NOTE 5 – NOTES PAYABLE AND CONVERTIBLE NOTES PAYABLE

Notes Payable

On October 28, 2024, the Company issued a secured promissory note for $25,000 to Feehan Partners, LP (“Feehan”), a company controlled by Robert Scannell (“Scannell”), the Company’s Executive Chairman (formerly, Chief Financial Officer). The note was non-interest bearing and was due on October 28, 2025. On July 31, 2025, Feehan extended the due date for the note to April 30, 2026. On March 3, 2026, Feehan extended the due date for the note to April 30, 2027. After the due date, if unpaid, the note was to accrue interest at 7.5%. On July 7, 2026, the note was paid.

On November 4, 2024, the Company issued a secured promissory note for $25,000 to Feehan. The note was non-interest-bearing and was due on November 4, 2025. On July 31, 2025, Feehan extended the due date for the note to April 30, 2026. On March 3, 2026, Feehan extended the due date for the note to April 30, 2027. After the due date, if unpaid, the note was to accrue interest at 7.5%. On July 7, 2026, the note was paid.

On November 20, 2024, the Company issued a secured promissory note for $25,000 to Feehan. The note was non-interest-bearing and was due on November 20, 2025. On July 31, 2025, Feehan extended the due date for the note to April 30, 2026. On March 3, 2026, Feehan extended the due date for the note to April 30, 2027. After the due date, if unpaid, the note was to accrue interest at 7.5%. On July 7, 2026, the note was paid.

On December 3, 2024, the Company issued a secured promissory note for $25,000 to Feehan. The note was non-interest-bearing and was due on December 3, 2025. On July 31, 2025, Feehan extended the due date for the note to April 30, 2026. On March 3, 2026, Feehan extended the due date for the note to April 30, 2027. After the due date, if unpaid, the note was to accrue interest at 7.5%. On July 7, 2026, the note was paid.

On April 15, 2025, the Company issued a secured promissory note for $25,000 to Feehan. The note was non-interest-bearing and was due on April 15, 2026. On July 31, 2025, Feehan extended the due date for the note to April 30, 2026. On March 3, 2026, Feehan extended the due date for the note to April 30, 2027. After the due date, if unpaid, the note was to accrue interest at 7.5%. On July 7, 2026, the note was paid.

On June 30, 2025, the Company issued a secured promissory note for $40,000 to Feehan. The note was non-interest-bearing and was due on October 28, 2025. On July 31, 2025, Feehan extended the due date for the note to April 30, 2026. On March 3, 2026, Feehan extended the due date for the note to April 30, 2027. After the due date, if unpaid, the note was to accrue interest at 7.5%. On July 7, 2026, the note was paid.

On August 5, 2025, the Company issued a promissory note for $15,000 to Feehan. The note was non-interest bearing and was due on April 30, 2026. On March 3, 2026, Feehan extended the due date for the note to April 30, 2027. After the due date, if unpaid, the note was to accrue interest at 7.5%. On July 7, 2026, the note was paid.

On August 12, 2025, the Company issued a promissory note for $25,000 to Gil Atzmon. The note bore interest of 7.5% and matured on February 28, 2026. On March 1, 2026, the note was in default. On July 7, 2026, the note was paid.

On August 12, 2025, the Company issued a promissory note for $25,000 to Jon Powell. The note bore interest of 7.5% and matured on February 28, 2026. On March 1, 2026, the note was in default. On July 7, 2026, the note was paid.

On September 25, 2025, the Company issued a promissory note for $5,000 to Feehan. The note was non-interest-bearing and was due on April 30, 2026. On March 3, 2026, Feehan extended the due date for the note to April 30, 2027. After the due date, if unpaid, the note was to accrue interest at 7.5%. On July 7, 2026, the note was paid.

On October 14, 2025, the Company issued a promissory note for $15,000 to Feehan. The note was non-interest-bearing and was due on April 30, 2026. On March 3, 2026, Feehan extended the due date for the note to April 30, 2027. After the due date, if unpaid, the note was to accrue interest at 7.5%. On July 7, 2026, the note was paid.

On October 31, 2025, the Company issued a promissory note for $2,000 to Feehan. The note was non-interest-bearing and was due on February 28, 2026. On March 3, 2026, Feehan extended the due date for the note to April 30, 2027. After the due date, if unpaid, the note was to accrue interest at 7.5%. On July 7, 2026, the note was paid.

