AITX 10-Q

Artificial Intelligence Technology Solutions Inc. (AITX)

10-Q 2026-07-14 For: 2026-05-31

View Original

Added on July 14, 2026

Nevada		40-0018358
(State or other jurisdiction of Incorporation or organization)		(I.R.S. Employer Identification Number)

10800 Galaxie Avenue Ferndale, MI		48220
(Address of principal executive offices)		(Zip code)

Large accelerated filer	☐	Accelerated filer	☐

Non-accelerated filer	☒	Smaller reporting company	☒

		Emerging growth company	☐

		PAGE
PART I	FINANCIAL INFORMATION

ITEM 1.	Financial Statements	3

	Condensed Consolidated Balance Sheets as of May 31, 2026 and February 28, 2026 (Unaudited)	3

	Condensed Consolidated Statements of Operations for the Three Months Ended May 31, 2026 and 2025 (Unaudited)	4

	Condensed Consolidated Statements of Stockholders’ Deficit for the Three Months Ended May 31, 2026 and 2025 (Unaudited)	5

	Condensed Consolidated Statements of Cash Flows for the Three Months Ended May 31, 2026 and 2025 (Unaudited)	6

	Notes to the Consolidated Financial Statements (Unaudited)	7-28

ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	29

ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	33

ITEM 4.	Controls and Procedures	33

PART II	OTHER INFORMATION

ITEM 1.	Legal Proceedings	34

ITEM 1A.	Risk Factors	34

ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	34

ITEM 3.	Defaults Upon Senior Securities	35

ITEM 4.	Mine Safety Disclosures	35

ITEM 5.	Other Information	35

ITEM 6.	Exhibits	35

SIGNATURES		36

	May 31, 2026			February 28, 2026*
ASSETS
Current assets:
Cash	$	94,643		$	109,043
Accounts receivable, net		974,897			1,004,201
Device parts inventory, net		1,378,950			1,318,742
Prepaid expenses and deposits		556,737			503,017
Total current assets		3,005,227			2,935,003
Operating lease asset		891,922			931,814
Revenue earning devices, net of accumulated depreciation of $3,781,667 and $3,257,668, respectively		4,850,345			5,097,627
Fixed assets, net of accumulated depreciation of $562,268 and $540,426, respectively		176,943			183,185
Trademarks		36,157			35,319
Investment at cost		100,000			100,000
Security deposit		19,280			19,280
Total assets	$	9,079,874		$	9,302,228
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable and accrued expenses	$	2,675,960		$	3,007,270
Customer deposits		127,520			147,326
Current operating lease liability		239,242			243,690
Current portion of deferred variable payment obligation		3,459,840			3,161,727
Loan payable - related party		331,946			461,633
Deferred compensation for CEO		1,990,751			1,811,856
Current portion of loans payable, net of discount of $871,697 and $635,774		26,897,629			8,848,140
Current portion of accrued interest payable		9,167,495			2,271,106
Total current liabilities		44,890,383			19,952,748
Non-current operating lease liability		643,129			676,694
Loans payable, net		7,953,001			24,188,380
Deferred variable payment obligation		2,525,000			2,525,000
Incentive compensation plan payable		5,500,000			5,500,000
Accrued interest payable		3,207,606			9,122,552
Total liabilities		64,719,119			61,965,374

Series B Convertible, Redeemable Preferred Stock. $0.001 par value; 8% cumulative dividend payable quarterly,$1,200 stated value, 5,000 shares authorized, no shares issued and outstanding at May 31, 2026 and February 28, 2026, respectively		—			—
Series C Convertible, Redeemable Preferred Stock. $0.001 par value; $1,200 stated value, redeemable at 109.5%, 12% dividend, 1,000 shares authorized, 354 and 417 shares issued and outstanding at May 31, 2026 and February 28, 2026, respectively		465,465			547,941
Convertible, Redeemable Preferred Stock, value		465,465			547,941

Commitments and Contingencies
Stockholders’ deficit:
Preferred Stock, undesignated; 15,534,000 shares authorized; no shares issued and outstanding at May 31, 2026 and February 28, 2026, respectively		—			—
Series G Redeemable Preferred Stock. $0.001 par value; 100,000 shares authorized, no shares issued and outstanding at May 31, 2026 and February 28, 2026, respectively		—			—
Series E Preferred Stock, $0.001 par value; 4,350,000 shares authorized; 3,350,000 and 3,350,000 shares issued and outstanding, respectively		3,350			3,350
Series F Convertible Preferred Stock, $1.00 par value; 10,000 shares authorized; 2,513 and 2,513 shares issued and outstanding, respectively		2,513			2,513
Preferred Stock, value		2,513			2,513
Common Stock, $0.00001 par value; 12,000,000,000 shares authorized 388,482,589 and 267,872,804 shares issued, issuable and outstanding, respectively		3,885			2,679
Additional paid-in capital		120,717,508			117,803,027
Preferred stock to be issued		99,086			99,086
Accumulated deficit		(176,931,052	)		(171,121,742	)
Total stockholders’ deficit		(56,104,710	)		(53,211,087	)
Total liabilities and stockholders’ deficit	$	9,079,874		$	9,302,228

	Three Months Ended May 31, 2026			Three Months Ended May 31, 2025

Revenues	$	1,831,202		$	1,854,837

Cost of goods sold		134,183			173,381
Depreciation and amortization		513,195			447,955
Total Cost of Goods Sold		647,378			621,336

Gross Profit		1,183,824			1,233,501

Operating expenses:
Research and development (see Note 10)		885,593			1,087,619
General and administrative		2,907,577			3,232,211
Depreciation and amortization		32,646			34,121
Operating lease cost and rent		67,372			58,219
Total operating expenses		3,893,188			4,412,170

Loss from operations		(2,709,364	)		(3,178,669	)

Other expense, net:
Interest expense		(2,298,874	)		(1,415,349	)
Loss on settlement of debt		(707,600	)		—
Total other expense, net		(3,006,474	)		(1,415,349	)

Net loss	$	(5,715,838	)	$	(4,594,018	)

Net loss per share - basic	$	(0.02	)	$	(0.03	)

Net loss per share - diluted	$	(0.02	)	$	(0.03	)

Weighted average common share outstanding - basic		325,956,059			155,176,712

Weighted average common share outstanding - diluted		325,956,059			155,176,712

	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Capital			Deficit			Deficit
	Temporary Equity				Shareholder’s Deficit
	Series C Preferred Stock				Series E Preferred Stock				Series F Preferred Stock				Common Stock				Additional Paid-In			Accumulated			Total Shareholders’
	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount		Capital			Deficit			Deficit

