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Item 9A. Controls and Procedures

2025-06-06 compared with 2024-04-16 · 378 added, 532 removed, 1030 unchanged (47% of the section changed)

29 unchanged sentences

The material weaknesses identified were:

due to ongoing financial

constraints, we have not been devoting adequate resources to our accounting and reporting functions in order to properly record,

file and review our financial transactions on a regular basis in order to ensure accuracy;

we do not have a properly

documented internal control system in accordance with the requirements of COSO or some similarly appropriate internal control methodology

or formal documentation of our systems of internal control.

to ongoing financial constraints, we have not been devoting adequate resources to our accounting and reporting functions in order

to properly record, file and review our financial transactions on a regular basis in order to ensure accuracy;

do not have a properly documented internal control system in accordance with the requirements of COSO or some similarly appropriate

internal control methodology or formal documentation of our systems of internal control.

are working to remediate the material weaknesses.

23 unchanged sentences

John Combs III

President, Chief Executive Officer, Director, Chairman

of the Board, Secretary

Christopher H.

Interim Chief Financial Officer

Chief Executive Officer, Director, Chairman of the Board, Secretary

Chief Financial Officer

John Combs III, Esq., President, Chief Executive Officer, Chairman of the Board, and Secretary.

33 unchanged sentences

Scott Yenzer, Director , has served on the board since January 2019.

Yenzer has served as corporate development officer

of Blackeagle Energy Services from May 2018 until May 2019, is a 30-year engineering industry veteran with demonstrated strengths in

the area of global relationships and operations growth plans.

Yenzer’s extensive engineering and management background includes

domestic and global, commercial oil and gas transaction management for some of the world’s largest engineering firms.

the SEER management team with a complementary perspective that is grounded in practical, hands-on experience in growing diverse businesses

in both up and down cycles.

Prior to his current role, Mr.

Yenzer was COO and co-owner of Caribou Energy Corporation, which was sold

Prior to Caribou Energy, Mr.

Yenzer served as vice president of Jacobs/CH2M, responsible for developing Enterprise Account Management

on the executive committee for all business groups:

Oil & Gas and Chemicals, Environmental & Nuclear, Water, and Infrastructure

Yenzer built the successful Oil & Gas and Chemicals Global Strategic Account Team which included BP, ExxonMobil, Shell,

Conoco, Hess TransCanada and Noble and led development of uniform account plans and growth strategies.

Yenzer is a 35-year Energy and Environmental engineering

and construction management industry veteran with demonstrated strengths in the area of global relationships and operations growth plans.

Yenzer’s extensive engineering and management background includes domestic and global, commercial oil and gas transaction management

for some of the world’s largest engineering firms.

He provides the SEER management team with a complementary perspective that is

grounded in practical, hands-on experience in growing diverse businesses.

Yenzer is currently serving as COO at Well Done Foundation

and Advisor to Engineering and Environmental and Board Member at a SaaS company Tacit.

Prior to this and his consulting services, Mr.

Yenzer was COO and co-owner of Caribou Energy Corporation, which was sold in 2017.

Yenzer served as vice president of Jacobs/CH2M,

responsible for developing Enterprise Account Management on the executive committee for all business groups:

Oil & Gas and Chemicals,

Environmental & Nuclear, Water, and Infrastructure and Power.

Yenzer built the successful Oil & Gas and Chemicals Global

Strategic Account Team which included BP, ExxonMobil, Shell, Conoco, Hess, TransCanada and Noble (Chevron).

During his tenure with Jacobs,

73 unchanged sentences

VP Business Development, MV Technologies

Deana Chesleigh

Head of People

are no employment agreements or contracts with any named executive officers.

8 unchanged sentences

Christopher H.

1,000,000 (1)

In September 2019, Mr.

September 2019, Mr.

Yenzer was granted options to purchase 1,000,000 shares of common stock at $0.70.

The options vest quarterly over 2 years, becoming

fully vested on September 1, 2021.

Each tranche of vested options begins to expire 5 years after they vest, therefore these options

expire quarterly, as they vested, between September 1, 2024 through September 1, 2026.

The options vest quarterly

over 2 years, becoming fully vested on September 1, 2021.

Each tranche of vested options begins to expire 5 years after they vest,

therefore these options expire quarterly, as they vested, between September 1, 2024 through September 1, 2026.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

following table sets forth as of April 15, 2024, certain information regarding beneficial ownership of our common stock

Each person known to us

to beneficially own 5% or more of our common stock;

Each executive officer

who in this report are collectively referred to as the “Named Executive Officers;”

Each of our directors;

All of our executive officers

(as that term is defined under the rules and regulations of the SEC) and directors as a group.

following table sets forth as of June 4, 2025, certain information regarding beneficial ownership of our common stock by:

person known to us to beneficially own 5% or more of our common stock;

executive officer who in this report are collectively referred to as the “Named Executive Officers;”

of our directors;

of our executive officers (as that term is defined under the rules and regulations of the SEC) and directors as a group.

have determined beneficial ownership in accordance with Rule 13d-3 under the Exchange Act.

