What changed in this filing

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Item 1. Financial Statements

2025-09-22 compared with 2025-06-23 · 411 added, 399 removed, 362 unchanged (69% of the section changed)

29 unchanged sentences

15,000,000 shares authorized;

0 shares issued and outstanding as of July 31, 2025 and October 31, 2024, respectively

Series A, par value $ 0.001 per share;

10,000,000 shares authorized;

5,000,000 and 5,000,000 shares issued and outstanding as of April 30, 2025 and October 31, 2024, respectively

5,000,000 and 5,000,000 shares issued and outstanding as of July 31, 2025 and October 31, 2024, respectively

Series B, par value $ 0.001 per share;

500,000 shares authorized;

360,000 and 0 shares issued and outstanding as of April 30, 2025 and October 31, 2024, respectively

360,000 and 0 shares issued and outstanding as of July 31, 2025 and October 31, 2024, respectively

Common stock, par value $ 0.001 per share;

985,000,000 shares authorized;

80,150,491 and 419,437,865 shares issued and outstanding as of April 30, 2025 and October 31, 2024, respectively

95,920,491 and 419,437,865 shares issued and outstanding as of July 31, 2025 and October 31, 2024, respectively

Common stock payable

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For the Three Months Ended

For the Six Months Ended

For the Nine Months Ended

(As Restated)

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CONDENSED STATEMENTS OF STOCKHOLDERS' DEFICIT

For the three months and six months ended April 30, 2025 and 2024 (As Restated)

For the three months and nine months ended July 31, 2025 and 2024 (As Restated)

Series A Preferred Stock

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Balance at April 30, 2024 (Restated)

Regulation A stock issuances

Regulation D stock issuances

Shares cancelled as per settlement agreement - Vivaris Capital

Net loss for the three months ended July 31, 2024

Balance at July 31, 2024

HNO INTERNATIONAL, INC.

CONDENSED STATEMENTS OF STOCKHOLDERS' DEFICIT (CONTINUED)

For the three months and nine months ended July 31, 2025 and 2024 (As Restated)

Series A Preferred Stock

Series B Preferred Stock

Share Subscription

Additional Paid-in

Total Stockholders'

Balance at October 31, 2024

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Series B preferred stock issuances

Share based compensation

Stock-based compensation

Net loss for the three months ended January 31, 2025

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Balance at April 30, 2025

Regulation D stock issuances

Stock-based compensation

Net loss for the three months ended July 31, 2025

Balance at July 31, 2025

The accompanying notes are an integral part of these condensed unaudited financial statements.

1 unchanged sentence

CONDENSED STATEMENTS OF CASH FLOWS

For the Six Months Ended

For the Nine Months Ended

(As Restated)

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Loss on write-off of intangible asset

Share based compensation

Stock-based compensation

Changes in operating assets and liabilities:

Decrease in due from related party

(Increase) in accounts receivable

Increase in accrued interest receivable

Increase/(Decrease) in accounts payable

Increase/(Decrease) in accrued payroll

Increase/(Decrease) in accrued interest payable

Increase in lease vendor payable

Decrease in accounts payable

Decrease in accrued payroll

Decrease in accrued interest payable

Operating lease ROU assets and lease liabilities, net

(Decrease) increase in payroll taxes

Decrease payroll taxes

Net Cash Used in Operating Activities

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Proceeds from security deposits

Proceeds from customer deposits

Proceeds from sale of common stock subscription payable

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Supplemental Disclosure for Non-Cash Investing and Financing Activities:

Acquired property and equipment remaining in accounts payable

Property and equipment acquired through accounts payable

Common stock cancellation per share exchange agreement

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NOTES TO CONDENSED UNAUDITED FINANCIAL STATEMENTS

APRIL 30, 2025

JULY 31, 2025

NOTE 1 – ORGANIZATION AND BASIS OF ACCOUNTING

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heating and cooking applications.

The CHPS is highly scalable, capable of producing 100-2,000 (or more) kilograms of hydrogen per day

for commercial use in various applications.

A CHPS is highly scalable, capable of producing 100-2,000 (or more) kilograms of hydrogen per day for

commercial use in various applications.

In addition, the Company develops energy systems that complement the zero-emissions EV infrastructure,

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The corrections made that impact the condensed financial

statements for the quarter ended April 30, 2024, are summarized as follows:

statements for the quarter ended July 31, 2024, are summarized as follows:

Stock Price Valuation Adjustment:

The valuation of the stock

price was adjusted from $ 0.001 to $ 0.23 and there was an increase in share-based compensation reflecting the revised valuation of stock.

The valuation of the stock price was adjusted

from $ 0.001 to $ 0.23 and there was an increase in stock-based compensation reflecting the revised valuation of stock.

Equity Adjustments:

There was a corresponding increase in additional

paid-in capital and an adjustment in the accumulated deficit to reflect the revised stock valuation and related share-based compensation.

There was a corresponding increase in additional paid-in capital and

an adjustment in the accumulated deficit to reflect the revised stock valuation and related stock-based compensation.

Termination of Patent Purchase Agreement:

On March 13, 2025,

the Company and Donald Owens mutually agreed to terminate the Patent Purchase Agreement as of January 24, 2023.

As part of the termination,

the patents were returned to Mr.

On March 13, 2025, the Company and

Donald Owens mutually agreed to terminate the Patent Purchase Agreement as of January 24, 2023.

As part of the termination, the patents

were returned to Mr.

Owens, and the 5,000,000 shares of Series A Preferred Stock were canceled.

The $ 82,500 value previously

reported in intangible assets and additional paid-in capital was reversed, resulting in a reduction in intangible assets.

Additionally,

the related amortization expense of $ 3,176 and the issuance of Series A Preferred Stock were removed from the financial statements.

The $ 82,500 value previously reported

in intangible assets and additional paid-in capital was reversed, resulting in a reduction in intangible assets.

Additionally, the related

amortization expense of $ 3,176 and the issuance of Series A Preferred Stock were removed from the financial statements.

Reclassification of Expenses:

Expenses incurred during the fiscal

year ended October 31, 2023, and paid subsequently, have been reclassified to accounts payable as of October 31, 2023.

This adjustment

ensures that financial obligations are accurately reported in the period in which they were incurred.

The restatement includes the initial recognition of right-of-use

assets and corresponding lease liabilities on the balance sheet to properly reflect lease accounting in accordance with ASC 842.

Expenses incurred during the fiscal year ended October 31,

2023, and paid subsequently, have been reclassified to accounts payable as of October 31, 2023.

This adjustment ensures that financial

obligations are accurately reported in the period in which they were incurred.