Balance at February 28, 2025		306	$	402,084		3,350,000	$	3,350		2,513	$	101,599		144,124,538	$	1,441	$	106,459,528		$	(156,496,930	)	$	(49,931,012	)

Issuance of shares, net of $121,746 issuance costs		—		—		—		—		—		—		19,000,000		190		2,691,104			—			2,691,294
Debt exchanged for common shares		—		—		—		—		—		—		6,850,000		69		1,250,431			—			1,250,500
Series C Preferred shares issued as dividend		9		12,073		—		—		—		—		—		—		(12,073	)		—			(12,073	)
Stock based compensation		—		—		—		—		—		—		—		—		80,355			—			80,355
Net loss		—		—		—		—		—		—		—		—		—			(4,594,018	)		(4,594,018	)
Balance at May 31, 2025		315	$	414,157		3,350,000	$	3,350		2,513	$	101,599		169,974,538	$	1,700	$	110,469,345		$	(161,090,948	)	$	(50,514,954	)

	Three Months Ended May 31, 2026			Three Months Ended May 31, 2025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(5,715,838	)	$	(4,594,018	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		545,841			482,076
Bad debts expense		70,000			48,982
Inventory provision		—			—
Reduction of right of use asset		38,013			33,865
Accretion of lease liability		23,281			27,428
Stock based compensation		60,508			80,355
Amortization of debt discounts		385,493			47,089
Loss on settlement of debt		707,600			—
Increase (decrease) in related party accrued payroll and interest		(129,687	)		5,700
Changes in operating assets and liabilities:
Accounts receivable		(40,696	)		424,655
Prepaid expenses and deposits on inventory		(51,841	)		104,498
Deposit on right of use asset		—			(13,187	)
Device parts inventory		(336,925	)		(480,951	)
Accounts payable and accrued expenses		(332,150	)		524,109
Customer deposits		(19,806	)		(487	)
Operating lease liability payments		(60,449	)		(58,962	)
Deferred compensation for CFO		178,895			(1,246,687	)
Current portion of deferred variable payment obligations for payments		298,112			301,287
Accrued interest payable		1,620,342			993,063
Net cash used in operating activities		(2,759,307	)		(3,321,185	)

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of fixed assets		(15,600	)		(8,422	)
Acquisition of trademarks		(838	)		(1,298	)
Net cash (used in) investing activities		(16,438	)		(9,720	)

CASH FLOWS FROM FINANCING ACTIVITIES:
Share proceeds net of issuance costs		823,480			2,839,777
Proceeds on issuance of Series C shares		200,000			—
Proceeds from loans payable		2,714,028			—
Repayment of loans payable		(976,163	)		(50,000	)
Net cash provided by financing activities		2,761,345			2,789,777

Net change in cash		(14,400	)		(541,128	)

Cash, beginning of period		109,043			865,975

Cash, end of period	$	94,643		$	324,847

Supplemental disclosure of cash and non-cash transactions:
Cash paid for interest	$	19,257		$	8,910
Cash paid for income taxes	$	—		$	—

Noncash investing and financing activities:
Transfer from device parts inventory to fixed assets and revenue earning devices	$	276,717		$	917,294
Exchange of notes payable and accrued interest for common shares	$	745,900		$	1,250,500
Discount applied to face value of loan	$	419,167		$	—
Conversion of Series C shares to common shares	$	391,572		$	—
Series C preferred shares issued as dividend	$	17,388		$	12,073
Commitment fee shares as debt discount	$	202,050		$	—
Right of use asset for lease liability	$	—		$	53,739

Computer equipment and software		2 or 3 years
Office equipment		4 years
Manufacturing equipment		7 years
Warehouse equipment		5 years
Tooling		2 years
Demo Devices		4 years
Vehicles		3 years
Leasehold improvements		5 years, the life of the lease

	●	Does the agreement purport, in substance, to be a sale
	●	Does the Company have continuing involvement in the generation of cash flows due to the investor
	●	Is the transaction cancellable by either party through payment of a lump sum or other transfer of assets
	●	Is the investors rate of return is implicitly limited by the terms of the agreement
	●	Does the Company’s revenue for a reporting period underlying the agreement have only a minimal impact on the investor’s rate of return
	●	Does the investor have recourse relating to payments due

	●	Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities that are accessible at the measurement date.

	●	Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

	●	Level 3 – Inputs that are unobservable for the asset or liability.

	Amount at		Fair Value Measurement Using
	Fair Value		Level 1		Level 2		Level 3
May 31, 2026
Assets
Investment at cost	$	100,000	$	50,000	$	—	$	50,000
Liabilities
Incentive compensation plan payable – revaluation of equity awards payable in Series G shares	$	5,500,000	$	—	$	—	$	5,500,000

February 28, 2026
Assets
Investment at cost	$	100,000	$	50,000	$	—	$	50,000
Liabilities
Incentive compensation plan payable – revaluation of equity awards payable in Series G shares	$	5,500,000	$	—	$	—	$	5,500,000

	Three Months Ended May 31, 2026		Three Months Ended May 31, 2025
Device rental activities	$	1,613,095	$	1,627,286
Direct sales of goods and services		218,107		227,551
Revenue	$	1,831,202	$	1,854,837

Leases	Classification	May 31, 2026		February 28, 2026
Assets
Operating	Operating Lease Assets	$	891,922	$	931,814
Liabilities
Current
Operating	Current Operating Lease Liability	$	239,242	$	243,690
Noncurrent
Operating	Noncurrent Operating Lease Liabilities		643,129		676,694
Total lease liabilities		$	882,371	$	920,384

	May 31, 2026			February 28, 2026
Revenue earning devices	$	8,632,012		$	8,355,295
Less: Accumulated depreciation		(3,781,667	)		(3,257,668	)
Total	$	4,850,345		$	5,097,627

Depreciation and Amortization RED	Three Months Ended May 31 2026		Three Months Ended May 31, 2025

Cost of Goods Sold	$	513,195	$	447,955
Operating expenses		10,804		4,104
Total Depreciation and Amortization RED	$	523,999	$	452,059

	May 31, 2026			February 28, 2026
Automobile	$	74,237		$	74,237
Demo devices		265,421			265,421
Tooling		122,620			107,020
Machinery and equipment		17,246			17,246
Computer equipment		157,448			157,448
Office equipment		15,312			15,312
Furniture and fixtures		21,225			21,225
Warehouse equipment		38,746			38,746
Leasehold improvements		26,956			26,956
Fixed assets gross		739,211			723,611
Less: Accumulated depreciation		(562,268	)		(540,426	)
	$	176,943		$	183,185

Depreciation and Amortization	Three Months Ended May 31 2026		Three Months Ended May 31, 2025

Fixed assets	$	21,842	$	30,017
Revenue earning devices		10,804		4,104
Total Depreciation and Amortization included in operating expenses	$	32,646	$	34,121

	(1)	The investor would pay up to $400,000 in exchange for a perpetual 4% rate Payment on the Company’s reported quarterly Revenues. At February 29, 2020, $400,000 has been paid to the Company.

