not formally designated

a nominating committee, an audit committee, a compensation committee, or committees performing similar functions.

The Board currently

acts as our audit committee.

Since we are still a developing company, the Board is still in the process of finding an “audit committee

financial expert” as defined in Regulation S-K.

Stockholder Nominations

We do not have a policy

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

for director candidates, nor has our board of directors established a process for identifying and evaluating director nominees, nor do

we have a policy regarding director diversity.

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.

Given the early stage of our business, 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 members of our Board will participate in the consideration of director nominees.

considering a director nominee, it is likely that our Board will consider the professional and/or educational background of any nominee

with a view towards how this person might bring a different viewpoint or experience to our Board.

Code of Ethics and

Our Board has adopted a Code of Ethics applicable

to all officers, directors and employees, which furnished as Exhibit 14.1 to this report.

We intend to satisfy the disclosure requirement

under Item 5.05 of Form 8-K regarding amendment to, or waiver from, a provision of our Code of Ethics and by posting such information

on our website at the address and location specified above.

to all officers, directors and employees, which was filed as Exhibit 14.1 to our Form 10-K Annual Report for the year ended December 31,

Insider Trading Policy

The Company has implemented an Insider Trading

Policy applicable to its officers, directors and employees with access to material nonpublic information, as well as such persons’

family members, which prohibits such persons from conducting transactions involving the purchase or sale of the Company’s securities

while in possession of material nonpublic information.

A copy of the Company’s Insider Trading Policy is filed as Exhibit 19.1 of

the Company’s Form 10-K Annual Report for the year ended December 31, 2023.

While the granting of options and other equity

awards to officers, directors and other employees is not expressly addressed in the Insider Trading Policy described above, the Company

follows the same principles set forth in such Policy when granting equity awards, including options, to its officers, directors and other

employees with access to material nonpublic information.

Generally, the Board of Directors or Compensation Committee does not approve

grants of such awards close in time to the disclosure of material nonpublic information and does not take material nonpublic information

into account when determining the timing and terms of such an award.

Further, the Company does not have a policy or practice of timing

the disclosure of material nonpublic information for the purpose of affecting the value of executive compensation.

Anti-Hedging Policies

Under the Company’s

Insider Trading Policy, all officers, directors and employees are prohibited from engaging in hedging, pledging or shoring transactions.

Executive Compensation.

The information

required by this item is incorporated by reference to our Proxy Statement for the 2023 Annual Meeting of Stockholders to be filed with

the SEC within 120 days of the year ended December 31, 2023.

Set forth below is the information regarding the

compensation paid, distributed or accrued by Edgemode for the fiscal year ended December 31, 2024 to the Company’s Chief Executive

Officer (principal executive officer) serving during the last fiscal year and the other two most highly compensated executive officers

serving at the end of the last fiscal year whose compensation exceeded $100,000 (the “Named Executive Officers”).

Compensation Table

Principal Position

Inventive Plan Compensation

Non-Qualified

Deferred Compensation Earnings

Charlie Faulkner

Chief Executive Officer

Simon Wajcenberg

Chief Financial Officer

___________________

Amounts reported represent the aggregate grant date fair value of awards granted without regards to forfeitures granted to the Named Executive Officers, computed in accordance with ASC 718.

This amount does not reflect the actual economic value realized by the Named Executive Officers.

For each Named Executive Officer – the 2023 issuance includes 77,000,000 stock options exercisable at $0.04 per share.

As of December 31, 2024 and 2023 the Company owed the executive officers of the Company $1,616,090 and $661,201 in accrued payroll for services performed, respectively.

See “Note 12.

Subsequent Events” to the Financial Statements included in this report.

In January 2023, the 31,979,352 stock option grants to each of Messrs.

Faulkner and Wajcenberg included in the Outstanding Equity Awards at 2023 Fiscal Year End table below were repriced from $0.40 to $0.06.

In March 2023, the Company granted to each of Messrs.

Faulkner and Wajcenberg 77,000,000 five-year stock options which vest when the Company purchases at least $15 million of crypto mining equipment.

The options are exercisable at $0.04 per share.

See “Note 12.

Subsequent Events” to the Financial Statements included in this report.

