What changed in this filing

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Item 1A. Risk Factors

2026-04-15 compared with 2025-03-11 · 92 added, 49 removed, 360 unchanged (28% of the section changed)

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certain that we will be able to compete successfully in our operations.

the longevity of patents in the United States are limited in duration to 20 years, this should not affect the Company’s

long-term ability to successfully monetize the intellectual property it owns.

the longevity of patents in the United States are limited in duration to 20 years, this should not affect the Company’s long-term

ability to successfully monetize the intellectual property it owns.

8,574,501 B1 (the “’501 Patent”), issued November 5, 2013, and U.S.

(the “597 Patent”), issued August 5, 2014, covering our GTL conversion technology for the purpose of converting natural

gas to clean synthetic fuels in a small-plant and mobile application.

8,795,597 B2 (the

“597 Patent”), issued August 5, 2014, covering our GTL conversion technology for the purpose of converting natural gas to

clean synthetic fuels in a small-plant and mobile application.

On April 28, 2020, the Company was granted U.S.

10,633,594 B1 (the “594 Patent”) for syngas generation for gas-to-liquid fuel conversion, and the Company was

Patent 10,907,104 B1 (the “’104 Patent”), U.S.

Patent 10,633,594 B1 (the

Patent”),, and U.S.

Patent 11,608,473 B1 (the “’473 Patent”) in 2021, 2022, and 2023, respectively, which

extend the methods and details of generating syngas using the Company’s proprietary G-Reformer™ technology described in

The Company has several other pending patent applications, both domestic and international, related to various components

and processes involving our proprietary GTL methods, which when granted, will further complement our existing portfolio of issued patents

and pending patent applications

“594 Patent”) for syngas generation for gas-to-liquid fuel conversion, and the Company was granted U.S.

Patent 10,907,104

B1 (the “’104 Patent”), U.S.

Patent 11,453,827 B1 (the “’827 Patent”),, and U.S.

Patent 11,608,473

B1 (the “’473 Patent”) in 2021, 2022, and 2023, respectively, which extend the methods and details of generating syngas

using the Company’s proprietary G-Reformer™ technology described in ‘594 Patent.

The Company has several other pending

patent applications, both domestic and international, related to various components and processes involving our proprietary GTL methods,

which when granted, will further complement our existing portfolio of issued patents and pending patent applications

term of each patent under U.S.

law is 20 years from the original filing date.

Accordingly, the aforementioned granted patents will

expire in the years of 2033 and 2038.

Accordingly, the aforementioned granted patents will expire

in the years of 2033 and 2038.

These dates cannot be extended.

However, any future applications claiming “improvements

to the current art” made by us will receive new filing dates.

As such, new technologies enhancing and/or building on what is

protected in the aforementioned patents will have anticipated expiration dates on or after 2038.

Still, there is no certainty that

we will be able to make such improvements to our currently held patents, and they therefore may expire at their respective terms.

Further, a patent’s term may be shortened if a patent is litigated, and there is no certainty that we will be able to

successfully defend our patents should such litigation occur .

Moreover, the patents may go abandoned prior to their respective

terms should required maintenance fees not be paid to the USPTO.

However, any future applications claiming “improvements to the current

art” made by us will receive new filing dates.

As such, new technologies enhancing and/or building on what is protected in the

aforementioned patents will have anticipated expiration dates on or after 2038.

Still, there is no certainty that we will be able to

make such improvements to our currently held patents, and they therefore may expire at their respective terms.

Further, a patent’s

term may be shortened if a patent is litigated, and there is no certainty that we will be able to successfully defend our patents should

such litigation occur .

Moreover, the patents may go abandoned prior to their respective terms should required maintenance fees not be

paid to the USPTO.

are currently dependent on one equipment fabricator, the loss of which could adversely impact our operations.

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are dependent on a limited number of key executives, consultants, the loss of any of which could negatively impact our business.

business is led by our Chairman of the Board of Directors, Raymond Wright, President, Robert Kevin Jones, and our Chief Financial Officer,

Ransom Jones, all of whom are also members of our board of directors (our “ Board of Directors ”).

We use outside consultants

to support and perform the majority of the engineering and production work on our GTL technology.

From time-to-time, we have also engaged

consultants to provide financial reporting and governance support.

business is led by our Chairman of the Board of Directors, Raymond Wright, Acting President, Doug Cogan, Chief Executive Officer,

Robert Kevin Jones, Executive Vice President - Sales and our Chief Financial Officer, Ransom Jones, all of whom are also members of

our board of directors (our “ Board of Directors ”).

We use outside consultants to support and perform the majority

of the engineering and production work on our GTL technology.

