Item 2. Unregistered Sales of Equity Securities
ITEM 2.
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Except as otherwise previously disclosed or provided
below or previously disclosed in our SEC reports, there were no unregistered sales of the Company’s equity securities during the
six months ended June 30, 2026.
During the three months ended June 30, 2026, the
Company has issued 10,000,000 shares of restricted common stock for services to the non-employee board member. On the date of issuance,
the shares are fully earned and non-forfeitable. The shares were issued in reliance upon an exemption from registration provided by Section
4(a)(2) of the Securities Act and contain a legend restricting their transferability, absent registration or applicable exemption.
During the three months ended June 30, 2026, the
Company issued an aggregate total of 574,979,856 shares of restricted common stock to unaffiliated, accredited investors in consideration
of the conversion of approximately $160,000 in principal on outstanding convertible notes payable. The shares were issued in reliance
upon an exemption from registration provided by Section 4(a)(2) of the Securities Act and contain a legend restricting their transferability,
absent registration or applicable exemption.
During the three months ended June 30, 2026, the
Company issued 15,384,615 shares of restricted common stock under the ELOC for gross cash proceeds of $70,000. The shares were issued
in reliance upon an exemption from registration provided by Section 4(a)(2) of the Securities Act and contain a legend restricting their
transferability, absent registration or applicable exemption.
On June 19, 2026, the Company issued 133,479,310
shares of restricted common stock under the true-up provisions to the inducement shares issued in connection with a Securities Purchase
Agreement dated September 18, 2025 with an accredited investor. sThe shares were issued in reliance upon an exemption from registration
provided by Section 4(a)(2) of the Securities Act and contain a legend restricting their transferability, absent registration or applicable
exemption.
ITEM 3.
DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4.
MINE SAFETY DISCLOSURES
Not Applicable.
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