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 UNITED
STATES

 SECURITIES
AND EXCHANGE COMMISSION

 Washington,
D.C. 20549

 FORM

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

 For
the fiscal year ended July 31, 2025

 or

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

 For
the transition period from ________ to ________

 Commission
File Number. 001-14468

 PURE

 (Exact
name of registrant as specified in its charter)

 Delaware

 33-0530289

 (State
 or other jurisdiction of

 (I.R.S.
 Employer

 incorporation
 or organization)

 Identification
 No.)

Jamacha Rd., #512

 El
Cajon, California 92019

 (Address
of principal executive offices, including zip code)

 (619) 596-8600

 (Registrant's
telephone number, including area code)

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

 None

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

 Common
Stock, $0.01 par value

by check mark whether the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No

by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes No

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

by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes No

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

 Large
 accelerated filer

 Accelerated
 filer

 Non-accelerated
 filer

 Smaller
 reporting company

 Emerging
 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.

by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness
of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered
public accounting firm that prepared or issued its audit report.

 If
securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant
included in the filing reflect the correction of an error to previously issued financial statements.

by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation
received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).

by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No

 The
aggregate market value of the registrant's common stock held by non-affiliates, as of the last business day of the registrant's
second quarter, was approximately $ 4,674,000 (computed on the basis of the closing price of the common stock on the OTCQB Bulletin Board
on January 31, 2025). For purposes of this computation only, all executive officers, directors and 10% or greater stockholders have been
deemed affiliates.

 As
of October 29, 2025, there were 111,886,473 shares of the registrant's common stock, $ 0.01 par value per share, outstanding.

 Other

 As
used in this Annual Report on Form 10-K, the terms "we," "us," "our," "PURE" and the
"Company" refer to PURE Bioscience, Inc., a Delaware corporation, and its wholly owned subsidiary, ETIH20 Inc., on a consolidated
basis, unless otherwise stated.

 TABLE
OF CONTENTS

 Page

 Item
 1.

 Business

 Item
 1A.

 Risk Factors

 Item
 1B.

 Unresolved Staff Comments

 Item1C.

 Cybersecurity

 Item
 2.

 Properties

 Item
 3.

 Legal Proceedings

 Item
 4.

 Mine Safety Disclosures

 Item
 5.

 Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

 Item
 6.

 [Reserved]

 Item
 7.

 Management's Discussion and Analysis of Financial Condition and Results of Operations

 Item
 7A.

 Quantitative and Qualitative Disclosures about Market Risk

 Item
 8.

 Consolidated Financial Statements and Supplementary Data

 Item
 9.

 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

 Item
 9A.

 Controls and Procedures

 Item
 9B.

 Other Information

 Item
 9C.

 Disclosure Regarding Foreign Jurisdiction that Prevent Inspections

 Item
 10.

 Directors, Executive Officers and Corporate Governance

 Item
 11.

 Executive Compensation

 Item
 12.

 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 Item
 13.

 Certain Relationships and Related Transactions, and Director Independence

 Item
 14.

 Principal Accountant Fees and Services

 Item
 15.

 Exhibits and Financial Statement Schedules

 Signatures

 CAUTIONARY
STATEMENT REGARDING FORWARD LOOKING STATEMENTS

 Certain
statements in this Annual Report on Form 10-K, or Annual Report, may constitute "forward-looking statements" within the meaning
of Section 27A of the Securities Act of 1933, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, or the Exchange
Act. Forward-looking statements are based upon our current assumptions, expectations and beliefs concerning future developments and their
potential effect on our business. In some cases, you can identify forward-looking statements by words such as "if," "shall,"
"may," "might," "will likely result," "should," "expect," "plan,"
"anticipate," "believe," "estimate," "project," "intend," "goal,"
"objective," "predict," "potential" or "continue," or the negative of these terms and
other comparable terminology, although the absence of these words does not necessarily mean that a statement is not forward-looking.
Additionally, statements concerning future matters such as our business strategy, development of new products, regulatory approvals,
sales levels, expense levels, cash flows, future commercial and financing matters, future partnering opportunities and other statements
regarding matters that are not historical are forward-looking statements.

 Although
the forward-looking statements in this Annual Report reflect our good faith judgment, based on currently available information, they
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 these forward-looking statements. Factors that might cause or contribute to such differences include, but are not limited to, those
discussed in the "Risk Factors" contained in Part I, Item 1A of this Annual Report. As a result of these factors, we cannot
assure you that the forward-looking statements in this Annual Report will prove to be accurate, and you are cautioned not to place undue
reliance on any forward-looking statements. Except as required by law, we undertake no obligation to update publicly any forward-looking
statements for any reason after the date we file this Annual Report with the Securities and Exchange Commission, or the SEC, or to conform
these statements to actual results or to changes in our expectations. You should, however, review the factors and risks we describe in
the reports we will file from time to time with the SEC after the date we file this Annual Report. Readers are urged to carefully review
and consider the various disclosures made in this Annual Report.

 Summary
of Material Risks Associated with Our Business

 Our
business is subject to a number of risks that if realized could materially affect our business, prospects, operating results and financial
condition. These risks are discussed more fully in the "Risk Factors" section of this Annual Report. These risks include
the following:

 Our
 auditors have expressed substantial doubt about our ability to continue as a going concern.

 We have limited capital and will need to raise additional capital in the future.

 We
 have a history of losses, and we may not achieve or maintain profitability.

 Raising
 additional funds by issuing securities or through collaboration and licensing arrangements may cause dilution to existing stockholders,
 restrict our operations or require us to relinquish proprietary rights.

 We
 need to continue to increase customer awareness and adoption of our food safety product offerings, PURE Hard Surface, a food
 contact surface sanitizer and disinfectant designed for restaurant chains, food processors, and transportation companies, and PURE
 Control, a direct food contact processing aid.

 We
 may not be able to correctly estimate our future revenues and operating expenses, which could lead to cash shortfalls, and require
 us to secure additional financing sooner than planned.

 Our
 quarterly operating results may vary, which could negatively affect the market price of our common stock.

 If
 we are unable to obtain the required regulatory approvals from the U.S. Food and Drug Administration, or the FDA, and the United
 States Department of Agriculture, or the USDA, or if such efforts are delayed, our ability to commercialize PURE Control as a direct
 food contact processing aid will be harmed and our business and operating results will suffer.

 A
 loss of one or more of our key customers could adversely affect our business.

 We
 are dependent on our core silver dihydrogen citrate, or SDC, technology and if our efforts to achieve or maintain market acceptance
 of our core SDC technology are not successful, we are unlikely to continue to maintain profitability.

 We
 are subject to intense competition in the food safety market.

 We
 have limited sales, marketing and product distribution experience.

 We
 are dependent on a third-party, over whom we have limited control, to manufacture our SDC-based products.

 We
 rely on third parties to develop SDC-based products, and they may not do so successfully or diligently.

 We
 are subject to substantial regulation related to quality standards applicable to our manufacturing and quality processes, and our
 or our partners, including our third-party manufacturers'; failure to comply with applicable quality standards could affect
 our ability to commercialize SDC products.

 The
 industries in which we operate are heavily regulated.

