Item 3.02 Unregistered Sales of Equity Securities

On July 15, 2022, the Company issued 70,000 shares of common stock for consulting services. The shares were issued at a deemed value of $74,200.

On July 18, 2022, the Company issued 50,000 shares of common stock for consulting services. The shares were issued at a deemed value of $25,500.

On July 20, 2022, the Company issued 25,000 shares of common stock for consulting services. The shares were issued at a deemed value of $13,250.

On July 25, 2022, the Company issued 50,000 shares of common stock for consulting services. The shares were issued at a deemed value of $50,000.

On August 1, 2022, the Company issued 175,000 shares of common stock for consulting services. The shares were issued at a deemed value of $399,000.

The issuance of securities described herein was made pursuant to the exemption from the registration provisions of the Securities Act of 1933, as amended, provided by Section 4(2) of the Securities Act and Rule 506 of Regulation D promulgated thereunder. The securities issued have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.






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