10-Q

Cyberloq Technologies, Inc. (CLOQ)

10-Q 2026-05-15 For: 2026-03-31
View Original
Added on May 16, 2026

UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

10-Q

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended

March 31, 2026

or

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission

File Number: 000-56264

CYBERLOQ

TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

Nevada

(State or other jurisdiction of incorporation**)**

000-56264 26-2118480
(Commission<br><br> <br>File<br> Number) (IRS<br> Employer<br><br> <br>Identification<br> No.)
4837 Swift Road Suite 210-1 Sarasota FL 34231
--- ---
(Address<br> of principal executive offices) (Zip<br> Code)

Registrant’s telephone number, including area code (612)961-4536

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common<br> Stock CLOQ OTC<br> QB

Indicate by check mark if the registrant is a well-known seasoned issuer as defined in Rule 405 of the Securities Act.

Yes ☐ No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes ☒ No ☐

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this form 10-K or any amendment to this form 10-K.

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large<br> accelerated filer ☐ Accelerated<br> filer ☐
Non-accelerated<br> filer ☒ Smaller<br> reporting company ☒
Emerging<br> Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

APPLICABLE

ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

Yes ☒ No ☐

APPLICABLE

ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As

of the date of this filing, there were 140,512,254 shares of the Issuer’s common stock issued and outstanding and held by approximately 149 shareholders, six of which are deemed affiliates within the meaning of Rule 12b-2 under the Exchange Act.

As of the date of this filing, there were 27,750 shares of the Issuer’s preferred stock issued and outstanding.

CyberloQ

Technologies, Inc.

FORM

10-Q

For

The Fiscal Quarter Ended March 31, 2026

TABLE

OF CONTENTS

PART I — FINANCIAL INFORMATION 3
Item 1. Consolidated Condensed Financial Statements. F-1
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. 4
Item 3. Quantitative and Qualitative Disclosures About Market Risk. 6
Item 4. Controls and Procedures. 6
PART II — OTHER INFORMATION 7
Item 1. Legal Proceedings. 7
Item 1A. Risk Factors. 7
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. 7
Item 3. Defaults Upon Senior Securities. 7
Item 4. Other Information. 7
Item 5. Exhibits. 8
SIGNATURES 9
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PART

I

SPECIAL

NOTE REGARDING FORWARD-LOOKING STATEMENTS

This quarterly report on Form 10-Q and the documents incorporated by reference herein contain forward-looking statements that are not statements of historical fact and may involve a number of risks and uncertainties. These statements related to analyses and other information that are based on forecasts of future results and estimates of amounts not yet determinable. These statements may also relate to our future prospects, developments and business strategies. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by forward-looking statements.

In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “proposed,” “intended,” or “continue” or the negative of these terms or other comparable terminology. You should read statements that contain these words carefully, because they discuss our expectations about our future operating results or our future financial condition or state other “forward-looking” information. There may be events in the future that we are not able to accurately predict or control. Before you invest in our securities, you should be aware that the occurrence of any of the events described in this quarterly report could substantially harm our business, results of operations and financial condition, and that upon the occurrence of any of these events, the trading price of our securities could decline and you could lose all or part of your investment. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, growth rates, levels of activity, performance or achievements. We are under no duty to update any of the forward-looking statements after the date of this Annual Report to conform these statements to actual results.

The following factors are among those that may cause actual results to differ materially from our forward-looking statements:

General<br> economic and industry conditions;
Out<br> history of losses, deficits and negative operating cash flows;
Our<br> limited operating history;
Industry<br> competition;
Environmental<br> and governmental regulation;
Protection<br> and defense of our intellectual property rights;
Reliance<br> on, and the ability to attract, key personnel;
Other<br> factors including those discussed in “Risk Factors” in this quarterly report on Form 10-Q and our incorporated documents.

You should keep in mind that any forward-looking statement made by us in this quarterly report or elsewhere speaks only as of the date on which we make it. New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect us. We have no duty to, and do not intend to, update or revise the forward-looking statements in this annual report after the date of filing, except as may be required by law. In light of these risks and uncertainties, you should keep in mind that any forward-looking statement made in this annual report or elsewhere might not occur.

In this quarterly report on Form 10-Q, the terms “CLOQ,” “Company,” “we,” “us” and “our” refer to CyberloQ Technologies, Inc.

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Item1. CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

CyberloQ

Technologies, Inc.

CONSOLIDATED

CONDENSED BALANCE SHEETS

December 31, 2025
(unaudited)
ASSETS
Current Assets
Cash 10,098 $ 261,987
Deposits and prepaids 33,783 34,620
Total Current Assets 43,881 296,607
Fixed Assets
CyberloQ platform 2,336,506 2,186,904
Website 12,014 12,741
Patents 28,857 28,857
Fixed<br> Assets, Gross 28,857 28,857
Total Fixed Assets 2,377,377 2228,502
Total Assets 2,421,258 $ 2,525,109
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Accounts Payable and Accrued Expenses 114,898 $ 158,612
Accrued interest 718,414 629,690
Note Payable – Stockholders 135,000 135,000
Note Payable – Related Party 175,000 175,000
Note Payable 175,000 175,000
Convertible debt – Stockholders, net 3,060,000 3,060,000
Loan payable - SBA 2,088 2,088
Total Current Liabilities 4,205,400 4,160,390
Long Term Liabilities
SBA Loan Payable 30,362 30,362
Total Long Term Liabilities 30,362 30,362
Total Liabilities 4,235,762 4,190,752
Commitments and Contingencies - -
Stockholders’ Equity
Preferred stock, 0.001 par value, 80,000 shares authorized: 28,000 and 20,000 shares issued and outstanding, respectively 28 20
Common stock: 0.001 par value,200,000,000 shares authorized; 141,012,256 and 138,512,256 shares issued and outstanding, respectively 141,012 138,512
Treasury stock (50,000 ) (50,000 )
Preferred shares to be issued: 0 and 5,250 - 56,275
Common shares to be issued: 1,850,000 and 1,450,000 common<br> shares respectively 189,186 149,186
Additional Paid in Capital 7,899,105 7,800,139
Accumulated Deficit (9,993,835 ) (9,759,775 )
Total Stockholders’ Equity (1,814,504 ) (1,665,643 )
Total Liabilities and Stockholders’ Equity 2,421,258 $ 2,525,109

All values are in US Dollars.