 If
 we are unable to obtain, maintain or defend the patent and other intellectual property rights relating to our technology, we or our
 collaborators and distributors may not be able to develop and market proprietary products based on our technology, which would have
 a material adverse impact on our results of operations.

 PART
I

 Item
1. Business

 Overview

 We
are dedicated to developing and commercializing proprietary antimicrobial products that address health and environmental challenges related
to pathogen and hygienic control. Our technology platform is based on patented stabilized ionic silver, and our initial products contain
Silver Dihydrogen Citrate, or SDC. This broad-spectrum, non-toxic antimicrobial agent is available in liquid form and various concentrations,
distinguished by its superior efficacy, reduced toxicity, non-causticity, and the inability of bacteria to develop resistance.

 Our
SDC-based disinfecting and sanitizing products are registered with the United States Environmental Protection Agency, or EPA, the United
States Food and Drug Administration, or FDA, and Health Canada. In addition to manufacturing and distributing these products, we also
supply SDC-based formulations as raw material ingredients for personal care products.

 We
see significant market opportunities for our safe and effective SDC-based solutions, particularly in the food industry. Our registered
offerings include PURE Hard Surface, a food contact surface sanitizer and disinfectant designed for restaurant chains, food processors,
and transportation companies, as well as PURE Control, a direct food contact processing aid. Our products are sold directly to end-use
customers, as well as third-party distributors who market and sell our products across various industries, maximizing our reach and impact.

 Technology
Platform

 Silver
as an Antimicrobial

 Our
patented molecule, SDC, represents one of the first significant advancements in antimicrobials in decades. SDC is an electrolytically
generated source of stabilized ionic silver, making it a versatile foundation for a variety of products across diverse markets. Colorless,
odorless, tasteless and non-caustic, the aqueous SDC formulates well with other compounds. We produce and market pre-formulated, ready-to-use
product, as well as varying strengths of SDC concentrate as an additive or raw material for inclusion in other products.

 Stability

 SDC
is a stabilized silver ion complex with a shelf life of several years. The unique bond between the silver ion in SDC allows the silver
ion to remain in solution while at the same time making it more bio-available for antimicrobial action.

 Mode
of Action

 SDC
kills microorganisms by two modes of action: 1) the silver ion deactivates structural and metabolic membrane proteins leading to microbial
death; and 2) the microbes view SDC as a food source, allowing the silver ion to enter the microbe. Once inside the organism, the silver
ion denatures the deoxyribonucleic acid, or DNA, which halts the microbe's ability to replicate and leads to its death. This dual
action makes SDC highly and quickly effective against a broad spectrum of microbes.

 Safety
and Toxicity Categories

 SDC
is non-toxic, non-caustic, colorless, odorless, tasteless and does not produce toxic fumes. While SDC is highly toxic to bacteria, fungi
and viruses it is non-toxic to humans and animals. Based on the EPA toxicity categorization of antimicrobial products at use dilutions,
that range from Category I (high toxicity) down to Category IV (no/low toxicity), SDC is rated in the lowest toxicity category, Category
IV, while traditional disinfectants fall into Categories I and II.

 The
following table shows the EPA toxicity categories and required signal words.

 Toxicity
 Category

 Signal
 Word

 I

 DANGER,
 POISON

 II

 WARNING

 III

 CAUTION

 IV

 None
 required

 PURE
Hard Surface is a Category IV product for which no signal words are required.

 Limitations
of Existing Food Safety Solutions

 The
United States, or U.S., food industry continues to rely on the use of toxic chemicals as processing aids or interventions during food
processing operations for which pathogens are becoming increasingly resistant and rendering current interventions less efficacious. Most
of these chemicals carry various warning labels for their toxic and/or caustic characteristics, which can negatively affect the safety
of processing plant personnel, plant operating equipment and the plant environment and its surroundings.

 Currently
used chemicals in food processing include peracetic acid, acidified sodium chlorite, ozone, and chlorine dioxide. Some of these chemicals
can be difficult to work with as a processing aid as they require heating to become effective or are difficult to mix and stabilize prior
to use. Some of these chemicals damage the food being processed, leading to reduced yields and their effectiveness is often limited to
specific pathogens or foods. Additionally, some of these chemicals can produce noxious fumes that over time have been linked to upper
respiratory illness and typically require in-plant decontamination of their effluence.

 Natural
and Environmentally Responsible

 SDC
is made of simple and all-natural ingredients: water, citric acid and minute amounts of ionic silver. SDC does not present a threat to
the environment. If introduced to wastewater systems, the low concentrations of ionic silver in SDC would react with naturally present
substances such as chlorides, sulfides and organic matter. These reactions would create insoluble silver complexes and render the silver
inert. In addition, SDC is manufactured through a "zero waste" process in which no byproducts or environmental effluent are
created.

 Business
Strategy

 Our
goal is to establish a sustainable company by commercializing SDC-based products developed through our proprietary technology platform.
We aim to deliver leading antimicrobial solutions that tackle food safety risks across the entire food industry supply chain. Our products
are sold directly to end-use customers and through our expanding distribution network. Key elements of our business strategy include:

 1.

 Growing
 and supporting our distribution network. Expanding sales through distribution provides the following:

 a.

 Expanded
 Reach: Distributors often have established networks and customer relationships, allowing us to access new markets and customer segments
 more efficiently.

 b.

 Cost
 Savings: Utilizing distributors can reduce overhead costs associated with logistics, warehousing, and inventory management.

 c.

 Market
 Knowledge: Distributors typically have local market insights and expertise, helping us navigate regional preferences and regulatory
 requirements.

 d.

 Faster
 Time to Market: Distributors can accelerate product availability in geographic regions throughout the country, enabling quicker responses
 and shortening the sales cycle.

 e.

 Sales
 Support: Distributors provide additional sales resources and support, such as training and promotional activities, enhancing product
 visibility.

 f.

 Scalability:
 Distributors can easily scale operations to accommodate growth without requiring significant investment from the manufacturer.

 g.

 Customer
 Service: Local distributors can offer better customer support, including faster response times and tailored services to meet specific
 client needs.

 2.

 Continuing
 to partner with third parties seeking, or intending to seek, approvals to market SDC-based products outside the U.S.

 3.

 Developing
 additional proprietary products and applications.

 4.

 Protecting
 and enhancing our intellectual property.

 In
addition to our existing food safety products, we plan to leverage our technology platform through licensing and distribution collaborations
to create new products and explore additional markets, aiming to generate multiple revenue streams.

 Our

 PURE
Hard Surface Disinfectant and Sanitizer (Ready to Use)

 PURE
Hard Surface is our SDC-based, patented, and EPA-registered ready-to-use hard surface disinfectant and food contact surface sanitizer.
Combining high efficacy with low toxicity, it achieves bacterial and viral kill times in as few as 30 seconds. The product effectively
kills resistant pathogens such as MRSA and NDM-1, as well as dangerous fungi and viruses including SARS Co-V-2, HIV, Hepatitis B, Hepatitis
C, Norovirus, Influenza A, Avian Influenza, and H1N1. Additionally, it eradicates hazardous food pathogens like E. coli, Salmonella,
Campylobacter, and Listeria, all while being classified as least-toxic by the EPA.