Agreements with our Current Executive Officers

Edgemode previously employed Charlie Faulkner and Simon Wajcenberg pursuant to oral employment agreements with salaries which began at

$10,000 per month in early 2021 and were increased to $30,000 per month in October 2021.

In 2022, Edgemode then entered into formal employment

agreements with Charlie Faulkner and Simon Wajcenberg which provided for annual base salaries of $600,000 each and the grant to each of

31,979,352 five-year vested stock options with an exercise price of $0.40 per share.

Pursuant to the Share Exchange, Mr.

Wajcenberg entered into amendments to their Executive Employment Agreements (the “Executive Employment Amendments”),

to set their base salary at $400,000 per annum and a quarterly bonus of up to $150,000 at the discretion of the Board.

Faulkner and Wajcenberg are entitled to certain benefits in connection with a termination of their employment upon death, disability,

dismissal without cause, or constructive termination.

In any such termination, the executive will receive 12 months base salary and any

performance bonus that he would have been due at the time of termination.

In certain circumstances, the termination provision is subject

to a cure period.

Cause is generally defined as (i) committing or participating in an injurious act of fraud, gross neglect, misrepresentation,

embezzlement or dishonesty against the Company;

(ii) participating in any injurious act or acting recklessly or in a manner which was

grossly negligent against the Company;

engaging in a criminal enterprise involving moral turpitude, financial or securities fraud;

felony conviction;

and (iv) material failure to follow the directives of the Board.

will be paid an annual base salary of $400,000 and has been issued a five-year non-qualified stock option to purchase up to 385,789,700

shares of Edgemode common stock at an exercise price of $0.005.

Additionally, based on Dr.

Adler’s time devoted to Edgemode,

he will be entitled to receive a quarterly bonus of $150,000.

These terms are based on full-time engagement and it has been agreed that

Adler will have a 50% engagement for the first three months of his employment.

Employment Agreement may be terminated with cause at any time and, if terminated with cause, Dr.

Adler would be entitled to compensation

only for the period ending with the date of such termination.

The Adler Employment Agreement may also be terminated by Edgemode without

cause upon providing Dr.

Adler 30 days’ prior written notice.

In the event of termination without cause, Edgemode would continue

Adler his annual base salary and any benefits for the lesser of:

(i) the balance of the term of the Adler Employment Agreement

or (ii) 12 months from the date of termination, together with any performance bonuses (as defined in the Adler Employment) which may have

been earned as of the date of termination.

Equity Awards at Fiscal Year End

Outstanding Equity Awards At 2024 Fiscal Year-End

of Securities

Securities Underlying Unexercised Options

Unexercisable

Equity Incentive

Number of Securities

Underlying Unexercised

Unearned Options

Exercise Price

Expiration Date

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

of Shares or Units of Stock That Have Not Vested

Equity Incentive

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

Equity Incentive

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

Charlie Faulkner

Simon Wajcenberg

Based on the terms as of December 31, 2024, these options vest upon the Company

acquiring $15 million in cryptomining equipment.

See “Note 12.

Subsequent Events” to the Financial Statements included in this report.

to the period covered by this report, on April 7, 2025, pursuant to the Share Exchange, the Company issued to Dr.

Adler a five-year non-qualified

stock option to purchase up to 385,789,700 shares of Edgemode common stock at an exercise price of $0.005.

Additionally, on April 7, 2025,

pursuant to the Share Exchange, the Company approved the following stock option grants to Mr.

Faulkner, Mr.

Wajcenberg, and Dmitry

Strukov, a consultant of the Company:

an option to purchase 257,193,133 shares of common stock of the Company at an exercise price

of $0.005 per share;

an option to purchase 257,193,133 shares of common stock of the Company at an exercise price

of $0.005 per share;

an option to purchase 128,596,567 shares of common stock of the Company at an exercise price

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The information

required by this item is incorporated by reference to our Proxy Statement for the 2023 Annual Meeting of Stockholders to be filed with

the SEC within 120 days of the year ended December 31, 2023.

The following

table sets forth certain information regarding beneficial ownership of the Company’s common stock as of April 15, 2025, by (i) each

person who is known by the Company to own beneficially more than 5% of any classes of outstanding common stock, (ii) each director of

the Company, (iii) each of the Named Executive Officers, and (iv) all directors and executive officers of the Company as a group.

on 2,264,453,600 shares of common stock outstanding as of April 15, 2025.