See

accompanying notes to financial statements

| F-1 |

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CyberloQ

Technologies, Inc.

CONSOLIDATED

CONDENSED STATEMENTS OF OPERATIONS

2026 2025
For the Three Months Ended <br> March 31,
2026 2025
(unaudited) (unaudited)
Operational Expense
Professional Fees $ 80,932 $ 51,552
Officer’s Compensation 63,000 163,000
Travel and Entertainment - 10,119
Rent 2,498 2,450
Computer and Internet 27,758 30,143
Office Supplies and Expenses 4,263 6,904
Other Operating Expenses 5,830 2,824
Amortization 727 -
Total Operating Expenses 185,008 266,992
Loss from Operations (185,008 ) (266,992 )
Other Income (Expense)
Interest (48,753 ) (74,040 )
Other income - 2
Other expense (299 ) -
Total Other Income (Expenses) (49,052 ) (74,038 )
Provision for Income Taxes - -
Net Loss $ (234,060 ) (341,030 )
Loss per common share-Basic and diluted $ (0.00 ) (0.00 )
Weighted Average Number of Common Shares Outstanding Basic and diluted 141,012,256 131,533,921

See

accompanying notes to financial statements

| F-2 |

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CyberloQ

Technologies, Inc.

CONSOLIDATED

STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)

(unaudited)

From

January 1, 2025 to March 31, 2026

Common Common Preferred Preferred Add’l
(Issued) (Unissued) Stock (Unissued) Paid-In Treasury Accum.
Shares Amount Amount Shares Amount Shares Amount Capital Stock Deficit Total
Balance, December 31, 2024 128,789,754 $ 128,790 $ 169,186 20,000 $ 20 - $ - $ 7,395,362 $ (50,000 ) $ (8,631,886 ) $ (988,528 )
Common stock to be issued 1,000,000 1,000 (20,000 ) - - - 19,000 - - -
Common stock issued for cash 2,072,500 2,073 - - - - 203,928 - - 206,001
Net loss, March 31, 2025 - - - - - - - - - (341,030 ) (341,030 )
Balance, March 31, 2025 131,862,254 $ 131,863 $ 149,186 20,000 $ 20 - - $ 7,618,290 $ (50,000 ) $ (8,972,916 ) $ (1,123,557 )
Common stock issued for cash 100,000 100 - - - - 9,900 - - 10,000
Common stock to be issued - - 7,500 - - - - - - 7,500
Net loss, June 30, 2025 - - - - - - - - - (243,102 ) (243,102 )
Balance, June 30, 2025 131,962,254 131,963 156,868 20,000 20 - - 7,628,190 (50,000 ) (9,216,018 ) (1,582,273 )
Common stock to be issued 150,000 150 (7,500 ) - - - 7,350 - - -
Preferred stock to be issued - - - - - 5,000 7,000 - - - 7,000
Common stock issued for cash 1,050,000 1,050 - - - - 4,950 - - 6,000
Net loss, September 30, 2025 - - - - - - - - - (246,114 ) (246,114 )
Balance, September 30, 2025 133,162,254 133,163 149,368 20,000 20 - 7,000 7,640,490 (50,000 ) (9,462,132 ) (1,582,273 )
Common stock issued for cash 5,350,000 5,350 - - - - 159,650 - - 165,000
Preferred shares to be issued for convertible debt - - - - - 250 49,275 - - - 49,275
Net loss, December 31, 2025 - - - - - - - - - (297,643 ) (297,643 )
Balance, December 31, 2025 138,512,254 138,513 149,186 20,000 20 5,250 56,275 7,800,139 (50,000 ) (9,759,775 ) (1,665,643 )
Balance 138,512,254 138,513 149,186 20,000 20 5,250 56,275 7,800,139 (50,000 ) (9,759,775 ) (1,665,643 )
Common stock issued for cash 2,500,000 2,500 - - - - 87,500 - - 90,000
Common stock to be issued - - 40,000 - - - - - - 40,000
Preferred Shares issued - - - 7,000 7 (5000 ) (7,000 ) 10,011 - - 3,018
Preferred shares issued for convertible debt - - - 750 1 (250 ) (49,275 ) 1,455 - - (47,819 )
Net loss, March 31, 2026 - - - - - - - - - (234,060 ) (234,060 )
Net loss - - - - - - - - - (234,060 ) (234,060 )
Balance, March 31, 2026 141,012,254 $ 141,013 $ 189,186 27,750 $ 28 - $ - $ 7,899,105 $ (50,000 ) $ (9,993,835 ) $ (1,814,504 )
Balance 141,012,254 $ 141,013 $ 189,186 27,750 $ 28 - $ - $ 7,899,105 $ (50,000 ) $ (9,993,835 ) $ (1,814,504 )

See

accompanying notes to financial statements

| F-3 |

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CyberloQ

Technologies, Inc.

CONSOLIDATED

CONDENSED STATEMENTS OF CASH FLOWS

For

the Three Months Ended March 31,

2026 2025
(unaudited) (unaudited)
OPERATING ACTIVITIES
Net loss $ (234,060 ) $ (341,030 )
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization 727 -
Stock compensation (44,801 ) -
Change in Operating Assets and Liabilities:
Decrease (increase) in accounts receivable
Decrease (increase) in deposits and prepaids 837 (28,520 )
Increase (decrease) in accounts payable and accrued expenses (43,714 ) 20,690
Increase (decrease) in accrued interest 88,724 73,170
Net Cash Used in Operating Activities (232,287 ) (275,690 )
INVESTING ACTIVITIES
Software (149,602 ) (132,200 )
Website - (1,275 )
Patents - (21,497 )
Net cash provided by (used) in investing activities (149,602 ) (154,972 )
FINANCING ACTIVITIES
Proceeds from sale of common stock 90,000 206,001
Proceeds from sale of common stock to be issued 40,000 -
Repayment of note payable (100,000 ) -
Proceeds from note payable-stockholders 100,000 -
Net Cash Provided by Financing Activities 130,000 206,001
Net Increase (Decrease) in Cash and Equivalents (251,889 ) (224,661 )
Cash and Equivalents at Beginning of the Period 261,987 282,866
Cash and Equivalents at End of the Period $ 10,098 $ 58,205
SUPPLEMENTAL CASH FLOW INFORMATION
Interest Paid $ 348 $ 870
Income Taxes Paid $ - $ -
NON-CASH DISCLOSURES
Common stock issued for convertible debt $ - $ 20,000

See

accompanying notes to financial statements

| F-4 |

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CyberloQ

Technologies, Inc.