 Formulated
for ease of use, PURE Hard Surface contains no bleach, ammonia, phosphates, phenols, or Volatile Organic Compound-emitting compounds,
and features an odorless, non-caustic, and non-irritating formula that enhances user experience. Sanitizing and disinfecting is straightforward,
as there is no requirement to rinse the surface after application. For facilities utilizing PURE's application systems, one gallon
of PURE Hard Surface can cover up to 40,000 cubic feet, effectively reducing the risk of cross-contamination from treated surfaces. The
product also ensures a rapid disinfectant kill time of 30 to 120 seconds for bacteria and viruses, with no personal protective equipment,
or PPE required.

 PURE
Hard Surface SDC3A Registration

 The
EPA registration for SDC3A, marketed as PURE Hard Surface, includes the following efficacy claims:

 Organisms

 Kill
 Time

 Pseudomonas
 aeruginosa, Salmonella enterica, HIV type 1, Rotavirus, Human Coronavirus, Influenza A (H1N1), Swine Influenza A (H1N1), Respiratory
 Syncytial Virus, Adenovirus Type 2, Avian Influenza A, Influenza A, SARS –CoV-2 (COVID-19 virus)

 Seconds

 Hepatitis
 B Virus (HBV), Hepatitis C Virus (HCV), Murine Norovirus, Norovirus, Herpes Simplex Type 1, Rhinovirus, Polio Type 2

 Seconds

 Staphylococcus
 aureus, Listeria monocytogenes, Vancomycin resistant Enterococcus faecium (VRE), Methicillin resistant Staphylococcus aureus (MRSA),
 Community Associated Methicillin resistant Staphylococcus aureus (CA-MRSA), Community Associated Methicillin resistant Staphylococcus
 aureus (CA-MRSA-PVL), Escherichia coli O157:H7, Acinetobacter baumannii, Campylobacter jejuni, Carbapenem resistant Escherichia coli,
 Carbapenem resistant Klebsiella pneumonia, NDM-1 +,

 seconds

 Trichophyton
 mentagrophytes (Athlete's Foot Fungus)

 Minutes

 PURE
Control

 PURE
Control has been approved by the FDA for poultry processing, Food Contact Notification, or FCN 1768 and produce processing FCN 1600.
Leveraging the superior efficacy and safety of SDC, PURE Control effectively eliminates pathogens such as Salmonella, E. coli, and Listeria.
For produce, PURE Control quickly reduces pathogens on treated items, minimizes the risk of cross-contamination, enhances subsequent
intervention steps and does not affect the texture, taste, or color of the produce. For poultry, PURE Control has no effect on organoleptic
or nutritional composition, demonstrates superior efficacy with up to a 6 log reduction in Salmonella on treated products, and has no
impact on yield. No label declaration is required for PURE Control application on produce or poultry. In addition, the use of PURE Control
improves worker safety due to its odorless and non-toxic nature.

 Additional
SDC-Based Products

 In
addition to PURE Hard Surface and PURE Control, we manufacture and sell (i) SDC-based products for end use, (ii) products preserved with
SDC, and (iii) SDC as a raw material ingredient for manufacturing use. These products include:

 PURE
Multi-Purpose Hi-Foam Cleaner Concentrate (End-User Dilutable)

 PURE
Multi-Purpose Hi-Foam Cleaner Concentrate is an environmentally friendly, professional-grade cleaning product that features a high foaming
formulation. It is safe for both users and the environment, being free from toxic preservatives, EDTA, phosphates, ammonia, bleach, Volatile
Organic Compounds, or VOCs, and Nonylphenol Ethoxylates. The concentrate is designed for multiple dilution ratios and can be used on
a variety of surfaces, including stainless steel, floors, walls, and painted areas.

 This
economical cleaner produces long-lasting, high-density foam that rinses easily without leaving a residue. It complements PURE Hard
Surface disinfectant and is suitable for food processing facilities and commercial kitchens. The product is enhanced with SDC, our non-toxic
antimicrobial that ensures safety and quality while being non-corrosive and non-irritating. It effectively cleans food and non-food contact
surfaces, including processing equipment and various other surfaces like glass, mirrors, sealed marble, and wood.

 PURE
Multi-Purpose and Floor Cleaner

 PURE
Multi-Purpose and Floor Cleaner is designed to complement the effectiveness of PURE Hard Surface disinfectant and food contact surface
sanitizer, making it suitable for sanitation in food processing plants, commercial kitchens, healthcare facilities, schools, and hospitality
settings where high foam is not desirable.

 This
economical concentrate is easy to use manually or in floor scrubbers and rinses off without leaving a residue. It can be diluted to meet
various cleaning needs. The cleaner is non-toxic and environmentally friendly, free from EDTA, phosphates, ammonia, bleach, and VOCs.
Additionally, it contains SDC, our non-toxic antimicrobial that ensures safety and quality without harmful preservatives.

 SILV RION
 (Raw Material Ingredient)

 SILV RION
is our patented SDC-based antimicrobial formulation for use as a raw material ingredient in the manufacturing of personal care products.
It can be used as either an active ingredient or a preservative. SILV RION is a colorless, odorless and stable solution that provides
ionic silver in a water-soluble form. It provides fast acting efficacy at low concentrations against a broad-spectrum of bacteria, viruses,
yeast and molds. SILV RION is currently sold domestically and outside of the United States in various personal care products.

 Industries
we serve

 Food
processing – Harvesting equipment, grow barns and processing facilities

 We
understand that no two facilities are alike, therefore, we work with distribution partners and end-use customers to solve their unique
needs related to contamination prevention and control. Our products offer specialized industry solutions that can effectively reduce
food processing risks while optimizing operational efficiency.

 Our
patented SDC molecule enables us to create powerful products without harsh chemicals like bleach, ammonia, or VOCs, making them safe
for use in food processing facilities without the need for specialized personal protective equipment. Our non-corrosive surface products
are designed to protect equipment and machinery and can be applied to both food and non-food contact surfaces, including processing equipment,
spiral freezers, belts, conveyors, walls, floors, drains, and piping systems. Our SDC molecule provides added protection against corrosion
and staining, ensuring food processing plants remain clean and compliant. Additionally, our products are designed to optimize resource
use by reducing water consumption, minimizing waste, conserving time and labor, and limiting the introduction of harsh chemicals into
the environment.

for the food processing industry – PURE Hard Surface, PURE Multi-Purpose Cleaner, PURE Hi-Foam Cleaner and PURE Control

 Food
service and hospitality – Restaurants, quick-serve restaurants, hotels and supermarkets

 The
use of PURE Hard Surface has demonstrated dramatic improvement in sanitation compared to traditional quaternary ammonia based sanitizers
in a variety of food service operations. In-store field testing of PURE Hard Surface on critical food contact areas resulted in an impressive
96% improvement in efficacy - leading to a significant reduction in food safety risk. Employees consistently expressed preference for
PURE Hard Surface's attributes including its ease of use, odorless scent, and lack of skin irritation.

for food service and hospitality – PURE Hard Surface and PURE Multi-Purpose Cleaner