The restatement includes the initial recognition of right-of-use assets and corresponding

lease liabilities on the balance sheet to properly reflect lease accounting in accordance with ASC 842.

These adjustments have been reflected in the restated financial

statements for the quarter ended April 30, 2024.

statements for the quarter ended July 31, 2024.

Impact of the Restatement

The impact of the restatement on the financial statements for

the affected period is presented below.

In addition to the below, the related notes to the financial statements have also been adjusted

as appropriate to reflect the impact of the restatement.

The impact of the restatement on the line items within the previously reported

Condensed Unaudited Statement of Operations for the three and six months ended April 30, 2024, previously filed is as follows:

The impact of the restatement on the financial statements for the

affected period is presented below.

In addition to the below, the related notes to the financial statements have also been adjusted as

appropriate to reflect the impact of the restatement.

The impact of the restatement on the relevant line items within the previously

reported Condensed Unaudited Statement of Operations for the three and nine months ended July 31, 2024, previously filed is as follows:

Schedule of statement of operations

Statement of Operations for the three months ended April 30, 2024

Statement of Operations for the three months ended July 31, 2024

As Previously Reported

Cost of goods sold

Operating expenses

General and administrative expenses

Depreciation and amortization

Total Operating Expenses

Other Income (Expenses)

Interest income

Interest expense

Total Other (Expenses)

Loss from Operations

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Weighted average number of common shares outstanding - basic and diluted

Statement of Operations for the six months ended

April 30, 2024

Statement of Operations for the nine months ended July 31, 2024

As Previously Reported

Cost of goods sold

Operating expenses

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Total Operating Expenses

Other Income (Expenses)

Interest income

Interest expense

Total Other (Expenses)

Loss from Operations

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Weighted average number of common shares outstanding - basic and diluted

The impact of the restatement on the line items within the previously reported

Condensed Unaudited Statement of Changes in Stockholders’ Deficit for the three and six months ended April 30, 2024, previously

The impact of the restatement on the relevant line items within the previously

reported Condensed Unaudited Statement of Changes in Stockholders’ Deficit for the three and nine months ended July 31, 2024, previously

filed is as follows:

Schedule of statement of changes in stockholders deficit

Changes in Statement of Stockholders' Deficit for the three months ended April 30, 2024

Changes in Statement of Stockholders' Deficit for the three months ended July 31, 2024

As Previously Reported

Beginning Additional Paid-in Capital - Balance at January 31, 2024

Beginning Accumulated Deficit - Balance at January 31, 2024

Beginning Total Stockholders’ Deficit - Balance at January 31, 2024

Beginning Additional Paid-in Capital - Balance at April 30, 2024

Beginning Accumulated Deficit - Balance at April 30, 2024

Beginning Total Stockholders' Deficit - Balance at April 30, 2024

Series A preferred issued pursuant to patent agreement, shares

Series A preferred issued pursuant to patent agreement, amount

Net loss for the three months ended April 30, 2024

Ending Additional paid in capital - Balance at April 30, 2024

Ending Accumulated Deficit - Balance at April 30, 2024

Ending Total Stockholders’ Deficit - Balance at April 30, 2024

Changes in Statement of Stockholders' Deficit for the six months ended April 30, 2024

Net loss for the three months ended July 31, 2024

Ending Additional paid in capital - Balance at July 31, 2024

Ending Accumulated Deficit - Balance at July 31, 2024

Ending Total Stockholders' Deficit - Balance at July 31, 2024

Changes in Statement of Stockholders' Deficit for the nine months ended July 31, 2024

As Previously Reported

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Series A preferred issued pursuant to patent agreement, amount

Net loss for the six months ended April 30, 2024

Ending Additional paid in capital - Balance at April 30, 2024

Ending Accumulated Deficit - Balance at April 30, 2024

Ending Total Stockholders’ Deficit - Balance at April 30, 2024

The impact of the restatement on the line items within the previously

reported Condensed Unaudited Statement of Cash Flows for the six months ended April 30, 2024, previously filed is as follows:

Net loss for the nine months ended July 31, 2024

Ending Additional paid in capital - Balance at July 31, 2024

Ending Accumulated Deficit - Balance at July 31, 2024

Ending Total Stockholders' Deficit - Balance at July 31, 2024

The impact of the restatement relevant on the

line items within the previously reported Condensed Unaudited Statement of Cash Flows for the nine months ended July 31, 2024, previously

filed is as follows:

Schedule of statement of cash flows

Statement of Cash Flows for the six months ended

April 30, 2024

Statement of Cash Flows for the nine months ended July 31, 2024

As Previously Reported

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Changes in operating assets and liabilities:

Decrease in due from related party

Increase in accrued interest receivable

Increase/(Decrease) in accounts payable

Increase/(Decrease) in accrued interest payable

Increase in lease vendor payable

Operating lease ROU assets and lease liabilities, net

Increase (Decrease) in payroll taxes

Net Cash Used in Operating Activities

Cash Flows from Financing Activities

Proceeds from related party advances

Proceeds from security deposits

Proceeds from sale of common stock subscription payable

Proceeds from sale of common stock

Net Cash Provided by Financing Activities

Cash Flows from Investing Activities

Purchase of property and equipment

Purchase of long term asset

Net Cash Used in Investing Activities

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of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations

and cash flows of the Company for the three and six months ended April 30, 2025.

and cash flows of the Company for the three and nine months ended July 31, 2025.

Out-of-Period Adjustment

During the three months ended April 30, 2025, the Company

recorded an out-of-period adjustment to write off the full gross amount of a previously capitalized intangible asset related to the

prototype Compact Hydrogen Refueling Station (“CHRS”).

The asset was originally recorded at $ 136,725 following the

conversion of a SAFE investment into intellectual property.

During the nine months ended July

31, 2025, the Company recorded an out-of-period adjustment to write off the full gross amount of a previously capitalized intangible asset

related to the prototype Compact Hydrogen Refueling Station (“CHRS”).

The asset was originally recorded at $ 136,725 following

the conversion of a SAFE investment into intellectual property.

Upon further evaluation, management determined that the asset did not

meet the criteria for capitalization.

Management evaluated the error, both qualitatively and quantitatively,

and concluded that the adjustment was not material to any prior interim or annual period.

The Company recorded an expense of $ 105,190 ,

presented as “Loss on write-off of intangible asset” within other expenses for the quarter ended April 30, 2025.

The remaining

balance of the gross asset and related accumulated amortization were removed from the balance sheet as part of the adjustment.

The previously

recorded amortization from earlier periods was not reversed and remains reported in those respective periods.

