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Item 5. Market for Registrant’s Common Equity

2026-01-29 compared with 2025-02-10 · 44 added, 40 removed, 26 unchanged (76% of the section changed)

2 unchanged sentences

Market Information

On July 20, 2021, our Common Stock began trading on

the Nasdaq Capital Market under the trading symbol “KAVL.” On February 6, 2025, the last reported sales price of our Common

Stock was $1.35.

As of February 6 ,

2025, we had approximately 287 record holders of our Common

On July 20, 2021, our Common Stock began trading

on the Nasdaq Capital Market under the trading symbol “KAVL.” On December 17, 2025, the last reported sales price of our

Common Stock was $0.158.

On December 23, 2025, the Company began trading on the OTC Pink Limited Market.

As of January 26, 2026, we had approximately

282 record holders of our Common Stock.

We do not currently pay dividends on our shares of

2 unchanged sentences

Uses of Proceeds from Registered

authorized Common Stock consists of 1,000,000,000 shares with a par value

of $0.001 per share.

There were 8,517,302 shares of Common Stock issued and outstanding as of October 31, 2024 as compared to 2,793,386

shares of the Common Stock issued and outstanding as of October 31, 2023.

Our authorized Common Stock consists of 1,000,000,000

shares with a par value of $0.001 per share.

There were 11,593,402 shares of Common Stock issued and outstanding as of October 31, 2025

as compared to 8,517,302 shares of the Common Stock issued and outstanding as of October 31, 2024.

During the year ended October 31, 2025, the Company

issued 3,025,000 fully vested shares of common stock, respectively, to directors, officers and an employee pursuant to grants under the

Company’s Amended and Restated 2020 Stock and Incentive Compensation Plan.

During the year ended October 31, 2025, the Company issued 51,100 shares

of common stock through an At-the-Market (ATM) offering raising $24,293 and paid fees of $850 to Maxim for a net of $23,443.

During the year ended October 31, 2024, the Company

issued 1,400,144 shares of common stock to Bidi Vapor LLC pursuant to a debt exchange agreement dated October 25, 2024.

14 unchanged sentences

issued 333,200 shares of common stock from exercises of warrants.

During the year ended October 31, 2023, we issued

95,239 shares of Common Stock as consideration for the acquisition of intellectual property assets from GoFire.

We also issued 4,381 shares

of Common Stock as compensation for advisory services rendered in connection with the GoFire APA.

We also issued 19,048 shares of Common Stock as part of a loan transaction with AJB investments.

Series B Convertible Preferred Stock

We issued 900,000

shares of the Series B Preferred Stock as consideration for the acquisition of intellectual property assets from GoFire in May 2023.

The Series B Preferred Stock carries no voting rights except:

(i) with respect to the ability of the holders of a majority of the

then outstanding Series B Preferred Stock (the “Majority Holders”), to nominate a director to our board of directors,

and (ii) that the vote of the Majority Holders is necessary for effecting any amendment to the Company’s Certificate of

Incorporation or Certificate of Designation that affects the Series B Preferred Stock.

The Series B Preferred Stock is redeemable at

our option at a redemption price of $15 per share, subject to potential downward adjustments based on the trading price of the

Common Stock.

Subject to additional limitations in the GoFire APA, the Series B Preferred Stock holds seniority over the Common

Stock and each other class of series of securities now existing or hereafter authorized with respect to dividend rights, the

distribution of assets upon liquidation, and dissolution and redemption rights.

Upon a liquidation and winding up of our company,

the holders of Series B Preferred Stock are entitled to a liquidation preference of $15 per share (the “Liquidation

Preference”), though the redemption may be adjusted downward based on the trading price of the Common Stock at the time of

The holders of Series B Preferred Stock are entitled to receive a dividend equal to 2% of the Liquidation Preference,

accruing from May 30, 2023 and payable on the eighteen-month anniversary of May 30, 2023.

No preemptive rights are granted to the

holders of Series B Preferred Stock.

We issued 900,000 shares of the Series B Preferred

Stock as consideration for the acquisition of intellectual property assets from GoFire in May 2023.

The Series B Preferred Stock carries

no voting rights except:

(i) with respect to the ability of the holders of a majority of the then outstanding Series B Preferred Stock

(the “Majority Holders”), to nominate a director to our board of directors, and (ii) that the vote of the Majority Holders

is necessary for effecting any amendment to the Company’s Certificate of Incorporation or Certificate of Designation that affects

the Series B Preferred Stock.

The Series B Preferred Stock is redeemable at our option at a redemption price of $15 per share, subject

to potential downward adjustments based on the trading price of the Common Stock.

Subject to additional limitations in the GoFire APA,

the Series B Preferred Stock holds seniority over the Common Stock and each other class of series of securities now existing or hereafter

authorized with respect to dividend rights, the distribution of assets upon liquidation, and dissolution and redemption rights.

liquidation and winding up of our company, the holders of Series B Preferred Stock are entitled to a liquidation preference of $15 per

share (the “Liquidation Preference”), though the redemption may be adjusted downward based on the trading price of the Common

Stock at the time of liquidation.

The holders of Series B Preferred Stock are entitled to receive a dividend equal to 2% of the Liquidation

Preference, accruing from May 30, 2023 and payable on the eighteen-month anniversary of May 30, 2023.

No preemptive rights are granted

to the holders of Series B Preferred Stock.

The Majority Holders have the ability to cause a voluntary conversion of the Series B Preferred

Stock into Common Stock at a conversion rate of 0.3968 shares of Common Stock per share of Series B Preferred Stock which may only

occur on or after the following dates 18 month, 24 month, 36, month, 48 month, and 60 month anniversary of the original issuance

and only up to 180,000 number of shares of Series B Preferred Stock on each of the these dates.

All shares of Series B

Preferred Stock will automatically convert to Common Stock upon the occurrence of a Change of Control (as defined in the GoFire

On December 3, 2024, the Company paid Accrued dividends of $405,000 to Series B convertible preferred shareholders .

Stock into Common Stock at a conversion rate of 0.3968 shares of Common Stock per share of Series B Preferred Stock which may only occur

on or after the following dates 18 month, 24 month, 36, month, 48 month, and 60 month anniversary of the original issuance date;

up to 180,000 number of shares of Series B Preferred Stock on each of the these dates.

All shares of Series B Preferred Stock will automatically

convert to Common Stock upon the occurrence of a Change of Control (as defined in the GoFire APA).

On December 3, 2024, the Company paid

Accrued dividends of $405,000 to Series B convertible preferred shareholders.

As of October 31, 2025, the Company had zero accrued dividends

payable to Series B shareholders and no further dividends will be accrued or paid.

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 5. Market for Registrant’s Common Equity