	(2)	The investor would pay up to $50,000 in exchange for a perpetual 1.11% rate Payment on the Company’s reported quarterly Revenues. At February 29, 2020, $50,000 has been paid to the Company.

	1)	The rate payment was reduced from 14.25 % to 9.65 %
	2)	The asset disposition % (see below) was reduced from 31 % to 21%

Date	Maturity	Description	Principal			Interest Rate
July 18, 2016	July 18, 2017	Promissory note (1)*	$	3,500			22	%
December 10, 2020	March 1, 2027	Promissory note (2)		3,921,168			^A12	%
December 10, 2020	March 1, 2027	Promissory note (3)		2,754,338			^A12	%
December 14, 2020	March 1, 2027	Promissory note (5)		310,375			12	%
December 30, 2020	March 1, 2027	Promissory note (6)		350,000			^A 12	%
January 1, 2021	March 1, 2027	Promissory note (7)		25,000			12	%
January 1, 2021	March 1, 2027	Promissory note (8)		145,000			12	%
January 14, 2021	March 1, 2027	Promissory note (9)		237,500			^A 12	%
February 22, 2021	March 1, 2027	Promissory note (10)		1,650,000			12	%
March 1, 2021	March 1, 2027	Promissory note (11)		6,000,000			12	%
June 8, 2021	June 8, 2027	Promissory note (12)		2,750,000			12	%
September 14, 2021	September 14, 2027	Promissory note (14)		1,650,000			^A 12	%
July 28, 2022	March 1, 2027	Promissory note (15)		170,000			15	%
August 30, 2022	August 30,2027	Promissory note (16)		3,000,000			^A 15	%
September 7, 2022	March 1, 2027	Promissory note (17)		400,000			15	%
September 8, 2022	March 1, 2027	Promissory note (18)		475,000			15	%
October 13, 2022	March 1, 2027	Promissory note (19)		350,000			15	%
October 28, 2022	October 31, 2026	Promissory note (20)		293,000			^A 15	%
November 9, 2022	October 31, 2026	Promissory note (20)		400,000			^A 15	%
November 10, 2022	October 31, 2026	Promissory note (20)		400,000			^A 15	%
November 15, 2022	October 31, 2026	Promissory note (20)		400,000			^A 15	%
January 11, 2023	October 31, 2026	Promissory note (20)		400,000			^A 15	%
February 6, 2023	October 31, 2026	Promissory note (20)		400,000			^A 15	%
April 5. 2023	October 31, 2026	Promissory note (20)		400,000			^A 15	%
April 20, 2023	October 31, 2026	Promissory note (20)		400,000			^A 15	%
May 11, 2023	October 31, 2026	Promissory note (20)		400,000			^A 15	%
October 27, 2023	October 31, 2026	Promissory note (20)		400,000			^A 15	%
November 30, 2023	April 30, 2027	Purchase Agreement (21)		203,000			15	%
March 8, 2024	August 8, 2027	Purchase Agreement (22)		350,000			15	%
July 26, 2025	July 26, 2026	Promissory note (23)		165,000			^C 15	%
August 7,2025	August 7,2026	Promissory note (24)		245,000			^C 15	%
August 25, 2025	August 25, 2026	Promissory note (25)		137,500			^C 15	%
August 25, 2025	May 6, 2026	Future Receivables Purchase and Sale Agreement (26)		—			108	%
September 25, 2025	September 25, 2026	Promissory note (27)		550,000			^C 15	%
October 30. 2025	October 30. 2026	Promissory note (28)		200,000			^C 15	%
November 6, 2025	November 6, 2026	Promissory note (29)		275,000			^C 15	%
November 24, 2025	November 24, 2026	Promissory note (30)		450,000			^C 15	%
December 9, 2025	December 9, 2026	Promissory note (31)		450,000			^C 15	%
December 17, 2025	September 23, 2026	Business loan (32)		—			65	%
December 22, 2025	December 22, 2026	Convertible note (33)		495,000			12	%
December 27, 2025	December 27, 2026	Promissory note (34)		275,000			^C 15	%
January 12, 2026	January 12, 2027	Promissory note (35)		330,000			^C 15	%
January 27, 2026	January 27, 2027	Promissory note (36)		170,000			^C15	%
February 2, 2026	February 2, 2027	Promissory note (37)		330,000			^C15	%
February 19, 2026	February 19, 2027	Convertible note (38)		165,000			12	%
February 24, 2026	February 24, 2027	Promissory note (39)		170,000			^C15	%
March 16, 2026	March 16, 2027	Promissory note (13)		170,000			^C15	%
March 25, 2026	March 25, 2027	Convertible note (40)		110,000			12	%
March 25, 2026	March 25, 2026	Convertible note (41)		—			12	%
April 9, 2026	January 15, 2027	Convertible note (42)		257,000			10	%
April 13, 2026	April 13, 2027	Future Receivables Purchase and Sale Agreement (43)		641,279			NA
April 20, 2026	April 20, 2027	Convertible note (44)		277,778			12	%
May 1, 2026	January 15, 2027	Convertible note (45)		157,000			10	%
May 4, 2026	May 4, 2027	Convertible Note (46)		700,000			12	%
May 28 2026	May 28 2026	Convertible Note (47)		138,889			12	%
May 29, 2026	May 29, 2027	Promissory note (4)		225,000			^C15	%
			$	35,722,327

Less: current portion of loans payable				(27,769,326	)
Less: discount on non-current loans payable				-
Non-current loans payable, net of discount			$	7,953,001

Current portion of loans payable			$	27,769,326
Less: discount on current portion of loans payable				(871,697	)
Current portion of loans payable, net of discount			$	26,897,629

(2)	This promissory note was issued as part of a debt settlement whereby $2,683,357 in convertible notes and associated accrued interest of $1,237,811 totaling $3,921,168 was exchanged for this promissory note of $3,921,168, and a warrant to purchase 450,000,000 shares at an exercise price of $.002 per share and a three-year maturity having a relative fair value of $990,000. This note is secured by a general security charging all of the Company’s present and after-acquired property. On November 28, 2023, the parties extended the maturity date from December 10, 2023, to March 1, 2025, with all other terms and conditions remaining the same. On April 16, 2025, the parties again extended the maturity date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same. On December 10, 2025 an exchange agreement was made whereby principal and interest of this note may be exchanged for common shares at 90% of the 5 days’ lowest bid of shares. For the three months ending May 31, 2026 the company exchanged $336,000 accrued interest for 14,000,000 common shares at a fair value of $910,700 with a loss on settlement of $574,700.