NOTES

TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (unaudited)

For

the Three Months Ended March 31, 2026

NOTE

1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and Nature of Business

CyberloQ Technologies Inc. (“CLOQ”, ‘We” or the “Company”) is a development-stage technology company focused on fraud prevention and credit management. The Company was originally incorporated as Advanced Credit Technologies, Inc. in the State of Nevada on February 25, 2008. On November 20, 2019, the Company changed its name from Advanced Credit Technologies, Inc. to CyberloQ Technologies, Inc.

The Company offers a proprietary software platform branded as CyberloQ®. While previously the Company licensed CyberloQ, in the third quarter of 2017, the Company acquired the CyberloQ technology and is now the exclusive owner of CyberloQ.

CyberloQ is a banking fraud prevention technology that is offered to institutional clients in order to combat fraudulent transactions and unauthorized access to customer accounts. Through the use of a customer’s smart-phone, CyberloQ uses a multi-factor authentication system to control access to a bank card, transaction type or amount, website, database or digital service. The mobile applications for CyberloQ have been built and have been successfully integrated into the banking ecosystem.

The CyberloQ Vault is a “cloud based’ security protocol that allows clients the ability to send/receive secure data without having to use traditional e-mail which is prone to a breach. This CyberloQ service uses cloud-based encryption and a secure web portal to send/receive confidential data, the sender and receiver both must have authenticated their position within the prescribed geo coordinates as well as authenticate their mobile devices prior to sending/receiving any data. Thus, rendering a hack or breach utterly useless for the encrypted data is unusable without the CyberloQ authentication component.

In addition to CyberloQ, the Company offers a web-based proprietary software platform under the brand name Turnscor^®^ which allows customers to monitor and manage their credit from the privacy of their own homes. Although individuals can sign-up for Turnscor on their own, the Company also intends to market Turnscor to certain institutional clients, where appropriate, in conjunction with CyberloQ as a value-added benefit to offer their customers.

Basis of Presentation

The financial statements of the Company have been prepared using the accrual basis of accounting in accordance with generally accepted accounting principles in the United States of America and the rules of the Securities and Exchange Commission. All amounts are presented in U.S. dollars. The Company has adopted a December 31 fiscal year end.

Certain information and note disclosures normally included in our annual financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. These consolidated financial statements should be read in conjunction with a reading of the financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as filed with the U.S. Securities and Exchange Commission.

Principles of Consolidation – The consolidated financial statements include the accounts of the Company and its wholly-owned or controlled operating subsidiaries. All intercompany accounts and transactions have been eliminated.

Use of Estimates

In preparing these financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheets and revenues and expenses during the year reported. Actual results may differ from these estimates. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

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CyberloQ

Technologies, Inc.

NOTES

TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (unaudited)

For

the Three Months Ended March 31, 2026

Cash and Cash Equivalents

Cash

equivalents are comprised of certain highly liquid investments with maturities of three months or less when purchased. The Company maintains its cash in bank deposit accounts, which at times may exceed federally insured limits. As of March 31, 2026, and December 31, 2025, the Company had $0 and $11,987 in deposits in excess of federally-insured limits.

Research and Development, Software Development Costs, and Internal Use Software Development Costs

Software development costs are accounted for in accordance with ASC Topic No. 985. Software development costs are capitalized once technological feasibility of a product is established and such costs are determined to be recoverable. For products where proven technology exists, this may occur very early in the development cycle. Factors we consider in determining when technological feasibility has been established include (i) whether a proven technology exists; (ii) the quality and experience levels of the individuals developing the software; (iii) whether the software is similar to previously developed software which has used the same or similar technology; and (iv) whether the software is being developed with a proven underlying engine. Technological feasibility is evaluated on a product-by-product basis. Capitalized costs for those products that are canceled or abandoned are charged immediately to cost of sales. The recoverability of capitalized software development costs is evaluated on the expected performance of the specific products for which the costs relate.

During the three months ended March 31, 2026, and 2025, we capitalized $149,601 and $132,200, respectively, of development costs for the CyberloQ platform and we expensed zero and zero, respectively, for expenditures on research and development. None was paid to related parties.

Internal use software development costs are accounted for in accordance with ASC Topic No. 350 which requires the capitalization of certain external and internal computer software costs incurred during the application development stage. The application development stage is characterized by software design and configuration activities, coding, testing and installation. Training costs and maintenance are expensed as incurred, while upgrades and enhancements are capitalized if it is probable that such expenditures will result in additional functionality.

In

accounting for website software development costs, we have adopted the provisions of ASC Topic No. 350. ASC Topic No. 350 provides that certain planning and training costs incurred in the development of website software be expensed as incurred, while application development stage costs are to be capitalized. During the period ended September 30, 2023, the Company began capitalizing website development costs, for the three month period ended March 31, 2026 and 2025 we capitalized $0 and $1,275.

Fixed Assets, Intangibles and Long-Lived Assets

The Company records its fixed assets at historical cost. The Company expenses maintenance and repairs as incurred. Upon disposition of fixed assets, the gross cost and accumulated depreciation are written off and the difference between the proceeds and the net book value is recorded as a gain or loss on sale of assets. The Company depreciates its fixed assets over their respective estimated useful lives ranging from three3 to fifteen years.

The

Company follows FASB ASC 360-10, “Property, Plant, and Equipment,” which established a “primary asset” approach to determine the cash flow estimation period for a group of assets and liabilities that represents the unit of accounting for a long-lived asset to be held and used. Long-lived assets to be held and used are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. Long-lived assets to be disposed of are reported at the lower of carrying amount or fair value less cost to sell. As of December 31, 2020, the Company wrote-off the book value of the CyberloQ technology software fixed asset and recorded software impairment expense of $321,725. Even though the software asset was written-off as impaired as of December 31, 2020, the software asset continued to be functionable but required updating the software programming code to current technology standards. During 2021, the Company developed and implemented a business plan to fully update the CyberloQ Secure Solution and feasibility of the software to meet the demands of the market. As of January 1, 2022, the Company began capitalizing software costs which totaled $2,336,506 as of March 31, 2026.