Management evaluated the error,

both qualitatively and quantitatively, and concluded that the adjustment was not material to any prior interim or annual period.

recorded an expense of $ 105,190 , presented as “Loss on write-off of intangible asset” within other expenses for the nine months

ended July 31, 2025.

The remaining balance of the gross asset and related accumulated amortization were removed from the balance sheet

as part of the adjustment.

The previously recorded amortization from earlier periods was not reversed and remains reported in those respective

Use of Estimates

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

As of April 30, 2025, and October 31, 2024, the Company did not

As of July 31, 2025, and October 31, 2024, the Company did not

hold any investments that qualify as cash equivalents.

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Stock-Based Compensation

The Company accounts for stock-based compensation

in accordance with Accounting Standards Codification (“ASC”) 718 Compensation - Stock Compensation (“ASC 718”).

ASC 718 requires that the cost of equity instrument awards, issued in exchange for services, including those issued to employees and predominantly

to consultants, be measured at the grant-date fair value.

The Company does not adhere to a formal stock-based compensation plan;

it issues stock awards on a discretionary basis as part of compensation agreements with selected employees and consultants.

for stock-based awards is recognized as a non-cash expense on the statement of operations.

The expense associated with these awards is

recorded based on the fair value on the date of grant, as determined using a pricing model commensurate with the terms of the award.

cost is recognized over the period during which the award recipient is required to perform services, typically known as the vesting period.

The total compensation cost related to vested stock-based awards is recognized after adjusting for estimated forfeitures at the time of

The expense related to stock-based compensation is included within the same income statement lines as cash compensation for the

consultants and employees who receive the awards, currently included in general and administrative expenses on the statement of operations

as the Company does not allocate compensation costs to Costs of Goods Sold.

As of the report date, the Company has not established any

plans to issue dividends on stock-based awards.

Any tax benefits arising from deductions for these awards are recorded in additional paid-in

capital, provided they exceed the cumulative compensation cost recognized.

The Company accounts for stock-based

compensation in accordance with Accounting Standards Codification (“ASC”) 718 Compensation - Stock Compensation

ASC 718 requires that the cost of equity awards, issued in exchange for services, including those issued to

employees and predominantly to consultants, be measured at the grant-date fair value.

The Company does not adhere to a formal

stock-based compensation plan;

rather, it issues stock awards on a discretionary basis as part of compensation agreements with

selected employees and consultants.

Compensation for stock-based awards is recognized as a non-cash expense on the statement of

The fair value of restricted stock grants is determined using the closing market price on the grant date, adjusted for

an appropriate discount to reflect the restrictions on transferability and marketability of the shares.

The discount is calculated

using a weighted average of comparable restricted stock transactions, which better reflects the economic impact of larger issuances

and provides a more accurate representation of fair value under ASC 718.

The expense associated with these awards is recorded based

on the fair value on the date of grant, as determined using a pricing model commensurate with the terms of the award.

recognized over the period during which the award recipient is required to perform services, typically known as the vesting period.

The total compensation cost related to vested stock-based awards is recognized after adjusting for estimated forfeitures at the time

The expense related to stock-based compensation is included within the same income statement lines as cash compensation

for the consultants and employees who receive the awards, currently included in general and administrative expenses on the statement

of operations as the Company does not allocate compensation costs to Costs of Goods Sold.

As of the report date, the Company has not

established any plans to issue dividends on stock-based awards.

Any tax benefits arising from deductions for these awards are

recorded in additional paid-in capital, provided they exceed the cumulative compensation cost recognized.

Employee Benefits

During the three months ended July 31, 2025,

the Company paid $ 743 in employer retirement contributions, representing 3 % of semi-monthly payroll for one employee over three pay

These contributions are made in accordance with the terms of the Company’s state-mandated retirement plan for eligible

employees and are recorded as employee benefits expense in the period incurred.

Income taxes are computed using the asset and liability

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allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.

The Company follows the provisions of ASC 740, Income

Taxes , related to accounting for uncertainty in income taxes.

ASC 740 prescribes a recognition threshold and measurement process for

uncertain tax positions taken or expected to be taken in a tax return.

The Company recognizes the financial statement effects of a tax

position when it is more likely than not that, based on technical merits, the position will be sustained upon examination by the relevant

taxing authorities.

The Company had no unrecognized tax benefits as of April 30, 2025 and October 31, 2024, and does not anticipate any

significant changes in unrecognized tax benefits within the next 12 months.

The Company follows the provisions of

ASC 740, Income Taxes , related to accounting for uncertainty in income taxes.

ASC 740 prescribes a recognition threshold and measurement

process for uncertain tax positions taken or expected to be taken in a tax return.

The Company recognizes the financial statement effects

of a tax position when it is more likely than not that, based on technical merits, the position will be sustained upon examination by

the relevant taxing authorities.

The Company had no unrecognized tax benefits as of July 31, 2025 and October 31, 2024, and does not anticipate

any significant changes in unrecognized tax benefits within the next 12 months.

Revenue Recognition

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on a net basis, limited to the margin or fee earned, consistent with the Company’s role as an agent under ASC 606-10-55-36 through

During the three months ended April 30, 2025, the

Company recognized $ 43,708 in revenue related to the facilitation of delivery of hydrogen refueling equipment and related services.

on its evaluation of the arrangement, the Company determined that it acted as an agent with respect to the facilitation of delivery of

equipment, as it did not obtain control of the goods and the third-party vendor delivered directly to the customer.

During the nine months ended July 31,

2025, the Company recognized $ 43,708 in revenue related to the facilitation of delivery of hydrogen refueling equipment and related services.

Based on its evaluation of the arrangement, the Company determined that it acted as an agent with respect to the facilitation of delivery

of equipment, as it did not obtain control of the goods and the third-party vendor delivered directly to the customer.

As a result, revenue

was recognized on a net basis, excluding gross billings and associated third-party costs, in accordance with ASC 606.

Basic and Diluted Net Loss per Common Share

Basic and Diluted Net Loss per

Basic loss per common share is computed by

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Property and Equipment

Property and equipment are carried at cost and, less

accumulated depreciation.

Property and equipment are carried at cost and,

less accumulated depreciation.

The cost of repairs and maintenance is expensed as incurred;

major replacements and improvements are capitalized.

When assets are retired or disposed of, the cost and accumulated depreciation are removed from the accounts, and any resulting gains or

losses are included in the statement of operations in the year of disposal.

The Company examines the possibility of decreases in the value

of property and equipment when events or changes in circumstances reflect the fact that their recorded value may not be recoverable.

major replacements and improvements are

When assets are retired or disposed of, the cost and accumulated depreciation are removed from the accounts, and any

resulting gains or losses are included in the statement of operations in the year of disposal.