(3)	This promissory note was issued as part of a debt settlement whereby $1,460,794 in convertible notes and associated accrued interest of $1,593,544 totaling $3,054,338 was exchanged for this promissory note of $3,054,338, and a warrant to purchase 250,000,000 shares at an exercise price of $0.002 per share and a three-year maturity having a relative fair value of $550,000. This note is secured by a general security charging all of the Company’s present and after-acquired property. $300,000 has been repaid during the year ended February 29, 2024. On November 28, 2023, the parties extended the maturity date from December 10, 2023, to March 1, 2025, with all other terms and conditions remaining the same. On April 16, 2025, the parties again extended the maturity date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same. On November 24, 2025, the Company entered into an exchange agreement where the holder can exchange all or part of the principal and interest of the note into common shares at an exchange amount of 90% of the previous 5 day’s lowest bid price. On February 8, 2026, the holder exchanged $192,000 in accrued interest for 8,000,000 common shares at fair value of $320,000 with a loss on settlement of $128,000.

(4)	Original $225,000 note may be pre-payable at any time. The note balance includes an original issue discount of $25,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. For the three months ended May 31, 2026, the Company recorded amortization expense of $115, with an unamortized discount of $24,885 at May 31, 2026.

(5)	This promissory note was issued as part of a debt settlement whereby $235,000 in convertible notes and associated accrued interest of $75,375 totaling $310,375 was exchanged for this promissory note of $310,375, and a warrant to purchase 25,000,000 shares at an exercise price of $.002 per share and a three-year maturity having a fair value of $182,500. On December 14, 2023, the parties extended the maturity date from December 14, 2023 date to March 1, 2027.

(6)	The note, with an original principal amount of $350,000, may be pre-payable at any time. The note balance includes an original issue discount of $35,000 and was issued with a warrant to purchase 50,000,000 shares at an exercise price of $0.025 per share with a 3-year term and having a relative fair value of $271,250. The discounts are being amortized over the term of the loan. After allocating these charges to debt and equity according to their respective values, a debt discount of $271,250 with a corresponding adjustment to paid in capital for the relative fair value of the warrant. On March 1, 2024, the unamortized relative fair value discount of $65,092 was removed with a corresponding adjustment to accumulated deficit. A $8,399 unamortized discount remained. On November 28, 2023, the parties extended the maturity date from December 10, 2023, to March 1, 2025, with all other terms and conditions remaining the same. On April 16, 2025, the parties again extended the maturity date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same. The loan is fully amortized.

(7)	This promissory note was issued as part of a debt settlement whereby $9,200 in convertible notes and associated accrued interest of $6,944 totaling $16,144 was exchanged for this promissory note of $25,000. This note is secured by a general security charging all of the Company’s present and after-acquired property. On November 28, 2023, the parties extended the maturity date from January 1, 2024, to March 1, 2025, with all other terms and conditions remaining the same. On April 16, 2025, the parties again extended the maturity date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same.

(8)	This promissory note was issued as part of a debt settlement whereby $79,500 in convertible notes and associated accrued interest of $28,925 totaling $108,425 was exchanged for this promissory note of $145,000. This note is secured by a general security charging all of the Company’s present and after-acquired property. On November 28, 2023, the parties extended the maturity date from January 1, 2024, to March 1, 2025, with all other terms and conditions remaining the same. On April 16, 2025, the parties again extended the maturity date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same.

(9)	The note, with an original principal amount of $550,000, may be pre-payable at any time. The note balance includes an original issue discount of $250,000 and was issued with a warrant to purchase 50,000,000 shares at an exercise price of $0.025 per share with a 3-year term and having a relative fair value of $380,174. The discounts are being amortized over the term of the loan. After allocating these charges to debt and equity according to their respective values, a debt discount of $380,174 with a corresponding adjustment to paid in capital. On March 1, 2024, the unamortized relative fair value discount of $80,284 was removed with a corresponding adjustment to accumulated deficit. A $10,559 unamortized discount remained. On November 28, 2023, the parties extended the maturity date from January 14, 2024, to March 1, 2025, with all other terms and Conditions remaining the same. On April 16, 2025, the parties again extended the maturity date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same. The loan is fully amortized. Through an exchange agreement on February 11, 2025, the Company repaid $162,000 in principal st through the issuance of 600,000 common shares. On March 28, 2025 the Company entered into an exchange agreement where the holder can exchange all or part of the principal and interest of the note into common shares at an exchange amount of 90% of the previous 5 day’s lowest VWAP price. On March 5, 2025 the Company repaid $150,500 in loan principal as well as $275,000 in accrued interest (all totaling $425,500) was repaid on March 5, 2025 through the issuance of 1,850,000 common shares at a fair value of $444,000 with a loss on settlement of $18,500.

(10)	The note, with an original principal balance of $1,650,000, may be pre-payable at any time. The note balance includes an original issue discount of $150,000 and was issued with a warrant to purchase 100,000,000 shares at an exercise price of $0.135 per share with a 3-year term and having a relative fair value of $1,342,857. The discount and warrant are being amortized over the term of the loan. After allocating these charges to debt and equity according to their respective values, a debt discount of $1,342,857 with a corresponding adjustment to paid in capital for the relative fair value of the warrant. The maturity date was extended from February 22, 2022, to February 22, 2024, on February 28, 2022, in exchange for warrants to purchase 50,000,000 at an exercise price of $.0164 and a 3-year term. These warrants have a fair value of $950,000 recorded as interest expense with a corresponding adjustment to paid in capital recorded in the year ended February 28, 2022. On November 28, 2023, the parties extended the maturity date from February 22, 2024, to March 1, 2025, with all other terms and conditions remaining the same. On March 1, 2024, the unamortized relative fair value discount of $497,614 was removed with a corresponding adjustment to accumulated deficit. A $55,585 unamortized discount remained. On April 16, 2025, the parties again extended the maturity date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same. The loan is fully amortized. On November 24, 2025, the Company entered into an exchange agreement where the holder can exchange all or part of the principal and interest of the note into common shares at an exchange amount of 90% of the previous 5 day’s lowest bid price. For the three months ending May 31, 2026, the Company exchanged $80,000 of accrued interest for 5,000,000 common at a fair value of $100,000 with a loss on settlement of $20,000.