Patent

costs including those incurred to acquire patents, including legals costs, are capitalized and amortized using the straight line method over their estimated useful lives or statutory lives, whichever is shorter, and are reviewed for impairment upon any triggering event that may give rise to the assets ultimate recoverability as prescribed under the guidance related to impairment of long-lived assets. As of March 31, 2026, the Company has capitalized $28,857.

| F-6 |

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CyberloQ

Technologies, Inc.

NOTES

TO

CyberloQ

Technologies, Inc.

NOTES

TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (unaudited)

For

the Three Months Ended March 31, 2026

Fair Value Measurements

For certain financial instruments, including accounts receivable, accounts payable, accrued expenses, interest payable, advances payable and notes payable, the carrying amounts approximate fair value due to their relatively short maturities.

The Company has adopted FASB ASC 820-10, “Fair Value Measurements and Disclosures.” FASB ASC 820-10 defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the consolidated balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The three levels of valuation hierarchy are defined as follows:

Level<br> 1 inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets.
Level<br> 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that<br> are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level<br> 3 inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The Company did not identify any other non-recurring assets and liabilities that are required to be presented in the balance sheets at fair value in accordance with FASB ASC 815.

Segment Reporting

The Company has not yet begun generating revenue from its planned principal operation and operates as a single1 reportable segment. The principal executive officer of the Company is the chief operating decision maker who assesses performance based on total expenses, cash flows and progress made towards the CyberloQ Secure Solution.

Advertising

Advertising

costs are expensed as incurred. Advertising expense for the three-months ended March 31, 2026, and 2025 were $362 and $1,384, respectively.

| F-7 |

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CyberloQ

Technologies, Inc.

NOTES

TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (unaudited)

For

the Three Months Ended March 31, 2026

Earnings (Loss) Per Share

Earnings per share is calculated in accordance with the FASB ASC 260-10, “Earnings Per Share.” Basic earnings (loss) per share is based upon the weighted average number of common shares outstanding. Diluted earnings (loss) per share is based on the assumption that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period.

At

March 31, 2026 and December 31, 2025, the Company has no warrants outstanding, 10,000,000 options outstanding, but none of them have vested, are not exercisable and therefore not included, and had 109,924,341 and 109,924,341 convertible debt shares irrespectively that could have been exercised and could have been dilutive to the existing number of shares issued and outstanding. The convertible debt shares were not included in the weighted average shares outstanding as they were anti-dilutive.

The computation of earnings per share of common stock is based on the weighted average number of shares outstanding at the date of the financial statements.

NOTE

2 – INTANGIBLE ASSETS

Software, website and patents, recorded at cost, consisted of the following:

SCHEDULE OF SOFTWARE AND COMPUTER EQUIPMENT

March 31, 2026 December 31, 2025
CyberloQ platform $ 2,336,506 $ 2,186,904
Website 14,195 14,195
Patent 28,857 28,857
Fixed assets, gross 28,857 28,857
Less: accumulated amortization (2,181 ) (1,454 )
Fixed assets, net $ 2,377,377 $ 2,228,502

Amortization

expense was $2,181 and $1,454 at March 31, 2026 and December 31, 2025.

| F-8 |

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CyberloQ

Technologies, Inc.

NOTES

TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (unaudited)

For

the Three Months Ended March 31, 2026

NOTE

3 – GOING CONCERN

The

Company has incurred losses since Inception resulting in an accumulated deficit of $9,993,835 as of March 31, 2026 that includes a loss of $234,060 for the three months ended March 31, 2026. Further losses are anticipated in the development of its business. Accordingly, there is substantial doubt about the entity’s ability to continue as a going concern within one year after the financial statements are issued.

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that could result from the outcome of this uncertainty.

The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and, or, obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due.

Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses. The Company intends to position itself so that it may be able to raise additional funds through the capital markets. In light of management’s efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern.

| F-9 |

| --- |

CyberloQ

Technologies, Inc.

NOTES

TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (unaudited)

For

the Three Months Ended March 31, 2026

NOTE

4 – STOCKHOLDERS’ EQUITY

Common Stock

The

Company has 300,000,000 shares of $.001 par value common stock authorized as of March 31, 2026 and 2025.

During

the three month period ended March 31, 2026, the Company received $90,000 in payment for 2,500,000 shares of common stock and recorded 400,000 shares of stock for cash of $40,000 as “to be issued”.

During

the three month period ended March 31, 2025, the Company received $206,001 in payment for 2,072,500 shares of common stock and issued 1,000,000 shares of stock previously recorded as “to be issued”.

Treasury Stock

The

Company entered into a settlement agreement with a prior employee, officer and director resulting in treasury stock of 500,000 shares valued at $50,000.

Preferred Stock

The Company did not have any preferred stock prior to 2017. In April of 2017, the Company amended its articles of incorporation to create a new class of stock designated Series A Super Voting Preferred Stock consisting of thirty-thousand (30,000) shares at par value of $0.001 per share. Certain rights, preferences, privileges and restrictions were established for the Series A Preferred Stock as follows: (a) the amount to be represented in stated capital at all times for each share of Series A Preferred Stock shall be its par value of $0.001 per share; (b) except as otherwise required by law, holders of shares of Series A Preferred Stock shall vote together with the common stock as a single class and the holders of Series A Preferred Stock shall be entitled to five-thousand (5,000) votes per share of Series A Preferred Stock; and (c) in the event of any liquidation, dissolution or winding-up of the Company, either voluntary or involuntary, the holders of the Series A Preferred Stock shall be entitled to receive, prior and in preference to any distribution of assets of the Corporation to the holders of the common stock, the original purchase price paid for the Series A Preferred Stock. All 30,000 shares of the Series A Super Voting Preferred Stock were issued in 2017.

During

the three month period ended March 31, 2026, the Company issued 5,750

shares of Series B Preferred Stock that had previously been

recorded as “to be issued” and 2,000

shares for services valued at $3,018

.

The shares previously

recorded as “to be issued” for interest on notes were incorrectly valued in the fourth quarter of 2025. An entry to correct the error was recorded in the current period, as it was not determined to be material to the prior year financial statements. The correction resulted in a reduction of interest expense and additional paid in capital of $48,782

During the three month period ended March 31, 2025, the Company did not issue any shares of preferred stock.