The Company examines the possibility

of decreases in the value of property and equipment when events or changes in circumstances reflect the fact that their recorded

value may not be recoverable.

The Company’s property and equipment consists

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or the present value of the estimated future cash flows based on reasonable and supportable assumptions.

The Company accounts for leases in

accordance with ASC 842, Leases (“ASC 842”).

At contract inception, the Company determines if an arrangement is or

contains a lease.

Where the Company is the lessee, for each lease with a term greater than twelve months, the Company records a

right-of-use asset and lease liability.

A right-of-use asset represents the economic benefit conveyed to the Company by the right to

use the underlying asset over the lease term.

A lease liability represents the obligation to make lease payments arising from the

use of the asset over the lease term.

As most of the Company’s leases do not provide an implicit interest rate, the lease

liability is calculated at lease commencement as the present value of unpaid lease payments using the Company’s estimated

incremental borrowing rate.

The incremental borrowing rate represents the rate of interest that the Company would have to pay to

borrow an amount equal to the lease payments on a collateralized basis over a similar term and is determined using a portfolio

approach based on information available at the commencement date of the lease.

Leases with an initial expected term of 12 months or

less are not recorded in the Balance Sheet and the related lease expense is recognized on a straight-line basis over the lease

The Company accounts for leases in accordance

with ASC 842, Leases (“ASC 842”).

At contract inception, the Company determines if an arrangement is or contains a lease.

Where the Company is the lessee, for each lease with a term greater than twelve months, the Company records a right-of-use asset and lease

A right-of-use asset represents the economic benefit conveyed to the Company by the right to use the underlying asset over

the lease term.

A lease liability represents the obligation to make lease payments arising from the use of the asset over the lease term.

As most of the Company’s leases do not provide an implicit interest rate, the lease liability is calculated at lease commencement

as the present value of unpaid lease payments using the Company’s estimated incremental borrowing rate.

The incremental borrowing

rate represents the rate of interest that the Company would have to pay to borrow an amount equal to the lease payments on a collateralized

basis over a similar term and is determined using a portfolio approach based on information available at the commencement date of the

Leases with an initial expected term of 12 months or less are not recorded in the Balance Sheet and the related lease expense is

recognized on a straight-line basis over the lease term.

Fair value of financial instruments

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These tiers include:

· Level 1, defined as observable inputs such as quoted prices

for identical instruments in active markets;

· Level 2, defined as inputs other than quoted prices in active

markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices

for identical or similar instruments in markets that are not active;

· Level 3, defined as unobservable inputs

in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from

valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

and liabilities measured at fair value on a recurring basis as of April 30, 2025 were as follows:

Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;

Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active;

Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

Assets and liabilities measured at fair

value on a recurring basis as of July 31, 2025 were as follows:

Schedule of fair value of assets and liabilities

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Total liabilities

The fair value of the convertible note increased by $ 15

during the three months ended July 31, 2025.

This change was recognized as a loss on fair value of convertible note in the condensed statements

of operations.

NOTE 4 – GOING CONCERN

On April 30, 2025, we had an accumulated deficit of

$ 45,430,730 .

We have not been able to generate sufficient cash from operating activities to fund our ongoing operations.

We will be required

to raise additional funds through public or private financing, additional collaborative relationships, or other arrangements until we

are able to raise revenues to a point of positive cash flow.

We are evaluating various options to further reduce our cash requirements

to operate at a reduced rate, as well as options to raise additional funds, including obtaining loans and selling common stock.

is no guarantee that we will be able to generate enough revenue and/or raise capital to support operations.

July 31, 2025, we had an accumulated deficit of $ 51,864,163 .

We have not been able to generate sufficient cash from operating activities

to fund our ongoing operations.

We will be required to raise additional funds through public or private financing, additional collaborative

relationships, or other arrangements until we are able to raise revenues to a point of positive cash flow.

We are evaluating various options

to further reduce our cash requirements to operate at a reduced rate, as well as options to raise additional funds, including obtaining

loans and selling common stock.

There is no guarantee that we will be able to generate enough revenue and/or raise capital to support

Based on the above factors, substantial doubt exists

about our ability to continue as a going concern for one year from the issuance of these financial statements.

about our ability to continue as a going concern within one year after the date that the financial statements are issued.

The financial statements do not include any adjustments

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be necessary should the Company be unable to continue as a going concern.

NOTE 5 – PROPERTY

AND EQUIPMENT

5 – PROPERTY AND EQUIPMENT

equipment consisted of the following:

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Property and Equipment, Net

expenses for the six months ended April 30, 2025 and 2024 were $ 105,151 and $ 68,041 , respectively.

expenses for the nine months ended July 31, 2025 and 2024 were $ 171,893 and $ 110,132 respectively.

NOTE 6 – LEASES

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California, expiring on November 30, 2026.

On November 18, 2020, the Company entered into a lease

commencing on December 1, 2020, and ending on November 30, 2023, for the office spaces located at 41558 Eastman Drive, Suites B and C,

Murrieta, California 92562.

On November 18, 2020, the Company entered

into a lease commencing on December 1, 2020, and ending on November 30, 2023, for the office spaces located at 41558 Eastman Drive, Suites

B and C, Murrieta, California 92562.

The monthly rent was $4,183.

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research equipment.

On November 14, 2023, the lease for Suite B was extended

for 36 months to November 30, 2026.

The monthly rental amount for Suite B was $2,501 for the period from December 1, 2023, to November

30, 2024, with an increase to $2,573 for the period from December 1, 2024, to November 30, 2025, and an increase to $2,647 for the period

from December 1, 2025, to November 30, 2026 .

On January 4, 2024, the lease for Suite C was extended

for 34 months to November 30, 2026.

The monthly rental amount for Suite C is $2,434 for the period from February 1, 2024, to November

30, 2024, with an increase to $2,506 for the period from December 1, 2024, to November 30, 2025, and an increase to $2,555 for the period

from December 1, 2025, to November 30, 2026 .

On November 14, 2023, the lease for Suite

B was extended for 36 months to November 30, 2026.

The monthly rental amount for Suite B was $2,501 for the period from December 1, 2023,

to November 30, 2024, with an increase to $2,573 for the period from December 1, 2024, to November 30, 2025, and an increase to $2,647

for the period from December 1, 2025, to November 30, 2026.

On January 4, 2024, the lease for Suite

C was extended for 34 months to November 30, 2026.

The monthly rental amount for Suite C is $2,434 for the period from February 1, 2024,

to November 30, 2024, with an increase to $2,506 for the period from December 1, 2024, to November 30, 2025, and an increase to $2,555

for the period from December 1, 2025, to November 30, 2026.