(11)	The unsecured note may be pre-payable at any time. Cash proceeds of $5,400,000 were received. The note balance of $6,000,000 includes an original issue discount of $600,000 and was issued with a warrant to purchase 300,000,000 shares at an exercise price of $0.135 per share with a 3-year term and having a relative fair value of $4,749,005 using Black-Scholes with assumptions described in note 13. The discounts are being amortized over the term of the loan. After allocating these charges to debt and equity according to their respective values, a debt discount of $4,749,005 with a corresponding adjustment to paid in capital for the relative value of the warrant. The maturity was extended from March 1, 2022 to March 1, 2024 on February 28, 2022 in exchange for warrants to purchase 150,000,000 shares of common stock at an exercise price of $.0164 and a 3 year term. These warrants have a fair value of $2,850,000 recorded as interest expense with a corresponding adjustment to paid in capital recorded in the year ended February 28, 2022. This note has been fully amortized. This note was again extended to March 1, 2025. On April 16, 2025, the parties again extended the maturity date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same. On March 28, 2025 the Company entered into an exchange agreement where the holder can exchange all or part of the principal and interest of the note into common shares at an exchange amount of 90% of the previous 5 day’s lowest VWAP price. For the year ended February 28, 2026, the Company has issued 36,500,000 common shares at fair market value of $4,365,500 to repay $3,840,500 in accrued interest with a loss on settlement of debt of $525,000.

(12)	The note, with an original principal balance of $2,750,000, may be pre-payable at any time. The note balance includes an original issue discount of $50,000 and was issued with a warrant to purchase 170,000,000 shares at an exercise price of $0.064 per share with a 3-year term and having a relative fair value of $2,035,033. The discounts are being amortized over the term of the loan. After allocating these charges to debt and equity according to their respective values, a debt discount of $2,035,033 with a corresponding adjustment to paid in capital. The maturity date was extended from June 8, 2022 to June 8, 2024 on February 28, 2022 in exchange for warrants to purchase 85,000,000 at an exercise price of $.0164 and a 3 year term. These warrants have a fair value of $1,615,000 recorded as interest expense with a corresponding adjustment to paid in capital recorded in the year ended February 28, 2022. This note was extended to June 8, 2025. On March 1, 2024, the unamortized relative fair value discount of $33,547 was removed with a corresponding adjustment to accumulated deficit. A $4,121 unamortized discount remained. The loan is fully amortized. On April 16, 2025, the parties again extended the maturity date from June 8, 2025, to June 8, 2027, with all other terms and conditions remaining the same. On November 24, 2025, the Company entered into an exchange agreement where the holder can exchange all or part of price the principal and interest of the note into common shares at an exchange amount of 90% of the previous 5 day’s lowest bid price. For the year ended February 28, 2026 the holder exchanged $1,416,000 in accrued interest for 25,000,000 common shares at a fair value of $1,680,000 with a loss on settlement of $264,000.

(13)	Original $170,000 note may be pre-payable at any time. The note balance includes an original issue discount of $20,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. For the three months ended May 31, 2026, the Company recorded amortization expense of $3,680, with an unamortized discount of $16,320 at May 31, 2026.

(14)	The note, with an original principal balance of $1,650,000, may be pre-payable at any time. The note balance includes an original issue discount of $150,000 and was issued with a warrant to purchase 250,000,000 shares at an exercise price of $0.037 per share with a 3-year term and having a relative fair value of $1,284,783, The discounts are being amortized over the term of the loan. After allocating these charges to debt and equity according to their respective values, a debt discount of $1,284,783 with a corresponding adjustment to paid in capital. On March 1, 2024, the unamortized relative fair value discount of $572,549 was removed with a corresponding adjustment to accumulated deficit. A $66,846 unamortized discount remained. For the three months ended May 31, 2026, the Company recorded amortization expense of $2,455, with an unamortized discount of $13,870 at May 31, 2026. On April 16, 2025, the parties again extended the maturity date from September 14, 2025, to September 14, 2027, with all other terms and conditions remaining the same. On November 24, 2025, the Company entered into an exchange agreement where the holder can exchange all or part of the principal and interest of the note into common shares at an exchange amount of 90% of the previous 5 day’s lowest bid price.

(15)	Original $170,000 note may be pre-payable at any time. The note balance includes an original issue discount of $20,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. On November 29, 2023, the parties extended the maturity date from July 28, 2023, to March 1, 2025, with all other terms and conditions remaining the same. This note has been fully amortized. On April 16, 2025, the parties again extended the maturity date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same.

(16)	A warrant holder exchanged 955,000,000 warrants for a promissory note of $3,000,000, bearing interest at 15% with a two year maturity. The fair value of the warrants was determined to be $2,960,500 with a corresponding adjustment to paid-in capital and a debt discount of $39,500 which will be amortized over the term of the loan. Principal and interest due at maturity. On March 1, 2024, the unamortized relative fair value discount of $11,535 was removed with a corresponding adjustment to accumulated deficit. This note has been fully amortized. This note was extended to August 30, 2025. On April 16, 2025, the parties again extended the maturity date from August 30, 2025, to August 30, 2027, with all other terms and conditions remaining the same. On November 24, 2025, the Company entered into an exchange agreement where the holder can exchange all or part of the principal and interest of the note into common shares at an exchange amount of 90% of the previous 5 day’s lowest bid price.

(17)	Original $400,000 note may be pre-payable at any time. The note balance includes an original issue discount of $50,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. On November 29, 2023, the parties extended the maturity date from September 7, 2023, to March 1, 2025, with all other terms and conditions remaining the same. This note has been fully amortized. On April 16, 2025, the parties again extended the maturity date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same.

(18)	Original $475,000 note may be pre-payable at any time. The note balance includes an original issue discount of $75,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. On November 29, 2023, the parties extended the maturity date from September 8, 2023, to March 1, 2025, with all other terms and conditions remaining the same. This note has been fully amortized. On April 16, 2025, the parties again extended the maturity date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same.

(19)	Original $350,000 note may be pre-payable at any time. The note balance includes an original issue discount of $50,000. Principal and interest due at maturity. Secured by a general security charging all of the Company’s present and after-acquired property. On November 29, 2023, the parties extended the maturity date from October 13, 2023, to March 1, 2025, with all other terms and conditions remaining the same. This note has been fully amortized. On April 16, 2025, the parties again extended the maturity date from March 1, 2025, to March 1, 2027, with all other terms and conditions remaining the same.

