What changed in this filing

/stocks — the workspaceLOADING

Item 2. Unregistered Sales of Equity Securities

2026-07-15 compared with 2026-01-14 · 8 added, 34 removed, 5 unchanged (89% of the section changed)

1 unchanged sentence

USE OF PROCEEDS AND ISSUER PURCHASES OF EQUIRY SECURITIES

On October 2, 2025, we issued 1,500,000 shares of

its common stock at a deemed price of $1.57 per share to one entity pursuant to an asset purchase agreement.

We relied upon the exclusion

from the registration requirements of the United States Securities Act of 1933, as amended (the “ Securities Act ”),

for offshore transactions provided by Rule 903(b) of Regulation S promulgated under the Securities Act for the issuance of such shares.

On October 17, 2025, we issued 60,000 shares of its

common stock at a deemed price of $1.67 per share to one individual pursuant to a settlement agreement.

We relied upon the exemption from

registration under the Securities Act provided by Rule 506(b) or Section 4(a)(2) of the Securities Act for the issuance of the shares

to the individual that is a U.S.

On October 17, 2025, we issued 7,500 shares of its

common stock at a deemed price of $1.86 per share to one entity pursuant to a consulting agreement.

We relied upon the exemption from

registration under the Securities Act provided by Rule 506(b) or Section 4(a)(2) of the Securities Act for the issuance of the shares

to the entity that is a U.S.

On October 21, 2025, we issued an aggregate of 4,000,000

common stock purchase warrants (the “ Warrants ”) to a consultant pursuant to a consulting services agreement with respect

to investor relations services.

3,000,000 of the Warrants entitle the holder to purchase up to 3,000,000 shares of common stock (each,

a “ Warrant Share ”) at an exercise price of $1.65 per Warrant Share until April 20, 2027, and 1,000,000 of the Warrants

entitle the holder to purchase up to 1,000,000 Warrant Shares at an exercise price of $2.15 per Warrant Share until April 20, 2027.

relied upon the exemption from the registration requirements of the Securities Act provided by Rule 506(b) of Regulation D and/or Section

4(a)(2) under the Securities Act for the issuance of the Warrants to the one entity, which is a U.S.

On November 5, 2025, we issued 300,000 common stock

purchase warrants (the “ Warrants ”) to a consultant pursuant to a consulting services agreement.

The Warrants entitle

the holder to purchase up to 300,000 shares of common stock (each, a “ Warrant Share ”) at an exercise price of $1.65

per Warrant Share until April 27, 2027.

We relied upon the exemption from the registration requirements of the Securities Act provided

by Rule 506(b) of Regulation D and/or Section 4(a)(2) under the Securities Act for the issuance of the Warrants to the one entity, which

On November 14, 2025, we issued 190,000 shares of

common stock at a price of $1.50 per share to one individual due to the closing of a private placement for gross proceeds of $285,000.

We relied upon the exclusion from the registration requirements of the Securities Act for offshore transactions provided by Rule 903(b)

of Regulation S promulgated under the Securities Act for the issuance of such shares.

On May 13, 2026, the Company entered into a securities

purchase agreement with an institutional investor and issued a senior secured convertible note with an original principal amount of $5,000,000

and an original issue discount of $700,000.

The note is convertible into shares of the Company’s common stock at an initial fixed

conversion price of $0.94 per share, subject to adjustment as set forth in the note.

The note was, and the shares of common stock issuable

upon conversion of the note will be, issued in a transaction exempt from the registration requirements under the Securities Act in reliance

on Section 4(a)(2) thereof and Rule 506(b) of Regulation D thereunder.

ITEM 3 – DEFAULTS UPON SENIOR SECURITIES

2 unchanged sentences

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 2. Unregistered Sales of Equity Securities