The Company determined the above office space leases

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Right-Of-Use ("ROU") assets based on the present value of the minimum rental payments of such leases .

As the Company’s leases do not provide an implicit interest

rate, the lease liability is calculated at lease commencement as the present value of unpaid lease payments using the Company’s

estimated incremental borrowing rate.

The incremental borrowing rate represents the rate of interest that the Company would have to pay

to borrow an amount equal to the lease payments on a collateralized basis over a similar term and is determined using a portfolio approach

based on information available at the commencement date of the lease.

As of April 30, 2025, the ROU asset was $ 93,496 and operating lease

liabilities were $ 95,033 .

The operating lease liabilities consist of a current portion of $ 58,989 and a non-current portion of $ 36,044 .

As the Company’s leases do

not provide an implicit interest rate, the lease liability is calculated at lease commencement as the present value of unpaid lease payments

using the Company’s estimated incremental borrowing rate.

The incremental borrowing rate represents the rate of interest that the

Company would have to pay to borrow an amount equal to the lease payments on a collateralized basis over a similar term and is determined

using a portfolio approach based on information available at the commencement date of the lease.

As of July 31, 2025, the ROU asset was

$ 79,141 and operating lease liabilities were $ 80,668 .

The operating lease liabilities consist of a current portion of $ 59,966 and a non-current

portion of $ 20,702 .

The weighted average remaining lease term was 1.33 years and the weighted average discount rate was 4.14 %.

Remaining lease term as of April 30, 2025:

Remaining lease term as of July 31, 2025:

Schedule of remaining lease term

3 unchanged sentences

NOTE 7 – COMMON STOCK

The Company is authorized to issue 985,000,000 shares of common stock,

par value $ 0.001 .

During the quarter ended January 31, 2024, the Company

issued 74,500 shares of common stock for $ 74,500 in cash under its Regulation A offering, qualified by the SEC on May 3, 2023.

also issued 17,001 Regulation A shares previously classified as common stock payable and sold 51,000 Regulation A shares, classified as

$ 51,000 common stock payable.

During the quarter ended April 30, 2024, the Company

issued 69,400 shares of common stock for $ 69,400 in cash under its Regulation A offering, qualified by the SEC on May 3, 2023.

also issued 51,000 Regulation A shares previously classified as common stock payable and sold 64,250 Regulation A shares, classified as

$ 64,250 common stock payable.

During the quarter ended

January 31, 2025, the Company entered into a Stock Subscription Agreement with accredited investors (under Rule 506 (b) of Regulation

During the quarter ended January 31, 2024,

the Company issued 74,500 shares of common stock for $ 74,500 in cash under its Regulation A offering, qualified by the SEC on May 3, 2023.

The Company also issued 17,001 Regulation A shares previously classified as common stock payable and sold 51,000 Regulation A shares,

classified as $ 51,000 common stock payable.

During the quarter ended April 30, 2024,

the Company issued 69,400 shares of common stock for $ 69,400 in cash under its Regulation A offering, qualified by the SEC on May 3, 2023.

The Company also issued 51,000 Regulation A shares previously classified as common stock payable and sold 64,250 Regulation A shares,

classified as $ 64,250 common stock payable.

During the quarter

ended January 31, 2025, the Company entered into a Stock Subscription Agreement with accredited investors (under Rule 506 (b) of Regulation

D under the Securities Act of 1933, as amended).

4 unchanged sentences

issued as ‘restricted securities’ under Rule 144 of the Securities Act.

During the quarter

ended January 31, 2025, the Company's Board of Directors granted approval for the issuance of 16,125,000 shares of our common stock valued

at $ 265,502 , in exchange for services rendered to the Company.

These shares were considered "restricted securities" under Rule

144 and were issued under the exemption provided by Section 4(a)(2) of the Securities Act.

quarter ended April 30, 2025, the Company entered into Stock Subscription Agreements with accredited investors (under Rule 506(b) of Regulation

D under the Securities Act of 1933, as amended).

Whereby the Company privately sold a total of 4,558,333 shares of its common stock, for

a cash purchase price of $ 527,500 .

the quarter ended January 31, 2025, the Company's Board of Directors granted approval for the issuance of 16,125,000 shares of our common

stock valued at $ 5,092,557 , in exchange for services rendered to the Company.

These shares were considered "restricted securities"

under Rule 144 and were issued under the exemption provided by Section 4(a)(2) of the Securities Act.

The issuance of these shares resulted

in the recognition of stock-based compensation expense in the accompanying statement of operations.

During the quarter ended

April 30, 2025, the Company entered into Stock Subscription Agreements with accredited investors (under Rule 506(b) of Regulation D under

the Securities Act of 1933, as amended).

Whereby the Company privately sold a total of 4,558,333 shares of its common stock, for a cash

purchase price of $ 527,500 .

The proceeds from the sale of common stock will be used for operating capital.

Stock Receivable

As of April 30, 2025 and October 31, 2024, the Company

issued 13,750 shares of common stock under Regulation A offering to various shareholders that have not yet paid for shares;

$ 13,750 has been classified as common stock receivable.

During the quarter ended

July 31, 2025, the Company entered into Stock Subscription Agreements with accredited investors (under Rule 506(b) of Regulation D under

the Securities Act of 1933, as amended).

Whereby the Company privately sold a total of 13,190,000 shares of its common stock, for a cash

purchase price of $ 394,000 .

The proceeds from the sale of common stock will be used for operating capital.

the quarter ended July 31, 2025, the Company's Board of Directors granted approval for the issuance of 2,580,000 shares of our common

stock valued at $ 241,380 , in exchange for services rendered to the Company.

These shares were considered "restricted securities"

under Rule 144 and were issued under the exemption provided by Section 4(a)(2) of the Securities Act.

The issuance of these shares resulted

in the recognition of stock-based compensation expense in the accompanying statement of operations.

As of July 31, 2025 and October 31, 2024,

the Company issued 13,750 shares of common stock under Regulation A offering to various shareholders that have not yet paid for shares;

therefore, $ 13,750 has been classified as common stock receivable.

Stock Payable

As of April 30, 2025, the Company sold 15,250 shares

of common stock under its Regulation A offering to various shareholders that have not yet been issued by the transfer agent;

$ 15,250 has been classified as common stock payable.

As of July 31, 2025, the Company sold

15,250 shares of common stock under its Regulation A offering to various shareholders that have not yet been issued by the transfer agent;

therefore, $ 15,250 has been classified as common stock payable.

NOTE 8 – PREFERRED STOCK

The Company is authorized to issue 15,000,000 shares of preferred stock,

par value $ 0.001 .

Series A Preferred Stock

The Company is authorized to issue 10,000,000 shares

of Series A preferred stock, par value $ 0.001 .

