9) Subsequent Events

Debt, Preferred, Common Stock, and Option activity

From April 1, 2024, through August 23, 2024, the Company issued eleven (11) convertible loans for approximately $1,415,250, which each carry a 0-72% annual interest rate and one (1) to twelve (12) month terms. All the loans are convertible into common stock either at $2.50 per share or subject to a conversion adjustment.

The Company also repaid two (2) loans totaling $49,847 between April 1, 2024 and August 23, 2024, which were issued between May 2023 and April 2024. The Company also extended twelve (12) loans in the amount of approximately $3,326,900 to between April 1, 2024 and August 23, 2024. The Company is obligated to issue 1,022 shares of Series BB Preferred Stock to the Lenders for the extensions but could not because no shares of Series BB remained available for issue.

From April 1, 2024, through August 23, 2024, 209 shares of Series BB convertible preferred stock converted into 2,087,338 shares of common stock, 33 shares of Series BB convertible preferred stock were issued for debt, 406 shares of Series BB convertible stock for default and paid-in-kind and 100 shares of Series BB convertible preferred stock was issued for services. The company’s Series BB convertible preferred stock is currently over the stated authorized amount by 1,974 shares.

From April 1, 2024, through August 23, 2024, 650,000 shares of common stock were issued with convertible debt, 6,946,609 shares issued for default and paid-in-kind and 1,309,000 shares of common stock for services. As of August 26, 2024, there were 21 million shares of common stock not issued to shareholders.

From April 1, 2024, through August 23, 2024, 1,167,000 options were grants with an exercise price of $0.30 per share and a term of five (5) years, and 8,000,000 options with an exercise price of $0.30 per share and a term of ten (10) years.

On May 29, 2024, the company filed articles of amendment with the Commonwealth of Massachusetts, whereby Article III was amended to designate 3,000 shares of Preferred Stock as Series BBX Convertible Preferred Stock and 1,000 shares of Preferred Stock as Series DD Convertible Preferred Stock.