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Item 5. Market for Registrant’s Common Equity

2026-03-31 compared with 2025-03-31 · 27 added, 43 removed, 16 unchanged (81% of the section changed)

MARKET FOR REGISTRANT’S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

The OTC PINK MARKET is a registered quotation

service that displays real-time quotes, last sale prices and volume information in over the counter (OTC) securities.

An OTC equity security

generally is any equity that is not listed or traded on NASDAQ or other national securities exchange.

The OTC PINK MARKET is not an issuer

listing service, market, or exchange.

Although the OTC PINK MARKET does not have any listing requirements, per se, to be eligible for

quotation on the OTC PINK MARKET, issuers must remain current in their filings with the SEC or applicable regulatory authority.

Our common stock is traded on the OTCID Tier of OTC Markets Group under

the symbol “MAGE”.

The OTCID MARKET is a registered quotation service that displays real-time quotes, last sale prices and

volume information in over the counter (OTC) securities.

An OTC equity security generally is any equity that is not listed or traded on

NASDAQ or a national securities exchange.

The OTCID MARKET is not an issuer listing service, market, or exchange.

Although the OTCID MARKET

does not have any listing requirements, per se, to be eligible for quotation on the OTCID MARKET, issuers must remain current in their

filings with the SEC or applicable regulatory authority.

Over-the-counter market quotations reflect inter-dealer

prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.

Our Board of Directors may declare and pay dividends

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have been paid on common stock and we do not anticipate the payment of dividends in the foreseeable future.

Trading in our common stock is subject to rules

adopted by the SEC regulating broker dealer practices in connection with transactions in “penny stocks.” Those disclosure

rules applicable to penny stocks require a broker dealer, prior to a transaction in a penny stock not otherwise exempt from the rules,

to deliver a standardized risk disclosure document prepared by the SEC.

That disclosure document advises an investor that investment in

penny stocks can be very risky, and that the investor’s salesperson or broker is not an impartial advisor but rather paid to sell

The disclosure contains further warnings for the investor to exercise caution in connection with an investment in penny stocks,

to independently investigate the security, as well as the salesperson with whom the investor is working and to understand the risky nature

of an investment in this security.

The broker dealer must also provide the customer with certain other information and must make a special

written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written agreement

to the transaction.

Further, the rules require that, following the proposed transaction, the broker provide the customer with monthly

account statements containing market information about the prices of the securities.

Holders of Record of Our Common Stock

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holders of record of our common stock and two holders of record of our warrants.

The actual number of shareholders is greater than

this number of record holders and includes shareholders who are beneficial owners but whose shares are held in street name by brokers

and other nominees.

The actual number of shareholders is greater than this

number of record holders and includes shareholders who are beneficial owners but whose shares are held in street name by brokers and other

Dividend Policy

We have historically not declared or paid cash

dividends on our capital stock.

Any future determination regarding the declaration and payment of dividends, if any, will be at the discretion

of our board of directors and will depend on then-existing conditions, including our financial condition, operating results, contractual

We have historically not declared or paid cash dividends

on our capital stock.

Any future determination regarding the declaration and payment of dividends, if any, will be at the discretion of

our board of directors and will depend on then-existing conditions, including our financial condition, operating results, contractual

restrictions, capital requirements, business prospects, and other factors our board of directors may deem relevant.

Securities Authorized for Issuance Under Equity Compensation Plans

Information about our equity compensation plans

is incorporated herein by reference to Part III, Item 12 of this Annual Report.

Issuer Purchases of

Equity Securities

Information about our equity compensation plans is

contained in Items 11 and 12 of this Annual Report.

Issuer Purchases of Equity

Recent Sales of Unregistered Securities

1 unchanged sentence

securities undertaken by the Company.

The share, per share and price per share information have been adjusted to give retroactive effect

to the Reverse Split.

January 3, 2023, the Company entered into an asset purchase agreement with Gold Express Mines, Inc (“Gold Express”).

purchase price for the acquisition was determined to be $1,000,000 which consisted of 5,000,000 shares of common stock with a fair value

of $1,000,000.

January 2, 2024, the Company issued 250,000 common shares to Gold Express for the assumption of the AJB Capital convertible note payable.

the year ended December 31, 2023, the Company entered into a subscription agreement with related parties for the issuance of 1,804,286

common shares and received cash proceeds of $252,600.

January 4, 2024, the Company entered into an asset purchase agreement with Gold Express Mines, Inc (“Gold Express”).

purchase price for the acquisition was determined to be $422,565 which consisted of 5,500,000 shares of common stock with a fair value

(a) On January 4, 2024, the Company entered

into an asset purchase agreement with Gold Express Mines, Inc (“Gold Express”).

The total purchase price for the acquisition

was determined to be $422,565, which consisted of 5,500,000 shares of common stock with a fair value of $422,365.

(b) In March 2025, the Company entered into a subscription

agreement to issue 1,000,000 shares of common stock at $0.14 per share for total cash proceeds of $140,000.

Unless otherwise noted, all of the foregoing transactions

1 unchanged sentence

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