Incentive Stock Options

The employment contracts for Christopher Jackson and Enrico Giordano include performance incentive stock options based upon the Company meeting certain performance conditions that can potentially result in the issuance of stock option awards of up to 5,000,000 shares each in the event that the Company reaches certain performance goals. Specifically, Christopher Jackson and Enrico Giordano each shall be entitled to receive ten (10) stock option awards of 500,000 shares of the Company’s common stock each, upon the Company achieving certain milestones (the “ISO Awards”). The first ISO Award will vest upon the Company achieving (cumulatively) $1,000,000 in Gross Revenues, and each additional ISO Award will vest upon the Company achieving the next $1,000,000 increment in cumulative Gross Revenue up to a total of 5,000,000 shares each. The shares vest at 110% of the average closing bid price and must be exercised within five (5) years of the vesting date. To date, no ISO Award milestones have been achieved.

| F-10 |

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CyberloQ

Technologies, Inc.

NOTES

TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (unaudited)

For

the Three Months Ended March 31, 2026

NOTE 5 – SBA EIDL Loan

On June 9, 2020, the Company received an Economic Injury Disaster Loan from the Small Business Administration in the amount of $35,600. The loan has a term of thirty years and an interest rate of 3.75% per annum. Payments in the amount of $174 monthly will begin twelve months from the date of the note. During the three months ended March 31, 2026 the Company paid $348 in interest.

SCHEDULE OF MATURITIES OF REPAYMENT OF LOAN

Payment Obligations
Amount
2026 $ 2,088
2027 2,088
2028 2,088
2029 to 2050 26,186
Total $ 32,450

NOTE

6 – RELATED PARTY TRANSACTIONS

Related Parties and Stockholders Notes Payable

The following is a summary of related party notes payable:

SCHEDULE OF RELATED PARTY LOANS PAYABLE

March 31, 2026 December 31, 2025
For the Periods Ended
March 31, 2026 December 31, 2025
Notes payable – stockholders $ 135,000 $ 135,000
Convertible debt - stockholders $ 3,060,000 $ 3,060,000
Notes payable – related parties $ 175,000 $ 175,000

Notes Payable - Stockholders

On

December 29, 2014, the Company entered into a partially-convertible promissory note with a stockholder in the amount of $35,000. In January of 2015, the stockholder partially-exercised its conversion option, and in May of 2016 the stockholder exercised the remainder of its conversion option. In December 2017, the remaining unpaid principal and interest due on the note was settled in full for a $50,000 note and the Company recognized $151,324 in gain on settlement of debt. The $50,000 note has a current principal balance of $35,000, a stated interest rate of 0%, required payments of $5,000 on or before June 10, 2019, $5,000 on or before August 10, 2019 and the remainder due by the extended due date of September 15, 2019. As of March 31, 2026, the payments due have not been extended and the Company plans to repay the notes in 2026.

On February 18, 2026 , the Company entered into a promissory note with a stockholder in the amount of $100,000. The note has a maturity date of April 4, 2026 and no interest rate. The note is payable by paying the principal balance and 500 Series B Preferred Shares.

| F-11 |

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CyberloQ

Technologies, Inc.

NOTES

TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (unaudited)

For

the Three Months Ended March 31, 2026

Convertible Debt - Stockholders

SCHEDULE OF CONVERTIBLE DEBT - STOCKHOLDERS

March 31, 2026 December 31, 2025
Principal $ 3,060,000 $ 3,060,000
Adjustment for ASU 2020-06 - -
Convertible Debt - Stockholders, net $ 3,060,000 $ 3,060,000

As of March 31, 2026 the Company had the following convertible debt outstanding:

SCHEDULE OF CONVERTIBLE DEBT OUTSTANDING

Issuance<br> Date Principal Maturity<br> Date Conversion<br> Terms
12/26/2022 30,000.00 12/16/2023 0.02
2/1/2023 10,000.00 2/1/2024 0.02
2/1/2023 100,000.00 2/2/2024 0.02
2/24/2023 50,000.00 2/24/2024 0.02
4/4/2023 50,000.00 4/4/2024 0.02
5/17/2023 45,000.00 5/17/2024 0.02
5/17/2023 30,000.00 5/17/2024 0.02
6/3/2023 50,000.00 5/17/2024 0.02
6/5/2023 100,000.00 6/5/2024 0.02
8/2/2023 50,000.00 8/3/2024 0.02
8/3/2023 30,000.00 8/3/2024 0.02
8/20/2023 45,000.00 8/3/2024 0.02
8/29/2023 150,000.00 8/27/2024 0.02
10/11/2023 10,000.00 10/31/2024 0.02
10/11/2023 10,000.00 10/31/2024 0.02
10/11/2023 10,000.00 10/31/2024 0.02
10/11/2023 10,000.00 10/31/2024 0.02
10/11/2023 10,000.00 10/31/2024 0.02
10/23/2023 50,000.00 10/31/2024 0.02
11/16/2023 60,000.00 11/30/2024 0.02
12/18/2023 15,000.00 12/31/2024 0.02
12/19/2023 15,000.00 12/31/2024 0.02
12/20/2023 10,000.00 12/31/2024 0.02
12/21/2023 10,000.00 12/31/2024 0.02
12/22/2023 10,000.00 12/31/2024 0.02
12/26/2023 300,000.00 12/31/2024 0.02
1/6/2024 10,000.00 1/11/2025 0.02
4/1/2024 26,859.00 4/30/2025 0.02
4/1/2024 - 4/30/2025 0.02
5/20/2024 100,000.00 5/20/2025 0.02
5/20/2024 100,000.00 5/20/2025 0.02
8/21/2024 100,000.00 8/21/2025 0.02
8/21/2024 100,000.00 8/21/2025 0.02
8/22/2024 100,000.00 8/22/2025 0.02
10/10/2024 20,000.00 10/31/2025 0.02
10/18/2024 20,000.00 10/31/2025 0.02
11/8/2024 50,000.00 11/8/2025 0.10
12/9/2024 20,000.00 12/9/2025 0.02
12/19/2024 250,000.00 12/19/2025 0.10
04/03/2025 123,141.47 4/03/2026 0.10
05/19/2025 100,000 5/19/2026 0.05
06/24/2025 30,000 6/25/2026 0.05
06/26/2025 40,000 6/26/2026 0.05
06/30/2025 10,000 6/30/2026 0.05
07/30/2025 100,000 7/30/2025 0.05
08/20/2025 200,000 8/20/2026 .05
12/19/2025 300,000 12/19/2026 0.10
Total 3,060,000

Notes Payable - Related Parties

On

July 8, 2025, the Company entered into a Promissory Note with a director of the Company in the amount of $25,000. The maturity date of the note is July 8, 2026 and bears no interest.