(20)	On October 28, 2022, the Company entered into as secured loan agreement with a lender for up to $4,000,000 including an original issue discount of $500,000. In exchange the Company will issue one series F Preferred Share, extended 329 series F warrants with a March 1, 2026 maturity to a new October 31, 2033 maturity, and issue up to 10 tranches with each tranche of $400,000, with cash proceeds of $350,000 an original issue discount of $50,000, October 31, 2026 maturity, and 61 Series F warrants with a October 31, 2033 maturity. Secured by a general security charging all of the Company’s present and after-acquired property. On November 24, 2025, the Company entered into an exchange agreement where the holder can exchange all or part of the principal and interest of this secured loan agreement into common shares at an exchange amount of 90% of the previous 5 day’s lowest bid price. At February 29, 2024 the Company has issued all 10 tranches totaling $ 4,000,000 as follows:

	October 28, 2022, $400,000 loan, original issue discount of $50,000, 61 Series F Preferred Share warrants and 1 Series F Preferred Share having a relative fair value of $299,399. On March 1, 2024, the unamortized relative fair value discount of $286,775 was removed with a corresponding adjustment to accumulated deficit. A $47,892 unamortized discount remained. For the three months ended May 31, 2026, the Company recorded amortization expense of $5,243, with an unamortized discount of $9,185 at May 31, 2026.For the three months ending May 31, 2026, the Company exchanged $107,000 of principal and $222,900 of accrued interest totaling $329,900 for 20,000,000 common at a fair value of $442,800 with a loss on settlement of $112,900.

	November 9, 2022, $400,000 loan, original issue discount of $50,000, 61 Series F Preferred Share warrants having a relative fair value of $299,750. On March 1, 2024, the unamortized relative fair value discount of $288,513 was removed with a corresponding adjustment to accumulated deficit. A $48,126 unamortized discount remained. For the three months ended May 31, 2026, the Company recorded amortization expense of $5,269, with an unamortized discount of 9,233 at May 31, 2026.

(21)	On November 30, 2023, the Company entered into an agreement where the lender will pay the Company $350,000 in exchange for thirteen future monthly payments of $36,750 commencing on April 30,2024 through to April 30, 2025 totaling $477,750. The effective interest rate is 35% per annum. Secured by a general security charging all of RAD’s present and after-acquired property. Default rate of 15% per annum calculated daily on any missed monthly payment and after original maturity. The Company has repaid $147,000 and $53,000 in accrued interest in July to account for the missed April through to August 2024 payments in agreement with the lender. The Company have missed the subsequent monthly payments. On April 16, 2025, the parties extended the maturity date from April 30, 2025, to April 30, 2026, with all other terms and conditions remaining the same. On April 30,2026, the parties extended the maturity to April 30, 2027, with the default rate still applicable after April 30, 2025.

(22)	On March 8, 2024, the Company entered into another agreement where the lender will pay the Company $350,000 in exchange for thirteen future monthly payments of $36,750 commencing on August 8, 2024 through to August 8, 2025 totaling $477,750. The effective interest rate is 35% per annum. Secured by a general security charging all of RAD’s present and after- acquired property. Default rate of 15% per annum calculated daily on any missed monthly payment and after original maturity. The August 2024 through to August 2025 payments have not been made and the note was not repaid at original maturity. On August 8, 2025 the parties extended the maturity to August 8, 2027 , with the default rate still applicable after August 8, 2025.

(23)	Original $165,000 note may be pre-payable at any time. The note balance includes an original issue discount of $15,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. The discount was expensed.

(24)	Original $245,000 note may be pre-payable at any time. The note balance includes an original issue discount of $25,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. The discount was expensed.

(25)	Original $137,500 note may be pre-payable at any time. The note balance includes an original issue discount of $12,500. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. The discount was expensed.

(26)	On August 25, 2025, the Company entered into Future Receivables Purchase and Sale Agreement secured by a general security charging all of RAD’s present and after- acquired property. The Company received net proceeds of $555,671 after fees of $29,329 and a financing fee of $222,300 for total fees of $251,629. The Company must repay $807,300, in weekly payments of 7% of estimated receipts from accounts receivables. The estimated monthly payments will be approximately $99,725. For the year ended May 31, 2026, the Company recorded amortization expense of $59,207, with an unamortized discount of $0 at May 31, 2026. For the year ended February 28, 2026, the Company has repaid $617,348. During the three months ending May 31, 2026 the remaining balance of $ 189,952 was fully repaid.

(27)	Original $550,000 note may be pre-payable at any time. The note balance includes an original issue discount of $50,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. For the three months ended May 31, 2026, the Company recorded amortization expense of $12,724, with an unamortized discount of $17,288 at May 31, 2026.

(28)	Original $200,000 note may be pre-payable at any time. The note balance includes an original issue discount of $25,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. For the three months ended May 31, 2026, the Company recorded amortization expense of $6,158, with an unamortized discount of $11,127 at May 31, 2026.

(29)	Original $275,000 note may be pre-payable at any time. The note balance includes an original issue discount of $25,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. For the three months ended May 31, 2026, the Company recorded amortization expense of $6,189, with an unamortized discount of $11,582 at May 31, 2026.

(30)	Original $450,000 note may be pre-payable at any time. The note balance includes an original issue discount of $50,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. For the three months ended May 31, 2026, the Company recorded amortization expense of $10,760, with an unamortized discount of $28,536 at May 31, 2026.

(31)	Original $450,000 note may be pre-payable at any time. The note balance includes an original issue discount of $50,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. For the three months ended May 31, 2026, the Company recorded amortization expense of $11,888, with an unamortized discount of $27,702 at May 31, 2026.

(32)	On December 17, 2025, the Company entered into a business loan secured by a general security charging all of RAD’s present and after- acquired property. The Company received net proceeds of $300,000 after fees of $14,000 and a financing fee of $91,060 for total fees of $105,060. The Company must repay $405,060, in 4 weekly payments of $2,276.50 and 36 weekly payments of $10,998.72. The loan is personally guaranteed by the CEO. For the year ended February 28, 2026, the Company recorded amortization expense of $19,478 with an unamortized discount of $85,582 at February 28, 2026. For the three months ended May 31, 2026, the Company has repaid $87,990 with the balance of $241,972 transferred to the April 13, 2026 loan described in footnote (43),thereby fully extinguishing this loan.