On January 24, 2023, the

Company issued 5,000,000 shares of its Series A Preferred Stock to Donald Owens, the Company’s Chief Executive Officer (CEO) and

Chairman, valued at $ 82,500 for patents.

On January 24,

2023, the Company issued 5,000,000 shares of its Series A Preferred Stock to Donald Owens, the Company’s Chief Executive Officer

(CEO) and Chairman, valued at $ 82,500 for patents.

On March 13, 2025, the Company and Mr.

Owens mutually agreed to terminate the Patent Purchase

Agreement as of January 24, 2023.

As part of the termination, the 5,000,000 shares of Series A Preferred Stock were canceled (see Note

As of April 30, 2025, and October 31, 2024, the Company

had 5,000,000 and 5,000,000 shares of Series A preferred stock issued and outstanding, respectively.

Owens mutually agreed to terminate the Patent

Purchase Agreement as of January 24, 2023.

As part of the termination, the 5,000,000 shares of Series A Preferred Stock were canceled

(see Note 11).

Series B Preferred Stock

The Company is authorized to issue 500,000 shares

of Series B preferred stock, par value $ 0.001 .

On January 2, 2025, the Company entered into a Share

Exchange Agreement with the CEO.

Pursuant to the agreement, the CEO exchanged 245,000,000 shares of the Company’s common

stock for 245,000 shares of Series B Preferred Stock.

On January 9, 2025, 245,000,000 shares of common stock held

by Donald Owens were cancelled, and 245,000 shares of Series B Preferred Stock were issued to Donald Owens.

On January 2, 2025, the Company entered into a Share

Exchange Agreement with HNO Green Fuels, Inc.

On January 2, 2025, the Company entered

into a Share Exchange Agreement with the CEO.

Pursuant to the agreement, the CEO exchanged 245,000,000 shares of the Company’s

common stock for 245,000 shares of Series B Preferred Stock.

On January 9, 2025, 245,000,000 shares of common stock

held by Donald Owens were cancelled, and 245,000 shares of Series B Preferred Stock were issued to Donald Owens.

On January 2, 2025, the Company entered

into a Share Exchange Agreement with HNO Green Fuels, Inc.

(“HNO Green Fuels), a related party.

Pursuant to the agreement, HNO Green Fuels exchanged 115,000,000 shares

of the Company’s common stock for 115,000 shares of Series B Preferred Stock.

On January 9, 2025, 115,000,000 shares

of common stock held by HNO Green Fuels, Inc.

were cancelled, and 115,000 shares of Series B Preferred Stock were issued to

HNO Green Fuels, Inc.

As of April 30, 2025, and October 31, 2024, the Company

had 360,000 and 0 shares of Series B preferred stock issued and outstanding, respectively.

Pursuant to the agreement, HNO Green

Fuels exchanged 115,000,000 shares of the Company’s common stock for 115,000 shares of Series B Preferred Stock.

On January 9, 2025, 115,000,000 shares of common stock held by HNO Green Fuels, Inc.

were cancelled, and 115,000 shares

of Series B Preferred Stock were issued to HNO Green Fuels, Inc.

NOTE 9 – RELATED PARTY TRANSACTIONS

Notes Payable, Related Party

On December 1, 2021, the Company issued a note payable

in the amount of $ 500,000 to HNO Green Fuels, Inc.

(HNO Green Fuels) of which the CEO of the Company is also the Chief Executive Officer

of HNO Green Fuels.

On December 1, 2021, the Company issued a note

payable in the amount of $ 500,000 to HNO Green Fuels, Inc.

(HNO Green Fuels) of which the CEO of the Company is also the Chief

Executive Officer of HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity date of January

year ended October 31, 2023, $ 65,000 of principal was repaid.

On January 17, 2024, the Company entered into an extension to the promissory

note, extending the maturity date to December 31, 2024, and waiving all prior defaults.

On December 19, 2024, the Company executed another

extension, further extending the maturity date to December 31, 2025 , and waiving all prior defaults.

At April 30, 2025, there is $ 435,000

of principal and $ 4,314 of accrued interest due on this note.

On May 31, 2022, the Company issued a note payable

in the amount of $ 590,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and has a maturity date of May 31, 2030.

At April 30, 2025, there is $ 590,000 of principal and $ 34,430 of accrued interest due on this note.

On September 29, 2022, the Company issued a note payable

in the amount of $ 50,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity date of October

On January 17, 2024, the Company entered into an extension to the promissory note, extending the maturity date to December 31,

2024, and waiving all prior defaults.

On December 19, 2024, the Company executed another extension, further extending the maturity date

to December 31, 2025, and waiving all prior defaults.

At April 30, 2025, there is $ 50,000 of principal and $ 496 of accrued interest due

on this note.

On October 20, 2022, the Company issued a note payable

in the amount of $ 50,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity date of November

On January 17, 2024, the Company entered into an extension to the promissory note, extending the maturity date to December 31,

During the year ended October 31, 2023, $ 65,000 of principal was repaid.

On January 17, 2024, the Company entered into an

extension to the promissory note, extending the maturity date to December 31, 2024, and waiving all prior defaults.

On December 19,

2024, the Company executed another extension, further extending the maturity date to December 31,

2025 , and waiving all prior defaults.

On December 19, 2024, the Company executed another extension, further extending the maturity date

At July 31, 2025, there is $ 435,000 of principal and $ 6,507 of accrued interest due on this

On May 31, 2022, the Company issued a

note payable in the amount of $ 590,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and has a maturity date of

May 31, 2030.

At July 31, 2025, there is $ 590,000 of principal and $ 37,404 of accrued interest due on this note.

September 29, 2022, the Company issued a note payable in the amount of $ 50,000 to HNO Green Fuels.

This note bears an interest rate of

2 % per annum and had an original maturity date of October 31, 2023 .

On January 17, 2024, the Company entered into an extension to the

promissory note, extending the maturity date to December 31, 2024, and waiving all prior defaults.

On December 19, 2024, the Company executed

another extension, further extending the maturity date to December 31, 2025, and waiving all prior defaults.

At July 31, 2025, there is

$ 50,000 of principal and $ 748 of accrued interest due on this note.

On October 20, 2022, the Company issued

a note payable in the amount of $ 50,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity

date of November 20, 2023 .

On January 17, 2024, the Company entered into an extension to the promissory note, extending the maturity date

to December 31, 2024, and waiving all prior defaults.

At April 30, 2025, there is $ 50,000 of principal and $ 496 of accrued interest due

on this note.

On March 1, 2023, the Company issued a note payable

in the amount of $ 50,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity date of March

On March 1, 2024, the Company entered into an extension to the promissory note, extending the maturity date to December 31, 2024,

and waiving all prior defaults.