Beneficial ownership

is determined in accordance with Rule 13d-3 and 13d-5 under the Exchange Act, and the information is not necessarily indicative of beneficial

ownership for any other purpose.

Under SEC rules, a person is considered a “beneficial owner” of a security if that person

has or shares power to vote or direct the voting of such security or the power to dispose or direct the disposition of such security.

A person is also considered to be a beneficial owner of any securities of which the person has a right to acquire beneficial ownership

within 60 days.

We believe that each individual or entity named has sole investment and voting power with respect to the securities indicated

as beneficially owned by them, subject to community property laws, where applicable, except where otherwise noted in the footnotes to

Unless otherwise

specified in the notes to this table, the address for each person is:

c/o Edgemode, Inc., 110 E.

Broward Blvd., Suite 1700, Ft.

FL 33301, Attention:

Corporate Secretary.

Title of Class

Name of Beneficial Holder

Amount of Beneficial

Percentage Beneficially Owned

5% Shareholders:

Dmitry Strukov (1)

Directors and Named Executive Officers

Charlie Faulkner (2)

Simon Wajcenberg (3)

Niclas Adler (4)

1,646,036,054

All directors and officers as a group (3 persons)

3,168,259,021

Strukov is a consultant of Edgemode.

Includes 135,558,759 shares of common stock underlying vested stock options.

(2) Faulkner.

Faulkner is an executive officer and director of the Company.

Includes 442,792,088 shares of common stock underlying vested stock

His ownership is included under “All directors and officers as a group.”

(3) Wajcenberg.

Wajcenberg is an executive officer and director of the Company.

Includes 442,792,088 shares of common stock underlying vested

stock options.

His ownership is included under “All directors and officers as a group.”

Adler is an executive officer and director of the Company.

Includes shares held by ACL, an entity beneficially owned and controlled

Includes 385,789,700 shares of common stock underlying vested stock options.

His ownership is included under “All directors

and officers as a group.”

Authorized for Issuance under Equity Compensation Plans

As of December

31, 2024, the Company had no equity compensation plan.

Certain Relationships and Related Transactions, and Director Independence.

Effective January 31, 2022, pursuant to the Transaction,

the Company entered into a Consulting Agreement with Mr.

Isaacs whereby he will provide services to the Company in a consultancy capacity

at a fee of $11,500 per month.

Additionally, he was issued 19,987,095 stock options, vesting in 90 days, at an exercise price of $0.40

The consulting agreement may be terminated by the Company without cause after three months.

On January 31, 2022, the Company granted options

1 unchanged sentence

at an exercise price of $0.40 per share.

On January 25, 2023, the Company amended stock option grants dated January 31, 2022 to each of

Charlie Faulkner and Simon Wajcenberg, the Chief Executive Officer and Chief Financial Officer of the Company, respectively.

The amendment

reduces the exercise price of the options from $0.40 per share to $0.06 per share.

On January 25, 2023, the Company amended stock option grants to each of Charlie Faulkner and

Simon Wajcenberg, the Chief Executive Officer and Chief Financial Officer of the Company, respectively.

The amendment reduced the exercise

price of the options from $0.40 per share to $0.06 per share.

On September 12, 2022, the Company granted options

9 unchanged sentences

to purchase up to 77,000,000 shares of the Company’s common stock at an exercise price of $0.04 per share, exercisable for five

years (the “Stock Options”).

The Stock Options shall each be a non-qualified option and shall become vested and exercisable

upon the Company closing on the purchase of at least $15 million of crypto mining equipment.

During the year ended December 31, 2023, the executive

officers of the Company advanced $16,000 to the Company for working capital needs.

The advances are non-interest bearing and are due on

The stock options shall each be a non-qualified option and shall become vested and exercisable upon the Company closing on the

purchase of at least $15 million of crypto mining equipment.

During the years ended December 31, 2024 and 2023,

the executive officers of the Company advanced $16,725 and $16,000 to the Company for working capital needs.

The advances are non-interest

bearing and are due on demand.