(33)	$495,000 convertible note that may be redeemed at a premium at any time. The Company received proceeds of $440,000, with fees of $10,000 and an original issue discount of $45,000. Principal and interest due at maturity. For the three months ended May 31, 2026, the Company recorded amortization expense of $13,062, with an unamortized discount of $32,233 at May 31, 2026. . After 180 days , the note and interest is convertible at a conversion price of 80% of the lowest traded price in the 15 prior trading days.

(34)	Original $275,000 note may be pre-payable at any time. The note balance includes an original issue discount of $25,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. For the three months ended May 31, 2026, the Company recorded amortization expense of $5,908, with an unamortized discount of $14,970 at May 31, 2026.

(35)	Original $330,000 note may be pre-payable at any time. The note balance includes an original issue discount of $30,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. For the three months ended May 31, 2026, the Company recorded amortization expense of $7,019, with an unamortized discount of $19,117 at May 31, 2026.

(36)	Original $170,000 note may be pre-payable at any time. The note balance includes an original issue discount of $20,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. For the three months ended May 31, 2026, the Company recorded amortization expense of $4,594, with an unamortized discount of $13,637 at May 31, 2026.

(37)	Original $330,000 note may be pre-payable at any time. The note balance includes an original issue discount of $30,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. For the three months ended May 31, 2026, the Company recorded amortization expense of $7,059, with an unamortized discount of $21,078 at May 31, 2026.

(38)	$165,000 convertible note that may be redeemed at a premium at any time. The Company received proceeds of $142,500, with fees of $7,500 and an original issue discount of $15,000. Principal and interest due at maturity. For the three months ended May 31, 2026, the Company recorded amortization expense of $5,167, with an unamortized discount of $16,849 at May 31, 2026. After 180 days , the note and interest is convertible at a conversion price of 80% of the lowest traded price in the 15 prior trading days.

(39)	Original $170,000 note may be pre-payable at any time. The note balance includes an original issue discount of $20,000. Principal and interest due at maturity. Secured by a general security charging all of RAD’s present and after-acquired property. For the three months ended May 31, 2026, the Company recorded amortization expense of $4,555, with an unamortized discount of $15,257 at May 31, 2026.

(40)	$110,000 convertible note that may be redeemed subject to a premium ranging from 110% to 140% if redeemed within the first 180 days of the note. The Company received proceeds of $95,000, with fees of $5,000 and an original issue discount of $10,000. Principal and interest due at maturity. For the three months ended May 31, 2026, the Company recorded amortization expense of $2,429, with an unamortized discount of $12,571 at May 31, 2026. After 180 days, the note and interest is convertible at a conversion price of 80% of the lowest traded price in the 15 prior trading days.

(41)	$630,000 convertible note that may be redeemed subject to a premium ranging from 110% to 140% if redeemed within the first 180 days of the note. The Company received proceeds of $595,000, with fees of $5,000 and an original issue discount of $30,000. Principal and interest due at maturity. A refundable commitment fee of 14.1 million common shares was issued, but is returnable if the loan plus accrued interest is paid back by May 5, 2026. The loan was intended as a short term loan with high redemption premiums commencing after 40 days and high conversion discounts after 180 days whereby the note would convert at 20% of the lowest traded price 15 days prior trading to the conversion date. On May 5, 2026, the Company repaid in full, principal and interest of $638,492 and the 14.1 million commitment fee shares will be returned.. For the three months ended May 31, 2026, the Company recorded amortization expense of $35,000, with an unamortized discount of $0 at May 31, 2026.

(42)	$257,000 convertible note that may be redeemed subject to a premium ranging from 120% to 125% if redeemed within the first 180 days of the note. The Company received proceeds of $250,000, with fees of $7,000. Principal and interest due at maturity. For the three months ended May 31, 2026, the Company recorded amortization expense of $7,000, with an unamortized discount of $0 at May 31, 2026. After 180 days, the note and interest is convertible at a conversion price of 65% of the lowest closing traded price in the 10 prior trading days.

(43)	On April 13, 2026, the Company entered into a business loan secured by a general security charging all of RAD’s present and after- acquired property. The Company received net proceeds of $295,028 after fees of $16,500 and a financing fee of $91,060 for total fees of $105,060 and a payback of the $241,972 balance on the December 17, loan described in footnote (32) . The Company must repay $709,500, in 52 weekly payments of $13,644. The loan is personally guaranteed by the CEO. For the three months ended May 31, 2026, the Company recorded amortization expense of $16,587 with an unamortized discount of $155,913 at February 28, 2026. For the three months ended May 31, 2026, the Company has repaid $68,221.

(44)	$277,778 convertible note that may be redeemed anytime with payment of the first year’s accrued interest of $33,333. The Company received proceeds of $245,000, with fees of $5,000 and an original issue discount of $27,778. In addition a commitment fee of 5,000,000 common shares having a fair value of $173,500 was issued and added as a discount. Principal and interest due at maturity. For the three months ended May 31, 2026, the Company recorded amortization expense of $10,072, with an unamortized discount of $196,206 at May 31, 2026. The note and interest is convertible at any time a conversion price of 75% of the lowest closing traded price in the 10 prior trading days.

(45)	$157,000 convertible note that may be redeemed subject to a premium ranging from 120% to 125% if redeemed within the first 180 days of the note. The Company received proceeds of $150,000, with fees of $7,000. Principal and interest due at maturity. For the three months ended May 31, 2026, the Company recorded amortization expense of $7,000, with an unamortized discount of $0 at May 31, 2026. After 180 days, the note and interest is convertible at a conversion price of 65% of the lowest closing traded price in the 10 prior trading days.

(46)	$700,000 convertible note redeemable 90 days after issuance in monthly installments of 10% of the outstanding principal and interest. The Company received proceeds of $615,000, with fees of $15,000 and an original issue discount of $70,000. In addition a commitment fee of 1,250,000 common shares having a fair value of $28,751 was issued and recorded as a discount. Principal and interest due at maturity. For the three months ended May 31, 2026, the Company recorded amortization expense of $7,185, with an unamortized discount of $105,565 at May 31, 2026. After 180 days, the note and interest is convertible at a conversion price of 65% of the lowest traded price in the 10 prior trading days.