 Healthcare
– Hospitals, assisted living facilities and clinics

 PURE
Hard Surface meets Occupational Safety & Health Administration blood-borne pathogen guidelines, kills multiple drug-resistant organisms,
and is ideal for use as a disinfectant in multiple healthcare settings.

for healthcare - PURE Hard Surface, PURE Multi-Purpose Cleaner and PURE Hi-Foam Cleaner

 Facility
care - Childcare, education, office and commercial buildings

 We
recognize that proper facility care is paramount, especially in daycares, schools, gyms, and office spaces. Our SDC-based products make
cleaning and sanitizing quick and easy, so customers can be sure their facilities are meeting the highest safety standards. By partnering
with our customers, we offer customizable implementation plans to support their contamination prevention program.

for facility care – PURE Hard Surface, PURE Multi-Purpose & Floor Cleaner

 Transportation
– Ground, rail, air and water

 In
conjunction with our application system partner, we have developed a simple, time-efficient solution to transport sanitization using
PURE Hard Surface. Our Pure Transport Sanitization System offers full coverage sanitation for motor and rail vehicle application. Each
refrigeration unit and air ducting is treated with every use, ensuring comprehensive cleanliness without adding water to the transport
container. This system significantly reduces trailer downtime, taking only minutes instead of hours, and can provide up to a 5 log pathogen
reduction, making it highly effective. Additionally, the system is non-corrosive, odorless, and non-caustic, requiring no pre-mixing
before use or post-rinsing, even on food contact surfaces. Our system ensures full coverage for all motor and rail vehicles, and is in
compliance with the new Food Safety Modernization Act, rule.

for transportation - PURE Hard Surface, and PURE Hi-Foam Cleaner

 Personal
care – SDC use in manufacturing of personal care products

 Our
patented SDC-based technology, SILV RION 2400, is an effective preservative and versatile antimicrobial solution. It combats
a wide range of microorganisms without the use of parabens, formaldehyde, halogens, or quats, making it suitable for a vast array of
personal care applications.

for personal care - SILV RION 2400

 Intellectual
Property

 We
actively protect our technology, inventions, and improvements through patents, trademarks, and trade secrets. We currently hold twelve
U.S. patents. We intend to focus our future patent prosecution and defense efforts primarily to North America, Europe, Asia and Mexico.

 Although
we believe that we have developed our technology independently and have not infringed, and do not infringe, on the patents of others,
third parties may make claims that our technology does infringe on their patents or other intellectual property. In the event of infringement,
we may, under certain circumstances, be required to modify our infringing product or process or obtain a license. We may not be able
to do either of those things in a timely manner if at all, and failure to do so could have a material adverse effect on our business.
In addition, we may not have the financial or other resources necessary to enforce a patent infringement or proprietary rights violation
action or to defend ourselves against such actions brought by others. If any of the products we develop infringe upon the patent or proprietary
rights of others, we could, under certain circumstances, be enjoined or become liable for damages, which would have a material adverse
effect on our business. We also use confidentiality and nondisclosure agreements to safeguard proprietary information but recognizes
the risk of breaches or inadequacies in these agreements.

the Company holds registered trademarks for several brands, including PURE Bioscience, PURE, SILV RION, Powered
by SDC Ag+ and PURE Control. Some previously held trademarks have been abandoned as they no longer align with the Company's
strategy.

and Development

 We
prioritize innovation as a key element of our business strategy and long-term success. We aim to leverage our technology platform to
create additional proprietary products and applications, including both end-use products and raw material formulations. Most research
and development activities are conducted in-house, complemented by independent testing from third-party laboratories. We also collaborate
with development partners who invest in specific product and process research using our SDC technology.

 Sales
and Marketing

 A
critical aspect of our business strategy is to leverage the industry experience of our internal sales force, the members of our Board
of Directors, or Board, and our management team in order to maximize the commercial potential of our technology platform in the food
industry. We are also working in tandem with numerous distribution partners to service existing customers and secure new customers.

we plan to form selective partnerships with industry leaders to enhance product commercialization both domestically and internationally,
leveraging partners' resources for broader market reach. We believe our SDC-based products offer superior pathogen control compared
to traditional chemical solutions, which often have higher toxicity.

 Sales
Concentration

 Net
product sales were $2,198,000 and $1,955,000 for the fiscal year ended July 31, 2025 and 2024, respectively. The increase of $243,000
was attributable to increased sales across our end-user network servicing the food processing industry. Our top three customers accounted
for $787,000 of net product sales for the fiscal year ended July 31, 2025. For
the year ended July 31, 2025, one customer accounted for 18% of our net product sales. No other individual customer accounted for 10%
or more of our net product sales. There were no foreign sales during the fiscal year ended July 31, 2025.

 From
time to time, one or a small number of our customers may represent a significant percentage of our revenue. Our largest customer accounted
for 18% of our revenue for the fiscal year ended July 31, 2025. Although we have agreements with many of our customers, these agreements
typically do not prohibit customers from purchasing products and services from competitors. A decision by any of our major customers
to significantly reduce the amount of product ordered or license fees paid, or their failure or inability to pay amounts owed to us in
a timely manner, or at all, could have a significant adverse effect on our business.

 Competition

 Since
SDC is a novel antimicrobial technology, our success hinges on gaining market share from established products. Even if SDC demonstrates
technological advantages, substantial investments are needed to displace traditional technologies offered by well-known industry leaders.

 Moreover,
SDC-based products, particularly those with higher silver ion concentrations, are generally more expensive to produce than existing chemicals,
which may deter customers from purchasing them, despite their superior efficacy. Customers may also find that the benefits of SDC products
(such as being non-toxic and non-caustic) are insufficient to justify the higher costs compared to lower-priced alternatives.

 Government
Regulation

 Our
business is subject to various government regulations relating to the protection of public health and the environment. Among these are
laws that regulate the manufacture, storage, distribution and labeling of our products, as well as the use, handling, storage and disposal
of certain materials in the manufacturing of our products.

 Requirements
Imposed by the EPA and Similar State Agencies

 We
manufacture and sell in the U.S. certain disinfecting products that kill or reduce microorganisms (bacteria, viruses, fungi). The manufacture,
labeling, handling and use of these products are regulated by the EPA under the Federal Insecticide, Fungicide, and Rodenticide Act,
or FIFRA. We currently sell three products registered by the EPA under FIFRA, certain of which are approved for use on food contact surfaces
and others of which are approved for use on non-food contact hard surfaces. EPA product registration requires meeting certain efficacy,
toxicity and labeling requirements and paying ongoing registration fees.

 Although
states do not generally impose substantive requirements different from those of the U.S. EPA, each state in which our products are sold
requires registration and payment of a fee. California and certain other states have adopted additional regulatory programs applicable
to these types of products that, in some cases, impose a fee on total product sales in the state.

 Based
on our experience and our knowledge of current trends, we expect the costs and delays in receiving necessary federal and state approvals
for these types of products may increase in the coming years.