Under the terms of the respective employment agreements

of Charles Faulkner and Simon Wajcenberg, Mr.

Faulkner and Mr.

Wajcenberg had accrued salaries of $906,229 and $819,989, respectively,

as of February 1, 2025.

On February 20, 2025, in full satisfaction of $769,989 of the accrued salary for each of Mr.

Faulkner and Mr.

Wajcenberg, the Company (1) issued to each of Charles Faulkner and Simon Wajcenberg 256,660,163 shares of restricted common stock at a

conversion price of $0.003 per share, and (2) amended options held by each of Mr.

Faulkner and Mr.

Wajcenberg to (i) purchase up to 76,619,603

shares of the Company’s common stock at an exercise price of $0.10 per share, as amended on March 3, 2023 which vest upon the closing

of the purchase of at least $15 million of crypto mining equipment (the “2022 Options”) and (ii) purchase up to 77,000,000

shares of the Company’s common stock at an exercise price of $0.04 per share, which shall vest upon the Company closing on the purchase

of at least $15 million of crypto mining equipment (the “2023 Options”), to eliminate the vesting requirements of the 2022

Options and 2023 options.

The 2022 Options and 2023 Options are fully vested as of the Effective Date.

Under the terms of the respective employment agreements

of the Company’s executive officers, Charles Faulkner and Simon Wajcenberg, as of April 2, 2025, Mr.

Faulkner and Mr.

had accrued salaries of approximately $173,110 and $130,010, respectively.

On April 2, 2025, in satisfaction of $50,000 of the accrued

salary for each of Mr.

Faulkner and Mr.

Wajcenberg, the Company amended each of Mr.

Faulkner and Mr.

Wajcenberg options to purchase up

(1) 31,979,352 shares of the Company’s common stock dated January 31, 2022, exercisable at $0.06 per share (the “January

2022 Grants”);

(2) 76,619,303 shares of the Company’s common stock dated September 12, 2022, as amended, exercisable at $0.10

per share (the “September 2022 Grants”) and (3) 77,000,000 shares of the Company’s common stock dated March 1,

2023 exercisable at $0.04 per share (the “2023 Grants”;

the January 2022 Grants, September 2022 Grants and the March 2023

collectively the “Option Grants”), reduce the exercise price of the Option Grants to $0.005 per share.

April 7, 2025, pursuant to the Share Exchange, the Company issued to Dr.

Adler a five-year non-qualified stock option to purchase up to

385,789,700 shares of Edgemode common stock at an exercise price of $0.005.

Additionally,

on April 7, 2025, pursuant to the Share Exchange, the Company approved the following stock option grants to Mr.

Faulkner, Mr.

and Dmitry Strukov, a consultant of the Company:

· Faulkner an option to purchase 257,193,133 shares of common stock

of the Company at an exercise price of $0.005 per share;

· Wajcenberg an option to purchase 257,193,133 shares of common stock

of the Company at an exercise price of $0.005 per share;

· Strukov an option to purchase 128,596,567 shares of common stock

of the Company at an exercise price of $0.005.

As disclosed above, SAPL is a party to the following

(1) the Power Purchase Agreement with Marviken One;

(2) the Building Lease with Marviken One;

(3) the Property Purchase with

Marviken Two;

(4) the Cooling Agreement with Marviken One;

(5) the 5% Promissory Note in favor of Marviken Two;

and (6) the Intellectual

Property Agreement with ACL.

Adler, an officer and director of our company

effective April 7, 2025, is the chief executive officer of SAPL, an executive officer and beneficial owner of Marviken One and Marviken

Two, and the sole shareholder ACL.

Principal Accountant Fees and Services.

The information

required by this item is incorporated by reference to our Proxy Statement for the 2023 Annual Meeting of Stockholders to be filed with

the SEC within 120 days of the year ended December 31, 2023.

The following table sets forth the aggregate fees

paid for or accrued by the Company for audit and other services provided by M&K CPAS, PLLC, our principal auditor for fiscal 2024

Audit Fees - M&K CPAS, PLLC (1)

Audit Related Fees - M&K CPAS, PLLC

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.

Our Board has adopted a procedure for pre-approval

of all fees charged by our independent registered public accounting firm.

