Item 2. Unregistered Sales of Equity Securities
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
On February 12, 2025, the Company sold 87,000 units consisting of
one share of common stock and one two year warrant exercisable at $0.60 for $24,780, of which 25,000 shares sold for $10,000 was received
during the year ended December 31, 2024 and was included in stock payable.
These securities were issued pursuant
to Section 4(2) of the Securities Act and/or Rule 506 and/or Regulation S promulgated thereunder. The investor represented the intention
to acquire the securities for investment only and not with a view towards distribution. The investor was given adequate information about
us to make an informed investment decision. We did not engage in any general solicitation or advertising. We directed our transfer agent
to issue the stock certificates with the appropriate restrictive legend affixed to the restricted stock.
Item 3.
Defaults upon Senior Securities
None
Item 4.
Mine Safety Disclosures
Not applicable.
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