 Requirements
Imposed by Ingredient Legislation

 Numerous
federal, state and local laws regulate the sale of products containing certain identified ingredients that may impact human health and
the environment. For instance, California has enacted Proposition 65, which requires the disclosure of specified listed ingredient chemicals
on the labels of products. Although none of the ingredients in our current products are reportable under Proposition 65, this and other
similar legislation may become more comprehensive in the future and/or new products we may develop could be subject to these regulations.

 Requirements
Imposed by Other Environmental Laws

 A
number of federal, state and local environmental, health and safety laws govern the use, handling, storage and disposal of certain materials.
Our current manufacturing process for SDC-based products is a "zero waste" process, meaning that no byproducts are created,
and we do not use hazardous materials, as defined by applicable environmental laws, in the manufacturing of these products. As such,
some of these U.S. environmental laws are not generally applicable to us in their current form. However, these laws may in the future
identify, as hazardous materials certain materials that we use in our manufacturing processes, or we may opt to or be forced to change
our manufacturing procedures in a way that subjects our products or operations to these laws.

 Requirements
Imposed by the U.S. FDA and USDA

 Various
laws and regulations have been enacted by federal, state, local and foreign jurisdictions regulating certain products we manufacture
and sell for controlling microbial growth in or on foods. In the United States, these requirements generally are administered by the
FDA. However, the USDA and EPA also may share in regulatory jurisdiction of antimicrobials applied directly to food as it pertains to
poultry and meats.

 Regulation
Outside the United States

 The
commercialization of SDC-based products in countries other than the U.S. may require that we, or companies with whom we partner for such
foreign commercialization, obtain necessary approvals from foreign regulatory authorities comparable to the EPA, FDA and USDA, among
others. Applicable approval processes and ongoing requirements vary from country to country and may involve more time and expense than
that required to obtain approvals in the U.S. In international markets, we currently sell our products under active registrations held
by us, or by our distributors. We intend to continue to process registrations ourselves or through distributors as required.

 We
currently hold a registration from Health Canada for our disinfectant product. We also have received a Letter of No Objection from Health
Canada for our antimicrobial food processing aid on fruits and vegetables intended for processing. Additionally, an opinion has been
granted under the Scientific Committee on Consumer Products to sell SDC in the European Union for use in cosmetics, which includes personal
care products.

 Human
Capital

 As
of October 29, 2025, we have 11 full-time employees and 1 part-time employee. We believe we have successfully attracted skilled and experienced
talent; however, the competition for qualified personnel is fierce, and we cannot guarantee our ability to retain or attract them in
the future. None of our employees are part of collective bargaining agreements, and we maintain positive relations with our team. We
are committed to fostering a culture that promotes the values, behaviors, and attributes essential for advancing our business and executing
our strategy.

 Company

 We
were incorporated in the state of California in August 1992 as Innovative Medical Services. In September 2003, we changed our name to
PURE Bioscience. In March 2011, we reincorporated in the state of Delaware under the name "PURE Bioscience, Inc."

 Our
mailing address is 771 Jamacha Road, #512, El Cajon, California 92019. Our executive officers and employees work remotely in a "virtual
office" setting without lease obligations. Our telephone number is (619) 596-8600. Our website address is www.purebio.com. We make
available free of charge on our website our periodic and current reports, proxy statements and other information as soon as reasonably
practicable after such reports are filed with the SEC. Information contained on, or accessible through, our website is not part of this
report or our other filings with the SEC. Our SEC filings are also available to the public from the SEC's website at www.sec.gov.

 Item
1A. Risk Factors

 You
should carefully consider the following information about risks and uncertainties that may affect us or our business, together with the
other information appearing elsewhere in this Annual Report, including our consolidated financial statements and the related notes thereto.
If any of the following events, described as risks, actually occur, either alone or taken together, our business, financial condition,
results of operations and future growth prospects would likely be materially and adversely affected. In these circumstances, the market
price of our common stock could decline, and you may lose all or part of your investment in our securities. An investment in our securities
is speculative and involves a high degree of risk. You should not invest in our securities if you cannot bear the economic risk of your
investment for an indefinite period of time and cannot afford to lose your entire investment. There may be additional risks that we do
not presently know of or that we currently believe are immaterial which could also impair our business and financial position.

 Risks
Related to Our Business and Industry

 As
a result of our historical lack of financial liquidity, we do not currently have sufficient working capital to fund our planned operations
and may not be able to continue as a going concern.

 We
have a history of recurring losses, and as of July 31, 2025 we have incurred a cumulative net loss of $139.0 million. During the fiscal
year ended July 31, 2025, we recorded a net loss of $2.4 million on recorded net revenue of $2.20 million. In addition, during the year
ended July 31, 2025 we used $2.0 million in operating activities resulting in a cash balance of $334,000 as of July 31, 2025. As a result,
our existing cash resources are not sufficient to meet our anticipated needs over the next twelve months from the date hereof, and we
will need to raise additional capital to continue our operations and to implement our business plan, which capital may not be available
on acceptable terms or at all.

 Our
capital requirements will depend on many factors, including, among others:

 the
 market acceptance of, and demand for, our products;

 the
 timing and costs of executing our sales and marketing strategies;

 our
 ability to successfully complete the in-plant validation trials requested by potential customers and our ability to convert these
 trials into customer orders for our products;

 the
 costs and time required to obtain the necessary regulatory approvals for our products, including the required USDA approvals;

 the
 extent to which we invest in new testing and product development, including in-plant optimization trials;

 the
 extent to which our customers continue to place product orders as expected and expand their existing use of our products;

 the
 cost and time to satisfy unique customer requirements regarding validation trials or to support the value proposition and benefits
 of our products;

 the
 timing of vendor payments and the collection of receivables, among other factors affecting our working capital;

 our
 ability to control the timing and amount of our operating expenses, including the costs to attract and retain personnel with the
 skills required to implement our business plan; and

 the
 costs to file, prosecute and defend our intellectual property rights.

 The above factors, along with our history
and near term forecast of incurring net losses and negative operating cash flows, raise substantial doubt about our ability to continue
as a going concern. If we do not obtain additional capital from external sources, we will not have sufficient working capital to fund
our planned operations or be able to continue as a going concern.

 We have limited capital and will need to raise
additional capital in the future.

 We do not currently have the capital
necessary to fund our continuing operations and we will require additional capital in order to fund our continuing operations. We cannot
assure you that additional financing will be available when needed or that, if available, we can obtain financing on terms favorable
to us or to our stockholders. For example, we have previously raised funds from Tom Lee, a member of our Board of Directors. If Tom Lee
fails to continue to fund our operations, we may be required to delay or scale back our marketing, distribution and other commercialization
activities or cease our operations altogether. Further, if we continue to raise additional funds from the issuance of equity securities,
substantial dilution to our existing stockholders would likely continue to result. If we raise additional funds by incurring debt financing,
the terms of the debt may involve significant cash payment obligations as well as covenants and specific financial ratios that may restrict
our ability to operate our business. Further, any contracts or license arrangements we enter into to raise funds may require us to relinquish
our rights to our products or technology, and we cannot assure you that we will be able to enter into any such contracts or license arrangements
on acceptable terms, or at all. Having insufficient funds may require us to delay or scale back our marketing, distribution and other
commercialization activities or cease our operations altogether.