16 unchanged sentences

Broomfield, CO 80021

1,000,000 (3)

370 Interlocken Blvd., Ste 680

15 unchanged sentences

Cupertino, CA 95014

First Block, Inc.

3,600,000 (7)

1209 Stamp Creek Rd

Salem, SC 29676

All Officers and Directors as a Group (4 persons)

1 unchanged sentence

Represents less than 1%

“Beneficial ownership”

is defined in the regulations promulgated by the U.S.

Securities and Exchange Commission as having or sharing, directly or indirectly

(1) voting power, which includes the power to vote or to direct the voting, or (2) investment power, which includes the power to

dispose or to direct the disposition, of shares of the common stock of an issuer.

The definition of beneficial ownership includes

shares underlying options or warrants to purchase common stock, or other securities convertible into common stock, that currently

are exercisable or convertible or that will become exercisable or convertible within 60 days.

Unless otherwise indicated, the beneficial

owner has sole voting and investment power.

ownership” is defined in the regulations promulgated by the U.S.

Securities and Exchange Commission as having or sharing, directly

or indirectly (1) voting power, which includes the power to vote or to direct the voting, or (2) investment power, which includes

the power to dispose or to direct the disposition, of shares of the common stock of an issuer.

The definition of beneficial ownership

includes shares underlying options or warrants to purchase common stock, or other securities convertible into common stock, that

currently are exercisable or convertible or that will become exercisable or convertible within 60 days.

Unless otherwise indicated,

the beneficial owner has sole voting and investment power.

of 3,606,315 shares owned by Mr.

Consists of options to

purchase 1,000,000 shares of common stock, which were exercisable as of the date of this report, and shares becoming vested within

60 days of this report.

Consists of 5,140,832 shares

according to Form 13G filed on August 29, 2014, 200,000 shares of common stock issued in August 2017 related to penalty on payment

of short-term debt, 250,000 shares of common stock issued in March 2018 related to a private offering, and 700,000 shares which were

issued to LPD during fiscal year 2019 related to penalty on late payment of short-term note.

Consists of 3,800,000 shares

Clyde Berg, and 2,210,000 shares which are issuable as of December 31, 2021, related to penalty on late payment of short-term

notes, issued in fiscal year 2019.

Consists of 400,000 shares

of options to purchase 1,000,000 shares of common stock, which were exercisable as of the date of this report.

of 5,140,832 shares according to Form 13G filed on August 29, 2014, 200,000 shares of common stock issued in August 2017 related

to penalty on payment of short-term debt, 250,000 shares of common stock issued in March 2018 related to a private offering, and

700,000 shares which were issued to LPD during fiscal year 2019 related to penalty on late payment of short-term note.

of 3,800,000 shares owned by Mr.

Clyde Berg, and 2,210,000 shares which are issuable as of December 31, 2021, related to penalty

on late payment of short-term notes, issued in fiscal year 2019.

of 400,000 shares owned by Mr.

Carl Berg and 2,400,000 shares owned by Carl and Mary Ann Berg CRT for which Mr.

Berg has beneficial ownership, 125,000

shares issuable related to a short-term note issued July 8, 2020, and 575,000 shares which are issuable as of December 31, 2021,

related to long term debt issued in July 2018.

Consists of 3,606,315 shares

Berg has beneficial

ownership, 125,000 shares issuable related to a short-term note issued July 8, 2020, and 575,000 shares which are issuable as of

December 31, 2021, related to long term debt issued in July 2018.

of 3,600,000 shares owned by First Block, Inc.

These shares were issued via a conversion of 4,000,000 Preferred Shares on February

the conversion also included the settlement in full of $225,000 in debt owed to First Block, Inc.

of 3,606,315 shares owned by Mr.

Combs and options to purchase 750,000 shares of common stock held by Mr.

Yenzer, which were exercisable as of the

date of this report.

Yenzer, which were exercisable

as of the date of this report.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

7 unchanged sentences

Unpaid interest as of December 31, 2024 is approximately $95,100.

The note is held by the Estate of Dorothy Combs, the mother of John Combs, III, CEO.

Total short-term notes - related party

21 unchanged sentences

Financial Statements

following financial statements are included as Exhibit 99.1 and are hereby incorporated by reference:

Financial Statements

Annual Audited Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm

20 unchanged sentences

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Financial Statements

Inline XBRL Instance Document