Under the procedure, the Board approves the engagement letter

with respect to audit, tax and review services.

Other fees are subject to pre-approval by the Board, or, in the period between meetings,

by a designated member of the Board.

Any such approval by the designated member is disclosed to the entire Board at the next meeting.

The audit and tax fees paid to the auditors with respect to 2024 were pre-approved by the entire Board.

Exhibits, Financial Statement Schedules.

13 unchanged sentences

Agreement and Plan of Merger and Reorganization (1)

Share Exchange Agreement effective April 7, 2025 by and between Edgemode, Inc., Synthesis Analytics Production Ltd.

and Adler Capital Limited (1)

Certificate of Incorporation, As Amended and Restated

Certificate of Amendment Increase in Authorized Common Stock effective April 7, 2025

Amendment No.

1 to the Bylaws

Certificate of Designation of Series B Preferred Stock filed July 20, 2022

Certificate of Designation of Series B Preferred Stock

Certificate of Designation of Series C Preferred Stock

Description of Securities

Form of Executive Employment Agreement (2)

Consulting Agreement - Isaacs (2)

Form of Option Agreement

Form of Note Conversion

Compute North Master Agreement

Trinity Mining Technologies

2CRSI Agreements

Series A Preferred Stock Purchase Agreement, dated as of July 18, 2022, by and between Edgemode, Inc.

8 unchanged sentences

and 1800 Diagonal Lending LLC

Incorporated by Reference

Filed or Furnished

Exhibit Description

Amendment to Charlie Faulkner Stock Option Grant dated January 25, 2023 (2)

2 unchanged sentences

Stock Option Grant to Simon Wajcenberg dated March 3, 2023 (2)

Incorporated by Reference

Filed or Furnished

Exhibit Description

Amendment to Charlie Faulkner Stock Option Grant dated January 25, 2023 (2)

14 unchanged sentences

in favor of 1800 Diagonal Lending LLC effective August 4, 2023

Master Services Agreement with Cudo Ventures

Simon Wajcenberg Conversion Letter dated February 20, 2025

Charles Faulkner Conversion Letter dated February 20, 2025

Amendment to Simon Wajcenberg Stock Option Grant dated February 20, 202 5 (2)

Amendment to Charlie Faulkner Stock Option Grant dated February 20, 202 5 (2)

Amendment to Simon Wajcenberg Stock Option Grant dated April 2, 202 5 (2)

Amendment to Charlie Faulkner Stock Option Grant dated April 2, 202 5 (2)

Executive Employment Agreement effective April 7, 2025 between Edgemode, Inc.

and Niclas Adler (2)

Consultancy Agreement by and between AI Capital Mineco Limited and Edgemode, Inc.

effective April 7, 2025

Form of Amendment No.

1 to Executive Employment Agreement

Form of Stock Option Grant (2)

Power Purchase Agreement between SAPL and Marviken One dated December 27, 2024, as amended on February 20, 2025 (1)

Building Lease between SAPL and Marviken One dated December 27, 2024 (1)

Property Purchase Agreement between SAPL and Marviken One dated December 4, 2024 (1)

Cooling Agreement between SAPL and Marviken One dated December 27, 2024 (1)

5% Promissory Note issued by Synthesis Analytics Ltd.

in favor of Marviken Two dated December 4, 2024 (1)

Intellectual Property Agreement between SAPL and ACL dated August 31, 2024 (1)

Code of Ethics and Business Conduct

Letter from MaloneBailey, LLP to the SEC dated January 7, 2022

Insider Trading Policy

List of Subsidiaries

Incorporated by Reference

Filed or Furnished

Exhibit Description

Certification of Principal Executive Officer (Section 302)

22 unchanged sentences

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 on April 16, 2024.

thereunto duly authorized on May 2, 2025

EDGEMODE, INC.

April 26, 2024

/s/ Charlie Faulkner

8 unchanged sentences

Chief Executive Officer

April 26, 2024

Charlie Faulkner

2 unchanged sentences

Chief Financial Officer

April 26, 2024

Simon Wajcenberg

(Principal Financial Officer)(Principal Accounting Officer) and Director

/s/ Niclas Adler

Chief Technology Officer

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