On December 31, 2021, the Company entered into a loan modification agreement with a director which consolidated three outstanding promissory notes dated August 8, 2020, September 9, 2020, and December 28, 2020 into one loan. The total amount borrowed is $150,000, with an interest rate of 12.5% and a maturity date of April 1, 2023. The Company was required to pay an extension penalty in the amount of $2,500. On September 30, 2022, the Company entered into a second loan modification agreement with the director extending the maturity date to January 1, 2024. Additionally, the Company will begin paying quarterly installments in the amount of $50,000 plus accrued interest beginning December 1, 2023. On September 30, 2023, the Company entered into a second loan modification agreement with the director extending the maturity date to August 1, 2024. Additionally, the Company paid $7,500 in accrued interest and will begin paying $50,000 plus accrued interest beginning December 1, 2023. On July 2, 2024, the Company entered into third loan modification agreement extending the maturity date to December 31, 2024. The Company was required to pay an extension penalty in the amount of $7,500. On December 19, 2024, the Company entered into a fourth loan modification agreement with the estate of the director extending the maturity date to April 15, 2025. The Company was required to pay an extension penalty in the amount of $7,500. On May 6, 2025, the Company entered into a fifth loan modification agreement with the estate of the director in which the Company will make quarterly interest payments of $7,500, any additional payments will be applied to the outstanding principal. So long as the quarterly interest payments are made the terms will be in effect until the note and accrued interest are paid in full.

NOTE

7 – SUBSEQUENT EVENTS

The Company is not aware of any other subsequent events through the date of this filing that require disclosure or recognition in these financial statements.

| F-12 |

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Item2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Thefollowing discussion is intended to assist you in understanding our business and the results of our operations. It should be read inconjunction with the Condensed Financial Statements and the related notes that appear elsewhere in this report as well as our Reporton Form 10K filed with the Securities and Exchange Commission for the period ending December 31, 2025. Statements made in this Form 10-Qthat are not historical or current facts are “forward-looking statements”. These statements often can be identified by theuse of terms such as “may,” “will,” “expect,” “believe,” “anticipate,” “estimate,”“approximate” or “continue,” or the negative thereof. We wish to caution readers not to place undue relianceon any such forward-looking statements, which speak only as of the date made. Any forward-looking statements represent management’sbest judgment as to what may occur in the future. However, forward-looking statements are subject to risks, uncertainties and importantfactors beyond our control that could cause actual results and events to differ materially from historical results of operations andevents and those presently anticipated or projected. We disclaim any obligation subsequently to revise any forward-looking statementsto reflect events or circumstances after the date of such statement or to reflect the occurrence of anticipated or unanticipated events.

CompanyHistory

CyberloQ Technologies Inc. (“CLOQ”, ‘We” or the “Company”) was incorporated in Nevada on February 5, 2008 as Advanced Credit Technologies, Inc. The Company changed its name to CyberloQ Technologies, Inc. on November 20, 2019. The Company has never been the subject of any bankruptcy, receivership or similar proceeding. The Company has never been involved in any material reclassification, merger, or consolidation.

On June 15, 2017, the Company created a private limited company in the United Kingdom named CyberloQ Technologies LTD. CyberloQ Technologies LTD is a wholly-owned subsidiary of the Company, and any business that the Company has in the United Kingdom will be transacted through CyberloQ Technologies LTD. However, to date CyberloQ Technologies LTD has had no activity, operational or otherwise and is now dissolved.

CurrentOverview of the Company

The Company is a development-stage technology company focused on fraud prevention and credit management.

The Company offers a proprietary software platform branded as CyberloQ®. While previously the Company licensed CyberloQ, in the third quarter of 2017, the Company acquired the CyberloQ technology and is now the exclusive owner of CyberloQ.

CyberloQ is a MFA (Multi Factor Authentication) protocol technology that is offered to institutional clients in order to combat fraudulent transactions and unauthorized access to customer accounts or any digital asset. Through the use of a customer’s smart-phone, CyberloQ uses a multi-factor authentication system to control access to a bank card, transaction type or amount, website, database or digital service. The mobile applications for CyberloQ have been built, and have been successfully integrated into the banking ecosystem. The Company has also updated the entire infrastructure, UI/UX and streamlined the deliverable services per strategic partnerships with clients in multiple channels in order to increase the scalability of the original platform.

In addition to CyberloQ, the Company offers a web-based proprietary software platform under the brand name TurnScor® which allows customers to monitor and manage their credit from the privacy of their own homes. Although individuals can sign-up for TurnScor on their own, the Company also intends to market TurnScor to certain institutional clients, where appropriate, in conjunction with CyberloQ as a value-added benefit to offer their customers.

The CyberloQ Vault is a “cloud based’ security protocol that allows clients the ability to send/receive secure data without having to use traditional e-mail which is prone to a breach. This CyberloQ service uses cloud-based encryption and a secure web portal to send/receive confidential data, the sender and receiver both must have authenticated their position within the prescribed geo coordinates as well as authenticate their mobile devices prior to sending/receiving any data. Thus, rendering a hack or breach utterly useless for the encrypted data is unusable without the CyberloQ authentication component.

The Company currently has two full-time employees — its President and Vice-President. There are no other employees of the Company at this time.

The Company also has a Board of Advisors comprised of individuals from the banking, business development, and technical sectors to advise the Company as it moves forward with its business strategy. The Board of Advisors does not have any decision-making authority.

| 4 |

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Liquidity,Capital Resources and Material Changes in Financial Condition

As of March 31, 2026, the Company’s assets were $2,421,258 compared to $2,525,109 in assets as of December 31, 2025.

This change in the Company’s financial condition can be primarily attributed to a decrease in cash from $261,987 as of December 31, 2025 to $10,098 as of March 31, 2026. This reduction in current assets was partially offset by an increase in intangible assets of $149,602 due to the capitalization of the CyberloQ Platform, website development, the acquisition of patents, and a decrease in the Company’s prepaid expense from $34,620 to $33,783.