On December 19, 2024, the Company executed another extension, further extending the maturity date to December

31, 2025, and waiving all prior defaults.

At April 30, 2025, there is $ 50,000 of principal and $ 496 of accrued interest due on this note.

On March 8, 2023, the Company issued a note payable

in the amount of $ 50,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity date of March

On March 1, 2024, the Company entered into an extension to the promissory note, extending the maturity date to December 31, 2024,

and waiving all prior defaults.

On December 19, 2024, the Company executed another extension, further extending the maturity date to December

31, 2025, and waiving all prior defaults.

At April 30, 2025, there is $ 50,000 of principal and $ 496 of accrued interest due on this note.

On March 23, 2023, the Company issued a note payable

in the amount of $ 50,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity date of March

On March 1, 2024, the Company entered into an extension to the promissory note, extending the maturity date to December

31, 2024, and waiving all prior defaults.

On December 19, 2024, the Company executed another extension, further extending the maturity

date to December 31, 2025, and waiving all prior defaults.

At April 30, 2025, there is $ 50,000 of principal and $ 496 of accrued interest

due on this note.

On April 3, 2023, the Company issued a note

payable in the amount of $ 50,000 to HNO Green Fuels.

On December 19, 2024, the Company executed another extension, further extending

the maturity date to December 31, 2025, and waiving all prior defaults.

At July 31, 2025, there is $ 50,000 of principal and $ 748 of accrued

interest due on this note.

On March 1, 2023, the Company issued a

note payable in the amount of $ 50,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity

date of April 3, 2024 .

date of March 1, 2024 .

On March 1, 2024, the Company entered into an extension to the promissory note, extending the maturity date to

December 31, 2024, and waiving all prior defaults.

On December 19, 2024, the Company executed another extension, further extending the

maturity date to December 31, 2025, and waiving all prior defaults.

At July 31, 2025, there is $ 50,000 of principal and $ 748 of accrued

interest due on this note.

On March 8, 2023, the Company issued a

note payable in the amount of $ 50,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity

date of March 8, 2024 .

On March 1, 2024, the Company entered into an extension to the promissory note, extending the maturity date to

December 31, 2024, and waiving all prior defaults.

On December 19, 2024, the Company executed another extension, further extending the

maturity date to December 31, 2025, and waiving all prior defaults.

At July 31, 2025, there is $ 50,000 of principal and $ 748 of accrued

interest due on this note.

On March 23, 2023, the Company issued

a note payable in the amount of $ 50,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity

date of March 23, 2024 .

On March 1, 2024, the Company entered into an extension to the promissory note, extending the maturity date

to December 31, 2024, and waiving all prior defaults.

On December 19, 2024, the Company executed another extension, further

extending the maturity date to December 31, 2025, and waiving all prior defaults.

At April 30, 2025, there is $ 50,000 of principal

and $ 496 of accrued interest due on this note.

On April 13, 2023, the Company issued a note payable

in the amount of $ 20,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity date of April

On March 1, 2024, the Company entered into an extension to the promissory note, extending the maturity date to December 31,

2024, and waiving all prior defaults.

On December 19, 2024, the Company executed another extension, further extending the maturity date

to December 31, 2025, and waiving all prior defaults.

At April 30, 2025, there is $ 20,000 of principal and $ 198 of accrued interest due

on this note.

On April 17, 2023, the Company issued a note payable

in the amount of $ 30,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity date of April

On March 1, 2024, the Company entered into an extension to the promissory note, extending the maturity date to December 31,

2024, and waiving all prior defaults.

On December 19, 2024, the Company executed another extension, further extending the maturity date

to December 31, 2025, and waiving all prior defaults.

At April 30, 2025, there is $ 30,000 of principal and $ 436 of accrued interest due

on this note.

As of April 30, 2025 and October 31, 2024, these current

and long-term notes payable had an aggregate outstanding balance of $ 1,375,000 .

As of April 30, 2025 and October 31, 2024, the Company

has recorded $ 42,354 and $ 28,718 , respectively in accrued interest in connection with these notes in the accompanying condensed unaudited

financial statements.

On December 19, 2024, the Company executed another extension, further extending

the maturity date to December 31, 2025, and waiving all prior defaults.

At July 31, 2025, there is $ 50,000 of principal and $ 748 of accrued

interest due on this note.

On April 3, 2023, the Company issued a

note payable in the amount of $ 50,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity

date of April 3, 2024 .

On March 1, 2024, the Company entered into an extension to the promissory note, extending the maturity date to

December 31, 2024, and waiving all prior defaults.

On December 19, 2024, the Company executed another extension, further extending the

maturity date to December 31, 2025, and waiving all prior defaults.

At July 31, 2025, there is $ 50,000 of principal and $ 748 of accrued

interest due on this note.

On April 13, 2023, the Company issued

a note payable in the amount of $ 20,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity

date of April 13, 2024 .

On March 1, 2024, the Company entered into an extension to the promissory note, extending the maturity date to

December 31, 2024, and waiving all prior defaults.

On December 19, 2024, the Company executed another extension, further extending the

maturity date to December 31, 2025, and waiving all prior defaults.

At July 31, 2025, there is $ 20,000 of principal and $ 299 of accrued

interest due on this note.

On April 17, 2023, the Company issued

a note payable in the amount of $ 30,000 to HNO Green Fuels.

This note bears an interest rate of 2 % per annum and had an original maturity

date of April 17, 2024 .

On March 1, 2024, the Company entered into an extension to the promissory note, extending the maturity date to

December 31, 2024, and waiving all prior defaults.

On December 19, 2024, the Company executed another extension, further extending the

maturity date to December 31, 2025, and waiving all prior defaults.

At July 31, 2025, there is $ 30,000 of principal and $ 588 of accrued

interest due on this note.

As of July 31, 2025 and October 31, 2024,

these current and long-term notes payable had an aggregate outstanding balance of $ 1,375,000 .

As of July 31, 2025 and October 31, 2024,

the Company has recorded $ 49,286 and $ 28,718 , respectively in accrued interest in connection with these notes in the accompanying condensed

unaudited financial statements.

Advances from Related Party

During the year ended October 31, 2024, the Company’s

CEO, advanced $ 950,585 to the Company to cover operating expenses.

During the year ended October 31, 2024, HNO Green

Fuels advanced $ 10,000 to the Company to cover operating expenses.

During the three months ended January 31, 2025, the

Company’s CEO, advanced $ 16,000 to the Company to cover operating expenses.

During the three months ended January 31, 2025, HNO

Green Fuels, advanced $ 343,000 to the Company to cover operating expenses.