On December 1, 2025, the Company issued a promissory note for $2,000 to Feehan. The note was non-interest bearing and was due on April 30, 2026. On March 3, 2026, Feehan extended the due date for the note to April 30, 2027. After the due date, if unpaid, the note was to accrue interest at 7.5%. On July 7, 2026, the note was paid.

On December 11, 2025, the Company issued a promissory note for $5,000 to Feehan. The note was non-interest bearing and was due on April 30, 2026. On March 3, 2026, Feehan extended the due date for the note to April 30, 2027. After the due date, if unpaid, the note was to accrue interest at 7.5%. On July 7, 2026, the note was paid.

On December 22, 2025, the Company issued a promissory note for $50,000 to Girish Gaitonde (“Gaitonde”). In addition, the Company issued Gaitonde a stock purchase warrant to acquire 6,667 shares of common stock of the Company at an exercise price of $7.50 with an expiration date of December 22, 2028. In accordance with ASC 470-20-25-2, proceeds from the sale of a debt instrument with stock purchase warrants were allocated to the two elements based on the relative fair values of the debt instrument without the warrants and of the warrants themselves at the time of issuance. The portion of the proceeds so allocated to the warrants were accounted for as additional paid-in capital. The remainder of the proceeds were allocated to the debt instrument portion of the transaction. The fair value of the warrants issued to Gaitonde was $33,335. Therefore, the Company recorded debt discount of $18,492 related to the warrants’ relative fair value issued to Gaitonde, which was amortized into interest expense over the term of the convertible promissory note agreement. For the six months ended July 31, 2026, amortization of debt discount related to this note payable amounted to $10,878, which has been included in interest expense on the accompanying consolidated statements of operations. The note bears interest at 7.5% and was due on February 28, 2026. On April 17, 2026, as part of the issuance of convertible notes and warrants for common stock (see Convertible Notes Payable below), Gaitonde converted $51,624 of principal and accrued interest into a convertible note and received additional warrants to acquire 16,937 shares of common stock.

On December 22, 2025, the Company issued a promissory note for $25,000 to Tomasa Zwicke (“Zwicke”). In addition, the Company issued Zwicke a stock purchase warrant to acquire 6,667 shares of common stock of the Company at an exercise price of $7.50 with an expiration date of December 22, 2028. In accordance with ASC 470-20-25-2, proceeds from the sale of a debt instrument with stock purchase warrants are allocated to the two elements based on the relative fair values of the debt instrument without the warrants and of the warrants themselves at the time of issuance. The portion of the proceeds so allocated to the warrants were accounted for as additional paid-in capital. The remainder of the proceeds are allocated to the debt instrument portion of the transaction. The fair value of the warrants issued to Zwicke was $16,665. Therefore, the Company recorded debt discount of $9,245 related to the warrants relative fair value issued to Zwicke, which was amortized into interest expense over the term of the convertible promissory note agreement. For the six months ended July 31, 2026, amortization of debt discount related to this note payable amounted to $5,438, which has been included in interest expense on the accompanying consolidated statements of operations. The note bears interest at 7.5% and was due on February 28, 2026. The promissory note was in default as of March 1, 2026. On July 7, 2026, the note was paid.

On January 15, 2026, the Company issued a promissory note for $100,000 to PV Partners, LP (“PV Partners”). In addition, the Company issued PV Partners 13,333 shares of common stock of the Company. The note bears interest at 10.5% and was due on February 13, 2026. On April 17, 2026, the promissory note was paid.

On January 16, 2026, the Company issued a promissory note for $50,000 to Jeff Hembrock (“Hembrock”). In addition, the Company issued Hembrock 6,666 shares of common stock of the Company. The note bears interest at 7.5%, is due on February 13, 2026. On April 17, 2026, as part of the issuance of convertible notes and warrants for common stock (see Convertible Notes Payable below), Hembrock converted $51,323 of principal and accrued interest into a convertible note and received 16,887 warrants for common stock.

