Trophy Resources : OTC Markets Report

Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines

TROPHY RESOURCES, INC.

255 Eversedge Ct. Alpharetta, GA 30009 _______________________________ [e-mail]

SIC Code: 1311

Annual Report

For the Period Ending: December 31, 2021

(the "Reporting Period")

• As of December 31, 2021, the number of shares outstanding of our Common Stock was: 1,192,872,607

• As of September 30, 2021, the number of shares outstanding of our Common Stock was: 1,192,872,607

• As of December 31, 2020, the number of shares outstanding of our Common Stock was:

1,192,872,607

Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act of 1934):

Yes: ☒

No: ☐

Indicate by check mark whether the company's shell status has changed since the previous reporting period:Yes: ☐

No: ☒

Indicate by check mark whether a Change in Control1 of the company has occurred over this reporting period:Yes: ☒

No: ☐

1 "Change in Control" shall mean any events resulting in:

(i) Any "person" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the "beneficial owner" (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the Company's then outstanding voting securities;

• (ii) The consummation of the sale or disposition by the Company of all or substantially all of the Company's assets;

• (iii) A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or

(iv) The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.

1)Name and address(es) of the issuer and its predecessors (if any)

In answering this item, provide the current name of the issuer any names used by predecessor entities, along with the dates of the name changes.

Trophy Resources, Inc. 255 Eversedge Ct, Alpharetta, GA 30009 since 02-06

Trophy Resources, Inc. 1111 Alderman Dr., Ste. 210 Alpharetta, GA 30005

Trophy Resources, Inc. 3440 Preston Ridge Rd., Ste. 600 Alpharetta Ga, 30005 since 02-06

Formerly=AutoBidXL, Inc. until 2-06 1B055A NE San Rafael St., Portland, OR 97230

Formerly=Tango Incorporated until 10-05 #620, 304 - 8th Ave. S.W. Calgary, Alberta Canada T2P1C1

Formerly=Environmental Strategies & Technologies International, Inc. until 2-03 244 W. 54 St., Ste. 500 NY, NY 10019

Formerly=Phone-net.com, Inc. until 5-02 5694 Imperial St., Burnaby, British Columbia V5J 1G2

Formerly=Phon-net Corp. until 6-99 5694 Imperial St., Burnaby, British Columbia V5J 1G2

Formerly=XGA Golf International, Inc. until 1-99 73-929 Larrea, Ste. 1B, Palm Desert, CA 92260

The state of incorporation or registration of the issuer and of each of its predecessors (if any) during the past five years; Please also include the issuer's current standing in its state of incorporation (e.g. active, default, inactive):

Florida - Active

Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors since inception:

None

List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:

None

The address(es) of the issuer's principal executive office:

255 Eversedge Ct. Alpharetta, GA 30009

The address(es) of the issuer's principal place of business:

Check box if principal executive office and principal place of business are the same address: ☒

Has the issuer or any of its predecessors been in bankruptcy, receivership, or any similar proceeding in the past five years?

Yes: ☐

No: ☒

If this issuer or any of its predecessors have been the subject of such proceedings, please provide additional details in the space below:

None

2)Security Information

Trading symbol:	TRSI
Exact title and class of securities outstanding:	Common Stock
CUSIP:	897067104
Par or stated value:	$0.001
Total shares authorized:	500,000,000,000	as of date: 3/15/2022
Total shares outstanding:	1,192,872,607	as of date: 3/15/2022
Number of shares in the Public Float2:	678,046,327	as of date: 3/15/2022
Total number of shareholders of record:	345	as of date: 3/15/2022
No: ☐

All additional class(es) of publicly traded securities (if any): None

Trading symbol:

Exact title and class of securities outstanding: CUSIP:

Par or stated value:

Total shares authorized: Total shares outstanding:

Transfer Agent

Name: Phone: Email: Address:Pacific Stock Transfer [e-mail] of date: as of date:

6725 Via Austin Pkwy. #300 Las Vegas, NV 89119

Is the Transfer Agent registered under the Exchange Act?3 Yes: ☒

3)Issuance History

The goal of this section is to provide disclosure with respect to each event that resulted in any direct changes to the total shares outstanding of any class of the issuer's securities in the past two completed fiscal years and any subsequent interim period.