As of March 31 2026, the Company’s liabilities were $4,235,762 compared to $4,190,752 in liabilities as of December 31, 2025. This change in the Company’s financial condition can be primarily attributed to a decrease of $43,714 in accounts payable and accrued expenses, along with an increase of $88,724 in accrued interest.

Net cash used in operating activities for the three-month period ending March 31, 2026, was $232,287 compared to $275,690 for 2025. Cash provided by or used by operating activities is driven by our net loss and adjusted by noncash items as well as changes in operating assets and liabilities. At March 31, 2026, there is a negative $44,801 in stock compensation resulting preferred shares issued for services of $3,018 and by a correcting entry for the reduction in valuation of preferred shares issued for interest in Quarter 4, 2025 of $47,819 and a positive $727 in amortization in non cash adjustments.

Net cash used by investing activities was $149,602 for the three months ended March 31, 2026 as compared to $154,972 for 2025.

Net cash provided by financing activities was $130,000 for the three months ended March 31, 2026 as compared to $206,001 for 2025.

Resultsof Operations for the Three Months Ended March 31, 2026 and 2025

The Company had no revenue for the three months ended March 31, 2026 and 2025

The Company’s operating expenses were $185,008 for the three months ended March 31, 2026 as compared to $266,992 for the three months ended March 31, 2025. This decrease in operating expenses was primarily due to an increase in professional fees which was $80,932 for the three months ended March 31, 2026 compared to $51,552 for the three months ended March 31, 2025. This increase in professional fees was related to the Company’s issuance of Series B Preferred shares issued for services. This was partially offset by a decrease in officers’ compensation which was $63,000 for the three months ended March 31, 2026 as compared to $163,000 for the three months ended March 31, 2025 which was due to one-time bonuses that were paid to officers’ in the first quarter of 2025.

In addition, the Company experienced changes in expense categories as noted below.

Travel expenses were $0 for the three months ended March 31, 2026 as compared to $10,119 for the three months ended March 31, 2025.

Other operating expenses were $5,830 for the three months ended March 31, 2026 as compared to $2,824 for the three months ended March 31, 2025.

There was a decrease in computer and internet expense which was $27,758 for the three months ended March 31, 2026 compared to $30,143 for the three months ended March 31, 2025.

Office supplies and expenses were $4,263 for the three months ended March 31, 2026 as compared to $6,904 for the three months ended March 31, 2025.

Finally, there were no material changes in the Company’s rent and amortization expenses in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025.

As a result of the foregoing, the Company experienced a net loss from operations of $185,008 in the three months ended March 31, 2026 compared to a net loss from operations of $266,992 in the three months ended March 31, 2025.

| 5 |

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Item3. Quantitative and Qualitative Disclosures About Market Risk

The Company qualifies as a smaller reporting company as defined by §229.10(f)(1) and therefore is not required to provide the information required by this Item.

ITEM

  1. CONTROLS AND PROCEDURES

Our management is responsible for establishing and maintaining a system of disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) that is designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

An evaluation was conducted under the supervision and with the participation of our management of the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2026 in accordance with Committee of Sponsoring Organizations of the Treadway Commission’s 2013 Integrated Framework. Based on that evaluation, our management concluded that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. In addition, due to its current size, the Company currently does not have sufficient staff to maintain appropriate segregation of duties, as it pertains to application and oversight of internal control processes. Material weaknesses have previously been identified, including lack of segregation of duties and lack of formal written policies and procedures surrounding financial close and reporting. However, the Company anticipates that as it grows and formalizes its internal control processes and procedures, it will add sufficient staff to perform internal control processes, as well as adequately provided oversight to ensure processes are working as designed. Such officer also confirmed that there was no change in our internal control over financial reporting during the three-month period ended March 31, 2026 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

| 6 |

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PART

II

OTHER

INFORMATION

Item1. Legal Proceedings

The Company is not currently a party to any legal proceedings, nor is the Company a party to any administrative proceedings.

In addition, the Company’s officers and directors have not been convicted in any criminal proceedings nor have they been permanently or temporarily enjoined, barred, suspended or otherwise limited from involvement in any type of securities or banking activities.

Item1A. Risk Factors

The Company qualifies as a smaller reporting company as defined by §229.10(f)(1) and therefore is not required to provide the information required by this Item. However, the Company does acknowledge that there are risks associated with the business of the Company.

We will be competing with a variety of companies, many of which have significantly greater financial, technical, marketing and other resources than us. If we fail to attract and retain a large base of customers for our products, or if our competitors establish a more prominent market position relative to ours, this will inhibit our ability to grow and successfully execute our business plan. For example, Wells Fargo has introduced an “on/off” feature for their customers, Discover Card has “Freeze It” functionality, and Ondot Systems has already been operating in the mobile card security space for quite some time. However, the Company believes that the multi-purpose functionality of CyberloQ, along with its multi-purpose applications will give the Company a distinct advantage by comparison. CyberloQ can be used in the banking system to protect debit/credit cards, in the health care industry to protect PII (Personal Identifying Information) now that medical records are kept digitally, and can protect corporate data bases in any industry from outside intrusion via geo-fencing. The Company believes that these distinct features, along with the ability to “White Label” the technology for marketing partners, give the Company a distinction in the marketplace. However, there can be no assurance that we will be able to successfully compete with other companies in the marketplace.

In addition, the Company could incur increased costs, decreased revenue, or suffer reputational damage in the event of a cyber-attack. The Company’s business involves the collection, storage, processing and transmission of customers’ personal data, including financial information. In the event that the Company’s security measures are breached due to human error, malfeasance, system errors or vulnerabilities, or other irregularities, such breach could adversely affect our business through possible interruption of the Company’s operations, improper disclosure of data, damage to the Company’s reputation, and/or legal exposure.

Item2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

During the first three months of 2026, the Company raised $90,000 for the operations of the Company through the unregistered sale of 2,500,000 shares of restricted common stock.

All of the shares described above were issued by the Company in reliance upon an exemption from the registration requirements of the Securities Act of 1933, as amended, provided by Section 4(2). All of the purchasers of the unregistered securities were all known to us and our management, through pre-existing business relationships, as long standing business associates, friends, and employees. All purchasers were provided access to all public material information, which they requested, and all information necessary to verify such information and were afforded access to our management in connection with their purchases. All purchasers of the unregistered securities acquired such securities for investment and not with a view toward distribution, acknowledging such intent to us. All certificates or agreements representing such securities that were issued contained restrictive legends, prohibiting further transfer of the certificates or agreements representing such securities, without such securities either being first registered or otherwise exempt from registration in any further resale or disposition.