On January 16, 2026, the Company issued a promissory note for $30,000 to Gil Atzmon (“Atzmon”). In addition, the Company issued Atzmon a stock purchase warrant to acquire 6,667 shares of common stock of the Company at an exercise price of $7.50 with an expiration date of December 22, 2028. In accordance with ASC 470-20-25-2, proceeds from the sale of a debt instrument with stock purchase warrants were allocated to the two elements based on the relative fair values of the debt instrument without the warrants and of the warrants themselves at the time of issuance. The portion of the proceeds so allocated to the warrants were accounted for as additional paid-in capital. The remainder of the proceeds were allocated to the debt instrument portion of the transaction. The fair value of the warrants issued to Atzmon was $20,000. Therefore, the Company recorded debt discount of $11,869 related to the warrants relative fair value issued to Atzmon, which was amortized into interest expense over the term of the convertible promissory note agreement. For the six months ended July 31, 2026, amortization of debt discount related to this note payable amounted to $3,018, which has been included in interest expense on the accompanying consolidated statements of operations. The note bore interest at 12% and was due on March 16, 2026. On July 7, 2026, the note was paid.

On January 16, 2026, the Company issued a promissory note for $30,000 to Jon Powell (“Powell”). In addition, the Company issued Powell a stock purchase warrant to acquire 6,667 shares of common stock of the Company at an exercise price of $7.50 with an expiration date of December 22, 2028. In accordance with ASC 470-20-25-2, proceeds from the sale of a debt instrument with stock purchase warrants were allocated to the two elements based on the relative fair values of the debt instrument without the warrants and of the warrants themselves at the time of issuance. The portion of the proceeds so allocated to the warrants were accounted for as additional paid-in capital. The remainder of the proceeds were allocated to the debt instrument portion of the transaction. The fair value of the warrants issued to Powell was $20,000. Therefore, the Company recorded debt discount of $11,869 related to the warrants relative fair value issued to Powell, which was amortized into interest expense over the term of the convertible promissory note agreement. For the six months ended July 31, 2026, amortization of debt discount related to this note payable amounted to $3,018, which has been included in interest expense on the accompanying consolidated statements of operations. The note bore interest at 12% and was due on March 16, 2026. On July 7, 2026, the note was paid.

On January 16, 2026, the Company issued a promissory note for $25,000 to Michael Ward (“Ward”). In addition, the Company issued Ward 3,333 shares of common stock of the Company. The note bore interest at 10.5% and was due on February 13, 2026. On April 17, 2026, the promissory note was paid.

On March 9, 2026, the Company issued a promissory note for $100,000 to Steven Rudofsky. The note bears interest at 8% and is due on March 9, 2027. On July 7, 2026, the note was paid.

As of July 31, 2026, the Company had no outstanding notes payable.

Convertible Notes Payable

On April 17, 2026, the Company received cash of $1,255,000 from its initial closing in its private placement in exchange for convertible notes payable to several parties. The convertible notes payable had a stated maturity date of April 17, 2027, and were non-interest-bearing, except in the case of default, in which case an 18% interest rate would apply. The convertible notes payable were convertible at $6.00 per share for a voluntary conversion. The notes further stipulated that if the Company has successfully uplisted to the NYSE, the convertible notes payable were to be mandatorily converted at a conversion price equal to the lower of the listing price or 70% of the offering price of $6.50 in the Company’s underwritten offering and listing on the NYSE American. As part of the issuance of the convertible notes payable, each convertible note payable holder also received warrants to purchase common stock, with an expiration date of April 17, 2031, and an exercise price of $6.00 per share, which was adjusted to $4.24375 as a result of the Company’s underwritten offering and uplisting on the NYSE American. On or about July 2, 2026, the Company successfully uplisted to the NYSE American, and the convertible notes converted into an aggregate of 226,332 shares of common stock, which were issued to the note holders.

On May 28, 2026, the Company completed a second closing under the convertible note offering described above for gross proceeds of $185,000. In connection with the second closing, investors received warrants to purchase an aggregate of 30,833 shares of common stock, at an exercise price of $6.00 per share, which was adjusted to $4.24375 as a result of the Company’s underwritten offering and uplisting on the NYSE American. On or about July 2, 2026, the Company successfully uplisted to the NYSE American, and the convertible notes converted into an aggregate of 30,833 shares of common stock, which were issued to the note holders.

As of July 31, 2026, the Company has no convertible notes payable.