Disclosure under this item shall include, in chronological order, all offerings and issuances of securities, including debt convertible into equity securities, whether private or public, and all shares, or any other securities or options to acquire such securities, issued for services. Using the tabular format below, please describe these events.

A. Changes to the Number of Outstanding Shares

Check this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods: ☒

2 "Public Float" shall mean the total number of unrestricted shares not held directly or indirectly by an officer, director, any person who is the beneficial owner of more than 10 percent of the total shares outstanding (a "control person"), or any affiliates thereof, or any immediate family members of officers, directors and control persons.

3 To be included in the Pink Current Information tier, the transfer agent must be registered under the Exchange Act.

Shares Outstanding as of Second Most Recent Fiscal Year End: Opening BalanceDate 12/31/2019 Common: 1,192,872,607 Preferred: 100,000,000 Common B: 1,000,000	*Right-click the rows below and select "Insert" to add rows as needed.
Date of Transaction	Transaction type (e.g. new issuance, cancellation, shares returned to treasury)	Number of Shares Issued (or cancelled)	Class of Securities	Value of shares issued ($/per share) at Issuance	Were the shares issued at a discount to market price at the time of issuance? (Yes/No)	Individual/ Entity Shares were issued to (entities must have individual with voting / investment control disclosed).	Reason for share issuance (e.g. for cash or debt conversion) -OR-Nature of Services Provided	Restricted or Unrestricted as of this filing.	Exemption or Registration Type.
None
Shares Outstanding on Date of This Report:EndingBalanceEnding Balance: Date 12/31/21 Common: 1,192,872,607 Preferred: 1,000,000 Common B: 100,000,000

Example: A company with a fiscal year end of December 31st, in addressing this item for its quarter ended June 30, 2021, would include any events that resulted in changes to any class of its outstanding shares from the period beginning on January 1, 2019 through June 30, 2021 pursuant to the tabular format above.

Use the space below to provide any additional details, including footnotes to the table above:

None

B. Debt Securities, Including Promissory and Convertible Notes

Use the chart and additional space below to list and describe all outstanding promissory notes, convertible notes, convertible debentures, or any other debt instruments that may be converted into a class of the issuer's equity securities.

Check this box if there are no outstanding promissory, convertible notes or debt arrangements: ☒

Date of Note Issuance	Outstanding Balance ($)	Principal Amount at Issuance ($)	Interest Accrued ($)	Maturity Date	Conversion Terms (e.g. pricing mechanism for determining conversion of instrument to shares)	Name of Noteholder (entities must have individual with voting / investment control disclosed).	Reason for Issuance (e.g. Loan, Services, etc.)
5/15/21	60,000	60,000	1,815	11/12/ 21	Lower of $0.01 or 30% discount to the three days average bid price prior to the date of conversion.	James P. Canouse	Services
6/25/21	240,000	240,000	5,102	6/25/2 2	Lower of $0.01 or 30% discount to the three days average bid price prior to the date of conversion.	Joseph C. Canouse	Services

Use the space below to provide any additional details, including footnotes to the table above:

4)	Financial Statements
A.	The following financial statements were prepared in accordance with:
☒ U.S. GAAP
☐ IFRS
B.	The financial statements for this reporting period were prepared by (name of individual)4:

Name:	Steven M. Plumb, CPA
Title:	Accountant
Relationship to Issuer:	Consultant

Provide the financial statements described below for the most recent fiscal year or quarter. For the initial disclosure statement (qualifying for Pink Current Information for the first time) please provide reports for the two previous fiscal years and any subsequent interim periods.

• C. Balance Sheet;

• D. Statement of Income;

• E. Statement of Cash Flows;

• F. Statement of Retained Earnings (Statement of Changes in Stockholders' Equity)

• G. Financial notes; and

• H. Audit letter, if audited

You may either (i) attach/append the financial statements to this disclosure statement or (ii) file the financial statements through OTCIQ as a separate report using the appropriate report name for the applicable period end. ("Annual Report," "Quarterly Report" or "Interim Report").

If you choose to publish the financial statements in a separate report as described above, you must state in the accompanying disclosure statement that such financial statements are incorporated by reference. You may reference the document(s) containing the required financial statements by indicating the document name, period end date, and the date that it was posted to OTCIQ in the field below. Financial Statements must be compiled in one document.

4 The financial statements requested pursuant to this item must be prepared in accordance with US GAAP or IFRS by persons with sufficient financial skills.