ITEM

  1. DEFAULTS UPON SENIOR SECURITIES

The Company is not in default on any financing arrangements at this time.

ITEM

  1. OTHER INFORMATION

There exists no information required to be disclosed by us in a report on Form 8-K during the three-months ended March 31, 2026, but not reported.

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ITEM

  1. EXHIBITS

Exhibits have been filed separately with the United States Securities and Exchange Commission in connection with the quarterly report on Form 10-Q or have been incorporated into the report by reference.

Exhibit Description
3.1(i) Articles of Incorporation*
3.2(i) Amended Articles of Incorporation dated May 4, 2010*
3.3(i) Amended Articles of Incorporation dated May 5, 2017**
3.4(i) Amended Articles of Incorporation dated November 20, 2019***
3.4(ii) By-Laws****
14.1 Code of Ethics****
14.2 Related-Party Transactions Policy****
14.3 Anti-Corruption Policy****
16.1 Letter re Change in Certifying Accountant *****
31.1 Rule 13a-14(a) / 15d-14(a) Certification of Principal Executive Officer & Principal Financial Officer.******
32.1 Section 1350 Certification of the Principal Executive Officer & Principal Financial Officer.******
101.1 Interactive<br> data files pursuant to Rule 405 of Regulation S-T.*******
101.INS Inline<br> XBRL Instance Document
101.SCH Inline<br> XBRL Taxonomy Extension Schema Document
101.CAL Inline<br> XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF Inline<br> XBRL Taxonomy Extension Definition Linkbase Document
101.LAB Inline<br> XBRL Taxonomy Extension Label Linkbase Document
101.PRE Inline<br> XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover<br> Page Interactive Data File (embedded within the Inline XBRL document)
* Incorporated<br> by reference through the Registration Statement on form S-1 filed with the Commission on October 26, 2010. (101141203)
** Incorporated<br> by reference through the Quarterly Report on form 10-Q filed with the Commission on May 11, 2017. (17832815)
*** Incorporated<br> by reference through the Quarterly Report on form 10-Q filed with the Commission on August 20, 2024. (_____________)
**** Incorporated<br> by reference through the Current Report on form 8-K filed with the Commission on November 6, 2017.
***** Incorporated<br> by reference through the Current Report on form 8-K filed with the Commission on May 19, 2017.
****** Filed<br> herewith. In addition, in accordance with SEC Release 33-8238, Exhibits 32.1 and 32.2 are being furnished and not filed.
******* Furnished<br> herewith. XBRL (Extensible Business Reporting Language) information is furnished and not filed for purposes of Sections 11 or 12<br> of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934,<br> as amended, and otherwise is not subject to liability under these sections.
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SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

CYBERLOQ TECHNOLOGIES, INC.
By: /s/ Christopher Jackson
Christopher<br> Jackson
President,<br> Secretary, Treasurer and Director
Principal<br> Executive Officer
Principal<br> Financial Officer
Date:<br> May 15, 2026

Pursuant to the requirements of the Securities Act of 1933, this report has been signed by the following persons in the capacities and on the dates indicated.

CYBERLOQ TECHNOLOGIES, INC.
By: /s/ Enrico Giordano
Enrico<br> Giordano, Director
Date:<br> May 15, 2026
By: /s/ Leon Hurst
Leon<br> Hurst, Director
Date:<br> May 15, 2026
By: /s/ Christopher Jackson
Christopher<br> Jackson, Director
Date:<br> May 15, 2026
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Exhibit31.1

CERTIFICATIONPURSUANT TO SECTION 302 OF THE SARBANES OXLEY ACT OF

2002AND RULE 13A-14 OF THE EXCHANGE ACT OF 1934

I, Christopher Jackson, certify that:

1. I<br> have reviewed this quarterly report on Form 10-Q of CyberloQ Technologies, Inc.;
2. Based<br> on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary<br> to make the statement made, in light of the circumstances under which such statements were made, not misleading with respect to the<br> period covered by this report;
3. Based<br> on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material<br> respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in<br> this report;
4. As<br> certifying officer, I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange<br> Act Rules 13a-15(e) and 15d-15(e)) and internal controls over financial reporting (as defined in Exchange Act Rules 13a-15(f) and<br> 15d015f)) for the registrant and have:
(a) designed<br> such disclosure controls and procedures, or caused such internal control over financial reporting to be designed under our supervision,<br> to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others<br> within those entities, particularly during the period in which this report is being prepared;
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(b) designed<br> such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our<br> supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements<br> for external purposes in accordance with generally accepted accounting principles;
(c) evaluated<br> the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about<br> the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation;<br> and
(d) disclosed<br> in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s<br> most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected,<br> or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
2. As<br> certifying officer, I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s<br> auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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(a) all<br> significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are<br> reasonably likely; and
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(b) any<br> fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s<br> internal control over financial reporting.
CYBERLOQ TECHNOLOGIES, INC.
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By: /s/ Christopher Jackson
Christopher<br> Jackson
Date: May 15, 2026 President,<br> Treasurer, Secretary,<br><br> <br>Principal<br> Executive Officer and<br><br> <br>Principal<br> Financial Officer

Exhibit32.1

CERTIFICATIONOF THE CHIEF EXECUTIVE OFFICER

PURSUANTTO 18 U.S. C. SECTION 1350

ASADOPTED PURSUANT TO

SECTION906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of CyberloQ Technologies, Inc., (the “Company”) on Form 10-Q for the period ended March 31, 2026 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Christopher Jackson, President, Treasurer, Secretary and Principal Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

1. The<br> Report fully complies with the requirements of Section 13 (a) or 15 (d) of the Securities Exchange Act of 1934; and
2. The<br> information contained in the Report fairly presents, in all material respects, the financial condition and results of operations<br> of the Company.
CYBERLOQ TECHNOLOGIES, INC.
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By: /s/ Christopher Jackson
Christopher<br> Jackson
Date:<br>May 15, 2026 President,<br> Treasurer, Secretary,<br><br> <br>Principal<br> Executive Officer and<br><br> <br>Principal<br> Financial Officer