 We
have a history of losses, and we may not achieve or maintain profitability.

 We
had a loss of $2.4 million for the fiscal year ended July 31, 2025, and a loss of $3.4 million for the fiscal year ended July 31, 2024.
As of July 31, 2025, we have incurred a cumulative net loss of approximately $139.0 million. Although we believe we are making progress
on implementing our business plan focused on the food safety market, we expect to continue to have losses in future periods. None of
our existing agreements contain provisions that provide for fixed or minimum revenues. If the penetration into the marketplace of PURE
Hard Surface, PURE Control and our other SDC-based products is unsuccessful, our revenue growth is slower than anticipated or our operating
expenses exceed expectations, we may not achieve profitability, and we may never achieve profitability again. Slower than anticipated
revenue growth could force us to reduce our sales and marketing efforts, our product testing and optimization, and our product development
and regulatory initiatives, and/or force us to reduce the size and scope of our operations, to sell or license our technologies to third
parties, or to cease operations altogether. Given our recent introduction of our SDC-based products in the food safety market, we are
unable to predict the extent of any future income or our future losses and we may not be able to sustain or increase profitability on
an ongoing basis.

 Raising
additional funds by issuing securities or through collaboration and licensing arrangements may cause dilution to existing stockholders,
restrict our operations or require us to relinquish proprietary rights.

 We
may need to increase our liquidity and capital resources in future periods. We have a history of raising funds through offerings of our
common stock and warrants to purchase shares of our common stock, and we may in the future raise additional funds through public or private
equity offerings, debt financings or corporate collaborations and licensing arrangements. For example, during fiscal year ended July
31, 2025, we completed a private placement convertible debt financing to accredited investors, in which we raised net proceeds of $2.0
million. To the extent that we continue to raise additional capital by issuing debt or equity securities, our stockholders' ownership
will be diluted. Additionally, any debt financing we obtain may involve covenants that restrict our operations. These restrictive covenants
may include, among other things, limitations on borrowing, specific restrictions on the use of our assets, as well as prohibitions on
our ability to create liens on our assets, pay dividends on or redeem our capital stock or make investments. In addition, if we raise
funds through collaboration and licensing arrangements, it may be necessary to grant licenses on terms that are not favorable to us or
relinquish potentially valuable rights to our products or proprietary technologies. We may be required in future collaborations to relinquish
all or a portion of our sales and marketing rights with respect to our products or license intellectual property that enable licensees
to develop competing products in order to complete any such transaction.

 As
of October 29, 2025, we had 164,984,696 shares of common stock issued and outstanding or reserved for issuance under equity compensation
plans, vested and unvested options, unvested restricted stock units and convertible debt. Our current authorized capital stock is limited
to 200,000,000 shares of common stock and 5,000,000 shares of preferred stock. Any increase in our authorized capital stock would require
the approval of a majority of our shareholders as well as the approval of our Board of Directors, or Board. If we were unable to increase
our authorized capital stock for any reason, our ability to raise additional capital through the issuance of equity or convertible debt
would be severely compromised and we may be unable to obtain equity or convertible debt capital at all.

 We
need to continue to increase customer awareness and adoption of our food safety product offerings, PURE Hard Surface and PURE Control.

 Our
success will depend on our ability to continue to increase customer awareness and adoption of our food safety product offerings, PURE
Hard Surface and PURE Control. We have encountered and likely will continue to encounter risks and difficulties associated with introducing
or establishing new commercial products in this highly competitive and rapidly evolving market. These risks include the following, among
others:

 we
 may not be successful in demonstrating the effectiveness of PURE Control in actual in-plant use situations or satisfy the requirements
 of our potential customers;

 we
 may not be successful in converting in-plant trials into customer product orders;

 our
 SDC-based product offerings (especially at higher silver-ion concentrations) are typically more expensive to produce than existing
 treatment chemicals, and as a result, customers may not purchase our products for cost reasons, even if we are successful in demonstrating
 the superior efficacy or other benefits of our products;

 our
 customers may not continue to place product orders as expected or may not expand their use of our products;

 we
 may not be successful in demonstrating the value proposition of our products, including their non-corrosive and non-toxic characteristics
 and their neutral to positive processing yield impact;

 we
 may not succeed in materially penetrating the food safety markets with our SDC products and technology;

 we
 may not be successful in developing an effective sales and marketing infrastructure to commercialize our products;

 we
 may not generate sufficient revenues or raise sufficient funds to support our operations or the implementation of our business plan;

 we
 may not be successful in controlling our operating expenses;

 we
 may not be successful in obtaining any required regulatory approvals on a timely basis, or at all;

 we
 may not attract and retain key sales and marketing, technical and management personnel;

 we
 may not successfully comply with or maintain the regulatory approvals we obtain for our technology and products;

 we
 may not succeed in locating strategic partners and licensees of our technology;

 we
 may not effectively manage our anticipated growth, if any; and

 we
 may not be able to adequately protect our intellectual property.

 Any
failure to successfully address these risks and uncertainties could seriously harm our business and prospects.

 We
may not be able to correctly estimate our future revenues and operating expenses, which could lead to cash shortfalls, and require us
to secure additional financing sooner than planned.

 We
may not correctly predict the amount or timing of future revenues and our operating expenses may fluctuate significantly in the future
as a result of a variety of factors, many of which are outside of our control. These factors include:

 our
 expectations regarding revenues from sales of our products;

 the
 time and resources required to complete in-plant validation and optimization trials;

 the
 cost and time to develop and obtain regulatory approvals for additional products as part of our long-term business plan;

 the
 cost and time required to create effective sales and marketing capabilities and commercialization strategies;

 the
 expenses we incur to maintain and improve our platform technology;

 the
 cost and time to satisfy unique customer requirements regarding validation and optimization trials;

 the
 costs to attract and retain personnel with the skills required for effective operations; and

 the
 costs of preparing, filing, prosecuting, defending and enforcing patent claims and other patent related costs, including litigation
 costs and the results of such litigation.

 In
addition, our budgeted expense levels are based in part on our expectations concerning current and future revenues from sales of our
products and services, and from collaborations with third parties. However, we may not correctly predict the amount or timing of future
revenues. In addition, we may not be able to adjust our operations in a timely manner to compensate for any unexpected shortfall in our
revenues or we may increase our expenses as part of implementing our long-term business plan. As a result, a significant shortfall in
our planned revenues or a significant increase in our planned expenses could have an immediate and material adverse effect on our business
and financial condition. In such case, we may be required to issue additional equity or debt securities or enter into other commercial
arrangements, including relationships with corporate and other partners, sooner than anticipated to secure the additional financial resources
to support our development efforts and future operations.

 Our
quarterly operating results may vary, which could negatively affect the market price of our common stock.