During the three months ended April 30, 2025, the

Company repaid $ 20,000 to Donald Owens as partial repayment of previously advanced funds.

During the three months ended April 30, 2025, HNO

Green Fuels advanced an additional $ 150,000 and the Company repaid $ 130,000 as partial repayment of previously advanced funds.

As of April 30, 2025 and October 31, 2024, related

party advances had an outstanding balance of $ 1,319,585 and $ 960,585 , respectively.

During the year ended October 31, 2024,

the Company’s CEO, advanced $ 950,585 to the Company to cover operating expenses.

During the year ended October 31, 2024,

HNO Green Fuels advanced $ 10,000 to the Company to cover operating expenses.

During the nine months ended July 31,

2025, the Company repaid $ 52,000 to Donald Owens as partial repayment of previously advanced funds.

the nine months ended July 31, 2025, HNO Green Fuels, advanced $ 183,000 to the Company to cover operating expenses.

These advances are non-interest bearing and due on

As of July 31, 2025 and October 31, 2024,

related party advances had an outstanding balance of $ 1,091,585 and $ 960,585 , respectively.

10 – CONVERTIBLE PROMISSORY NOTE

7, 2025, the Company entered into a Legal Services Agreement with Newlan Law Firm, PLLC, pursuant to which the Company issued a $ 45,000

April 7, 2025, the Company entered into a Legal Services Agreement with Newlan Law Firm, PLLC, pursuant to which the Company issued a

$ 45,000 principal amount convertible promissory note in payment of legal services.

This convertible promissory note is convertible any time beginning

180 days from its issue date, bears interest at 8 % per annum and is due in April 2026.

The conversion price under this convertible promissory

note is equal to 75% of the closing price of the Company’s common stock on the trading day immediately preceding the date of conversion.

On the issuance

date, April 7, 2025, the Company determined the fair value of the note to be $ 59,985 and recorded the full amount as a liability.

excess of $ 14,985 over the $ 45,000 principal amount was recognized as a loss on fair value of convertible note in the condensed statements

of operations.

30, 2025, the Company would have accrued $ 227 in interest based on the 8 % per annum rate applied to the $ 45,000 principal balance.

amount was not required to be recorded separately due to the fair value measurement of the convertible promissory note.

This convertible promissory note is convertible any

time beginning 180 days from its issue date, bears interest at 8 % per annum and is due in April 2026.

The conversion price under this

convertible promissory note is equal to 75% of the closing price of the Company’s common stock on the trading day immediately preceding

the date of conversion.

The convertible note is classified as a liability and measured at fair value in accordance with ASC 480, with

changes in fair value recognized in the condensed statements of operations.

the issuance date, April 7, 2025, the Company determined the fair value of the note to be $ 59,985 and recorded the full amount as a liability.

The excess of $ 14,985 over the $ 45,000 principal amount was recognized as a loss on fair value of convertible note in the condensed statements

of operations for the quarter ended April 30, 2025.

31, 2025, the fair value of the note was remeasured using the closing share price on that date.

The resulting increase in fair value of

$ 15 was recognized as a loss on fair value of convertible note in the condensed statements of operations for the three months ended July

As of July 31, 2025, the

Company would have accrued $ 1,134 in interest based on the 8 % per annum rate applied to the $ 45,000 principal balance.

This amount was

not required to be recorded separately due to the fair value measurement of the convertible promissory note.

Following is the maturity schedule for

the Company’s convertible notes payable as of April 30, 2025:

the Company’s convertible notes payable as of July 31, 2025:

Schedule of maturity convertible notes payable

1 unchanged sentence

NOTE 11 – TERMINATION OF PATENT AGREEMENT

Patent Purchase

On January 24, 2023, the

Company entered into a Patent Purchase Agreement with the Company’s CEO, to acquire several patents related to hydrogen supplemental

systems for on-demand hydrogen generation for internal combustion engines and a method and apparatus for increasing combustion efficiency

and reducing particulate matter emissions in jet engines.

In exchange for these patents, the Company issued 5,000,000 shares of its Series

A Preferred Stock to Mr.

Patent Purchase Agreement

On January 24,

2023, the Company entered into a Patent Purchase Agreement with the Company’s CEO, to acquire several patents related to hydrogen

supplemental systems for on-demand hydrogen generation for internal combustion engines and a method and apparatus for increasing combustion

efficiency and reducing particulate matter emissions in jet engines.

In exchange for these patents, the Company issued 5,000,000 shares

of its Series A Preferred Stock to Mr.

Owens, valued at $ 82,500 .

Termination of Patent Purchase Agreement

On March 13, 2025, the Company and Donald

Owens mutually agreed to terminate the Patent Purchase Agreement as of January 24, 2023.

As part of the termination, the patents were

returned to Mr.

On March 13, 2025, the Company

and Donald Owens mutually agreed to terminate the Patent Purchase Agreement as of January 24, 2023.

As part of the termination, the patents

were returned to Mr.

Owens, and the 5,000,000 shares of Series A Preferred Stock were canceled.

3 unchanged sentences

NOTE 12 – SUBSEQUENT EVENTS

events have been evaluated through June 20, 2025, which represents the date the financial statements were available to be issued, and

no events, other than discussed below have occurred through that date that would impact the financial statements.

Company entered into a Stock Subscription Agreement with an accredited investors (under Rule 506(b) of Regulation D under the Securities

Act of 1933, as amended), whereby the Company privately sold a total of 3,700,000 shares of its common stock, $ 0.001 par value per

share (“common stock”), for a cash purchase price of $ 185,000 .

The Company issued 500,000 shares on May

13, 2025, 1,000,000 shares on May 23, 2025, 400,000 shares on May 30, 2025, 300,000 shares on June 2, 2025, 1,000,000

on June 5, 2025 and 500,000 on June 18, 2025 as "restricted securities" under Rule 144 of the Securities Act.

The Company intends

to use the proceeds for general working capital purposes.

Subsequent events have been

evaluated through September 12, 2025, which represents the date the financial statements were issued, and no events, other than discussed

below have occurred through that date that would impact the financial statements.

The Company entered into a Stock Subscription Agreement

with an accredited investors (under Rule 506(b) of Regulation D under the Securities Act of 1933, as amended), whereby the Company privately

sold a total of 1,625,000 shares of its common stock, $ 0.001 par value per share (“common stock”), for a cash purchase price

of $ 50,000 .

The Company issued 1,000,000 shares on August 13, 2025 and 625,000 on September 5, 2025 as "restricted securities"

under Rule 144 of the Securities Act.

The Company intends to use the proceeds for general working capital purposes.

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