	Number of Series F Preferred Warrants		Weighted Average Exercise Price		Weighted Average Remaining Years
Outstanding at February 28, 2026		939	$	1.00		7.5
Issued		—		—		—
Exercised		—		—		—
Forfeited and cancelled		—		—		—
Outstanding at May 31, 2026		939	$	1.00		7.25

Common shares	May 31, 2026		February 28, 2026
Issued		387,232,589		267,872,804
Issuable		1,250,000		-

Issued, issuable and outstanding		388,482,589		267,872,804

	Number of Warrants		Weighted Average Exercise Price		Weighted Average Remaining Years
Outstanding at February 28, 2026		470,000	$	0.04		1.44
Issued		—		—		—
Exercised		—		—		—
Forfeited and cancelled		—		—		—
Outstanding at May 31, 2026		470,000	$	0.02		1.19

	Number of Options		Weighted Average Exercise Price		Weighted Average Remaining Years
Outstanding at March 1, 2026		1,732,121	$	2.00		2.10
Issued		—		—		—
Exercised		—		—		—
Forfeited, extinguished and cancelled		—	$	—		—
Outstanding at May 31, 2026		1,732,121	$	2.00		1.85

Maturity of Lease Liabilities	Operating Leases
May 31, 2027	$	239,243
May 31, 2028		222,427
May 31, 2029		207,558
May 31, 2030		207,558
May 31, 2031		190,261
Total lease payments		1,067,047
Less: Interest		(184,676	)
Present value of lease liabilities	$	882,371

	May 31, 2026			May 31, 2025
	For the Three Months Ended
	May 31, 2026			May 31, 2025
Numerator:
Net loss available to common shareholders	$	(5,715,838	)	$	(4,594,018	)

Effect of common stock equivalents
Less: dividends to C preferred shareholders		(110,860	)		(12,073	)
Net loss adjusted for common stock equivalents		(5,826,698	)		(4,606,091	)

Denominator:
Weighted average shares – basic		325,956,059			155,176,712

Net loss per share – basic	$	(0.02	)	$	(0.03	)

Denominator:
Weighted average shares – diluted		325,956,059			155,176,712

Net loss per share – diluted	$	(0.02	)	$	(0.03	)

	—	the Company issued 32,797,611 common shares pursuant to a share purchase agreement for gross proceeds of $290,783, issuance costs of $14,397 and net proceeds of $276,386.

	—	The Company issued 12,000,000 shares to a lender to settle $89,700 in principal pursuant to exchange agreements with the lender.

	—	on June 3, 2026, the Company issued a convertible, redeemable note to a lender for $230,000 with cash proceeds of $200,000 an original issue discount of $23,000 and $7,000 for fees. The loan bears interest at 6%, the note is redeemable by the Company at any time subject to a premium ranging from 105% to 140% if redeemed within the first 180 days of the note. The note matures on June 3, 2027, and converts after 180 days at 65% of the lowest trading price 20 trading days prior to the conversion date, including the conversion date.

	—	on June 9, 2026, the Company issued a convertible, redeemable note to a lender for $55,000 with cash proceeds of $47,500, an original issue discount of $5,000, and $2,500 for fees. The loan bears interest at 10%, the note is redeemable by the Company at any time subject to a premium of one years interest of $5,500. The note matures on June 9, 2027, and converts any time at 65% of the lowest trading price 10 trading days prior to the conversion date.

	—	on June 9, 2026, the Company issued a convertible, redeemable note to a lender for $110,000 with cash proceeds of $95,000, an original issue discount of $10,000, and $5,000 for fees. The loan bears interest at 10%, the note is redeemable by the Company at any time subject to a premium of one years interest of $11,000. The note matures on June 9, 2027, and converts any time at 65% of the lowest trading price 10 trading days prior to the conversion date.

	—	on June 15, 2026, the Company issued a convertible, redeemable note to a lender for $165,000 with cash proceeds of $142,800, an original issue discount of $15,000, and $7,200 for fees. The loan bears interest at 10%, the note is redeemable by the Company at any time subject to a premium ranging from 115% to 125% if redeemed within the first 180 days of the note. The note matures on June 15, 2027, and converts any time at 65% of the lowest closing bid price 20 trading days prior to the conversion date. The loan is repayable as follows : on December 15, 2026 a payment of $90,750 with 5 monthly payments of $15,125 commencing Jan 15, 2027 through to May 15, 2027 with the remaining $9,625 balance payable June 15, 2027.

	—	on June 23 , 2026 the Company entered into an Equity Financing Agreement whereby an investor shall invest up to $10,000,000 over the course of thirty-six (36) month at a purchase price of eighty-five percent (85%) of the average of the three lowest bid trade price in the 10 day preceding period. The Company may also issue an accelerated put at a purchase price of 85% of the three closing bid prices 10 days following the put date subject to a floor price equal to the greater of: (A) seventy-five percent (75%) of the Closing Bid Price of the Common Stock on the applicable Put Date; or (B) any higher minimum price per share specified by the Company in the applicable Accelerated Put Notice. A commitment fee of five million common shares of the Company’s Common Stock shall be issued in two equal tranches: (i) first tranche of Two Million and Five Hundred Thousand common shares upon S-1 effectiveness; and the remaining (ii) second tranche of Two Million and Five Hundred Thousand common shares, issued ninety days later. In conjunction with the above agreement, the Company entered into a Registration Rights Agreement as well.

	—	on June 26, 2026, the Company issued a convertible, redeemable note to a lender for $157,000 with cash proceeds of $150,000 and $7,000 for fees. The loan bears interest at 10%, the note is redeemable by the Company at any time subject to a premium ranging from 120% to 125% if redeemed within the first 180 days of the note. The note matures on March 30, 2027, and converts after 180 days at 65% of the average of the three lowest trading prices, 10 trading days prior to the conversion date.

	—	on July 9, 2026, the Company issued a promissory note to a lender for $165,000 with cash proceeds of $150,000 and an original issue discount of $15,000 for fees. The note matures in one year and bears interest at 15%, per annum ,compounding annually. The note is secured by the assets of the Company.

	1.	Typical security guard-related functions such as monitoring a parking lot during and after hours and responding appropriately. This scenario applies to perimeters, interior yard areas, and related similar environments.

	2.	Integrated hardware/software with AI-driven responses, simulating and expanding on what legacy or manned solutions could perform.

	3.	Automation of common access control functions through technology utilizing facial recognition and machine vision, leapfrogging most legacy solutions in use today.

	1.	Start with an AI-driven autonomous response utilizing cellular-optimized communications, while easily connecting to a human operator for a manned response, as needed.

	2.	Use unique hardware purpose-built by RAD for delivery of these solutions. Various form factors have been customized to deliver this new functionality.

	3.	Deliver services through RAD-developed software and cloud services, allowing enterprise IT groups to focus on core competencies instead of maintenance of complex video and security platforms.