 Because
of our limited operating history and the early commercial stage of our SDC-based products in the food safety market, we have limited
insight into trends that may emerge and affect our business. Forecasting future revenues is difficult, especially because we have only
recent begun to generate meaningful revenues from the sale of our SDC-based products, our products are novel, and market acceptance of
our products is reliant on our customers' confidence, based on scientific data and actual in-plant trials, that our product can
improve their food safety efforts. We often experience long sales cycles and our customers often require extensive evaluation and in-plant
trial periods before agreeing to use our products throughout their systems. In addition, fluctuations in the buying patterns of our current
or potential customers could significantly affect the level of our sales on a period to period basis. Additional factors that could cause
our financial results to fluctuate unexpectedly, including: the mix of product sales, the cost of product sales, our ability to meet
customer demand, delays in achieving our regulatory milestones, changes in our operating expenses, including non-cash expenses such as
the fair value of stock options granted to our employees, and manufacturing or supply issues. As a result, our quarterly operating results
may vary, which could negatively affect the market price of our common stock.

 A
loss of one or more of our key customers could adversely affect our business.

 From
time to time, one or a small number of our customers may represent a significant percentage of our revenue. For the year ended July 31,
2025, one individual customer accounted for 18% of our net product sales. Although we have agreements with many of our customers, these
agreements typically do not prohibit customers from purchasing products and services from competitors or contain minimum purchase obligations.
A decision by any of our major customers to significantly reduce the amount of product ordered or license fees paid, or their failure
or inability to pay amounts owed to us in a timely manner, or at all, could have a significant adverse effect on our business.

 We
are dependent on our core SDC technology and if our efforts to achieve or maintain market acceptance of our core SDC technology are not
successful, we are unlikely to continue to maintain profitability.

 We
have and are currently focusing substantially all of our time and financial resources in the development and commercialization of our
core SDC technology to address food safety risks across the food industry supply chain. Although our SDC technology has applications
in multiple industries, we expect that sales of SDC and SDC-based products as a food safety solution will constitute a substantial portion,
or all, of our revenues in future periods. We are marketing our SDC-based products to restaurant chains, food manufacturers, food processors
and food transportation companies. Our SDC-based products have not yet been broadly accepted into the food safety market, and may never
be broadly accepted. Any material decrease or significant delay in the overall level of sales or expected sales of, or the prices for,
our SDC-based products, whether as a result of competition, delays in obtaining regulatory approvals, long sales cycles, change in customer
demands or requirements, or any other factor, would have a materially adverse effect on our business, financial condition and results
of operations. In addition, even if our products achieve market acceptance, we may not be able to maintain product sales or other forms
of revenue over time if new products or technologies are introduced by competitors that are more favorably received than our products,
are more cost-effective or otherwise render our products less attractive or obsolete.

 We
are subject to intense competition in the food safety market.

 Our
SDC-based products compete in the highly competitive food safety market. Our SDC-based product offerings (especially at higher silver
ion concentration levels) are typically more expensive to produce than existing treatment chemicals, and as a result, customers may not
purchase our products for cost reasons, even if we are successful in demonstrating the superior efficacy of our products. In addition,
customers may determine that the other benefits offered by our products (e.g., non-toxic, non-caustic, and neutral to positive yield
impact) are not sufficient to overcome the lower cost products offered by our competitors. Further, most of our competitors have been
in business for a longer period of time than we have, and offer a greater number of products and services than we do and have greater
financial, technical, sales and other resources than we do. Many of our competitors already have well established brands and distribution
capabilities, and in some cases are able to leverage the sale of other products with more favorable terms for products competing with
our own. We also have significantly fewer sales personnel than virtually all of our competitors. Furthermore, recent trends in this industry
are for large food safety companies to consolidate into a smaller number of very large entities, which further concentrates financial,
technical and market strength and increases competitive pressure in the industry. If we directly compete with these very large entities
for the same markets and/or products, their financial strength could prevent or delay us from capturing a meaningful share of the food
safety market. It is also possible that developments by our competitors will make our technologies or products noncompetitive or obsolete.
Our ability to compete will depend upon our ability, and the ability of our distributors and other partners, to develop brand recognition,
develop the scientific and plant trial data to demonstrate the efficacy of our products, and to displace existing, established and future
products in our relevant target markets. We, or our distributors and partners, may not be successful in doing so, which would have a
materially adverse effect on our business, financial condition and results of operations.

 We
have limited sales, marketing and product distribution experience.

 We
have limited experience in the sales, marketing and distribution of our products in the food safety market. We began to focus on the
food safety market in August 2013. After acquiring necessary regulatory approvals we began to commercialize our products in 2016. As
a result, our sales and marketing experience with these products are limited, and our current sales, distribution and marketing strategies
and programs may not be successful. Further, the sales cycle to secure a new customer is long and unpredictable. Potential customers
typically require that we complete extensive in-plant validation studies with our products. We may not be successful in demonstrating
the effectiveness of PURE Control in actual in-plant use situations or satisfy the requirements of our potential customers. Moreover,
we may not be successful in converting in-plant trials into customer product orders. We also have a relatively small sales and marketing
organization and a limited number of distributors. Therefore, we may not be able to establish the sales, marketing, and distribution
capabilities necessary to generate sales and build our business to generate sufficient revenues to support our operations and the implementation
of our business plan.

 We
are dependent on a third-party, over whom we have limited control, to manufacture our SDC-based products.

 On
June 9, 2019, we entered into a five-year strategic collaboration agreement with St. Louis-based Intercon Chemical Company, or ICC, where
we granted ICC the right to be the non-exclusive manufacturer for all our SDC-based products. We do not have any manufacturing facilities
and we currently rely on ICC to manufacture our SDC-based products and may in the future rely on one or more third-party manufacturers
to properly manufacture our products. We may not be able to quickly replace our manufacturing capacity if ICC is unable to manufacturer
our products as a result of a fire, natural disaster (including an earthquake), equipment failure or other difficulty, or if such ICC
facilities are deemed not in compliance with current "good manufacturing practices," and the noncompliance could not be rapidly
rectified. ICC is our single manufacture for our concentrated SDC-based products and may not be replaced without significant effort and
delay in production. A supply interruption or an increase in demand beyond our current manufacturer's capabilities could harm our
ability to manufacturer such products until new manufacturers are identified and qualified, which would have a significant adverse effect
on our business and results. Any third-party manufacturer that we find may not match our quality standards or be able to meet customer
requirements.

our inability or reduced capacity to have our products manufactured would prevent us from successfully evaluating or commercializing
our proposed products. Our dependence upon third parties for the manufacture of our products may adversely affect our profit margins
and our ability to develop and deliver proposed products on a timely and competitive basis.

 We
rely on third parties to develop SDC-based products, and they may not do so successfully or diligently.

 We
have granted ICC and other third parties to whom we license rights to our technology certain distribution and development rights to products
containing SDC for applications and markets outside the U.S. food safety market. Our reliance on ICC and other third parties for development
and distribution activities reduces our control over these activities. In such arrangements, we have relied, and expect in the future
to rely, on the third party to fund and direct product development activities and appropriate regulatory filings. Any of these third
parties may not be able to successfully develop such SDC-based products due to, among other factors, a lack of capital, a lack of appropriate
diligence, insufficient devotion to sales efforts, a change in the evaluation by the third party of the market potential for SDC-based
products, technical failures, and poorer than expected results from testing or trial use of any products that may be developed. If the
third parties on which we rely are not successful in such development activities, our business and operating results would be adversely
affected.

 Pricing
and supply issues may have a material impact on our margins and our ability to supply our customers.