From time-to-time, we have also engaged consultants to provide

financial reporting and governance support.

one or more of these senior executives, officers, or consultants are unable or unwilling to continue in their present positions, we may

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with The University of Texas at Arlington (UTA) for all patent applications currently filed with the Patent and Trademark Office relating

to GWTI’s natural gas reforming technologies developed under its sponsored research agreement with UTA.

to GWTI’s natural gas reforming technologies developed under its sponsored research agreements with UTA.

support our engineering efforts, we also continued our ongoing confidential Sponsored Research Agreement (“SRA”) with UTA

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our business.

Relating to Our Mining Properties

is very limited risk, financial or otherwise, related to our mining leases and interests at this time.

Relating to Our Common Stock

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and most likely result in a lower price per share of Common Stock.

Also, as of the date of this filing, the shares authorized

treasury shares are 500 million and there were 462,361,204 issued and outstanding.

Thus, only an additional 37,638,796 treasury shares

are available for sale.

At the current share price, the ability to raise a significant amount of funds through the sale of treasury shares

In order to address this situation, the Company has the ability to authorize additional treasury shares or execute a corporate

restructuring.

These actions may require a special shareholder meeting and a positive vote of the shareholders on these matters is not

of additional Common Stock in exchange for services or to repay debt would dilute Shareholders’ proportionate ownership and voting

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quarterly period ended March 31, 2024, it was removed from the OTCQB marketplace, operated by the OTC Markets Group, Inc.

and placed on OTCMG “Pink Market,”which limits the ability of broker-dealers to sell our securities and the ability of Shareholders

to easily sell their securities in the secondary market.

All of the Company’s filings with the SEC are now current.

“OTCMG” and placed on OTCMG “Pink Market,”which limits the ability of broker-dealers to sell our securities

and the ability of Shareholders to easily sell their securities in the secondary market.

All of the Company’s filings with the

SEC are now current and the stock is now trading on its historical marketplace, the OTCQB.

trading on the OTCQB must:

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Accordingly, the Pink Sheet Market’s trading is very thin.

Company is currently in the process of filing Form 211 with the Financial Industry Regulatory Authority (“FINRA”).

The information

required to be filed is voluminous.

After the filing for Form 211, there is no certainty regarding how much time it will require FINRA

to respond to the filing.

OTC Markets has announced the launch of a new market tier.

Effective July 2025, Pink Current will become OTCID,

a basic reporting market requiring companies to meet minimal current information disclosures and provide management certification.

OTCID status requires the Company to submit and application with the OTC and pay certain fees.

The Company plans to file that application

and is confident that the application will be approved.

At the same time, the Company will continue to seek approval from FINRA to return

to the OTCQB, the Company’s historic trading platform.

in the share price for our Common Stock may subject us to securities litigation.

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The SEC accepted the letter on September 13, 2023.

Cybersecurity Risk Management

Cybersecurity

Risk Management and Strategy

Company recognizes the importance of maintaining the security and integrity of its information systems and data.

The Company’s

operations are currently limited in scale and are primarily focused on research, development, and administrative activities.

the Company’s information technology environment consists primarily of standard, commercially available systems and cloud-based

applications used for accounting, communication, and general business operations.

Company has implemented basic cybersecurity measures designed to protect its information systems and data, including:

of third-party hosted platforms with embedded security features

protection and access controls

monitoring of system access and activity

on reputable service providers for financial systems and data storage

Company does not currently maintain a formal, enterprise-wide cybersecurity risk management program;

however, management periodically

assesses risks related to cybersecurity and implements measures it believes are appropriate given the Company’s size, operations,

and risk profile.

date, the Company has no t experienced any material cybersecurity incidents that have materially affected, or are reasonably likely to

materially affect, its business strategy, results of operations, or financial condition.

Cybersecurity

Responsibility

for oversight of cybersecurity risk resides with management, primarily the Chief Financial Officer , who oversees the Company’s

information systems and related risks.

Due to the Company’s limited personnel, cybersecurity responsibilities are not segregated

across multiple roles .

is responsible for:

and evaluating cybersecurity risks

access to key systems

with third-party service providers

to any identified cybersecurity issues

Board of Directors has general oversight responsibility for risk management, including cybersecurity risk.

The Board is informed of material

risks, including cybersecurity-related matters, through periodic communications with management.

the Company’s current size and operations, cybersecurity risk is not managed through a separate committee but is considered as

part of the Company’s overall risk management process

Cybersecurity

Incident Reporting

Company has not identified any cybersecurity incidents that have materially affected, or are reasonably likely to materially affect,

the Company’s business strategy, results of operations, or financial condition.

principal office is 1521 North Cooper St., Suite 205, Arlington, Texas 76011, leased at a rate of $981.00 per month.

We believe these

facilities are adequate for at least the next 12 months.

We expect that we could relocate to other suitable facilities at comparable

rates, should we need more or less space.

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 1A. Risk Factors