 All
of the supply ingredients used to manufacture our SDC-based products are available from multiple suppliers. However, commodity prices
for some ingredients can vary significantly and the margins that we are able to generate could decline if prices rise. For example, both
silver and citric acid prices have been volatile in recent periods.

 In
addition to such commodities, we also rely on producers of specialized packaging inputs such as bottles and labels for finished products.
Due to their specialized nature, the supply of such inputs can be periodically constrained and result in additional costs to obtain these
items, which may in turn inhibit our ability to supply products to our customers.

 We
are generally unable to increase our product prices to our customers, partners and distributors quickly in order to maintain our margins,
and significant price increases for key inputs could therefore have an adverse effect on our results of operations. Price increases can
also result in lost sales, and any inability to supply our customers' orders can lead to lost future sales to such customers.

 We
expect ICC to be the sole source supplier of our SDC concentrate and we may use other third parties to blend, package and provide fulfillment
activities for our finished products in future periods. We expect that our margins may be reduced by using ICC and other such third parties,
and our ability to maintain product quality may not be as extensive or effective as when we produce these products in our own facility(ies).
Any quality control issues could lead to product recalls and/or the loss of future sales, which would reduce our revenues and/or profits.

 If
we are not able to manage any growth we achieve effectively, our business and operating results will be harmed.

 In
order to implement our business plan and achieve and maintain market acceptance of our SDC-based products, we expect to expand our business
operations and hire additional sales and support personnel. We may not have sufficient resources to do so. If we hire additional personnel
and invest in additional infrastructure, we may not be effective in expanding our operations and our systems, procedures or controls
may not be adequate to support any such expansion. Failure to properly manage our growth could have a material adverse effect on our
business and our operating results.

 If
we suffer negative publicity concerning the safety or efficacy of our products, our sales may be harmed.

 If
concerns should arise about the safety or efficacy of any of our products that are marketed, regardless of whether or not such concerns
have a basis in generally accepted science or peer-reviewed scientific research, such concerns could adversely affect the market for
those products. Similarly, negative publicity could result in an increased number of product liability claims, whether or not those claims
are supported by applicable law.

 We
may become subject to product liability claims.

 As
a business that manufactures and markets products for use by consumers and institutions, we may become liable for any damage caused by
our products, whether used in the manner intended or not, including potentially damage to our customers' businesses. Regardless
of merit or potential outcome, product liability claims against us may result in, among other effects, the inability to commercialize
our products, impairment of our business reputation, and distraction of management's attention from our primary business. If we
cannot successfully defend ourselves against product liability claims we could incur substantial liabilities. Although we maintain general
and product liability insurance, our insurance may not cover potential claims and may not be adequate to indemnify for liabilities that
may be imposed. Any imposition of liability that is not covered by insurance or is in excess of insurance coverage could harm our business
and operating results.

 We
depend on key personnel for our continued operations and future success, and a loss of certain key personnel could significantly hinder
our ability to move forward with our business plan.

 Our
success depends largely on the execution of our business strategy by our management team and the members of our Board. Our Board and
management will be evaluating how to best execute our near-term strategy to drive customer adoption in the food industry by addressing
food safety solutions across the supply chain in order to prevent or mitigate food contamination or the potential for food-borne illness
with specific customer focus in foodservice providers, food processors and food manufacturers. Our directors, executive officers and
key personnel could terminate their services with us at any time without notice and without penalty. Additionally, we do not maintain
key person life insurance policies on our directors, executive officers or other employees. The loss of one or more of our directors,
executive officers or key employees could seriously harm our ability to execute on our business strategy, which could harm our business,
results of operations, financial condition, and/or the market price of our common stock. We cannot assure you that in such an event we
would be able to recruit qualified personnel able to replace these individuals in a timely manner, or at all, on terms acceptable to
either us or to any qualified candidate. Even if we were able to replace any such individuals in a timely manner, if we are unable to
effectively integrate new executive officers or key employees, our operations and prospects could be harmed.

 Because
competition for highly qualified sales and marketing and management personnel is intense, we may not be able to attract and retain the
employees we need to support our potential growth.

 To
successfully meet our objectives, we must attract and retain highly qualified sales and marketing and management personnel with specialized
skill sets focused on the industries in which we compete, or intend to compete. Competition for qualified business development and bioengineering
personnel can be intense. Our ability to meet our business development objectives will depend in part on our ability to recruit, train
and retain top quality people with advanced skills who understand our technology and business. In addition, it takes time for our new
personnel to become productive and to learn our business. If we are unable to hire or retain qualified personnel, it will be difficult
for us to sell our products or to license our technology or to achieve or maintain regulatory approvals, and we may experience a shortfall
in revenue and not achieve our anticipated, or any, growth.

 We
may engage in strategic transactions that could impact our liquidity, increase our expenses and present significant distractions to our
management.

 From
time to time we may consider engaging in strategic transactions, such as acquisitions of companies, asset purchases and out-licensing
or in-licensing of products, product candidates or technologies. Any such transaction may require us to incur non-recurring or other
charges, may increase our near-and long-term expenditures and may pose significant integration challenges or disrupt our management or
business, which could adversely affect our operations and financial results. For example, these transactions may entail numerous operational
and financial risks, including, among others, exposure to unknown liabilities, disruption of our business and diversion of our management's
time and attention in order to develop acquired products, product candidates or technologies, difficulty and cost in combining the operations
and personnel of any acquired businesses with our operations and personnel, and inability to retain key employees of any acquired businesses.
Accordingly, although we may not choose to undertake or may not be able to successfully complete any transactions of the nature described
above, any transactions that we do undertake or complete could have a material adverse effect on our business, results of operations,
financial condition and prospects.

 We
may invest or spend our cash in ways with which you may not agree or in ways which may not yield a significant return.

 Our
management has considerable discretion in the use of our cash. Our cash may be used for purposes that do not increase our operating results
or market value. Until the cash is used, it may be placed in investments that do not produce significant income or that may lose value.
The failure of our management to invest or spend our cash effectively could result in unfavorable returns and uncertainty about our prospects,
each of which could cause the price of our common stock to decline.

 We
may not be able to utilize all, or any, of our tax net operating loss carry-forwards and our future after-tax earnings, if any, could
be reduced.

 At
July 31, 2024, we had federal and state tax net operating loss carry-forwards of approximately $106.7 million and $66.8 million, respectively.
Utilization of these net operating loss carry-forwards may be subject to a substantial annual limitation due to ownership change limitations
that may have occurred, including with respect to our recent private placements, or that could occur in the future, as required by Section
382 of the Internal Revenue Code as well as similar state provisions. These ownership changes may limit the amount of net operating loss
carry-forwards that can be utilized annually to offset future taxable income and tax, respectively. In general, an ownership change,
as defined by Section 382 of the Internal Revenue Code, results from a transaction or series of transactions over a three-year period
resulting in an ownership change of more than 50 percentage points of the outstanding stock of a company by certain stockholders or public
groups. Since our formation, we have raised capital through the issuance of capital stock on several occasions (both before and after
our initial public offering in 1996) which, combined with the purchasing stockholders' subsequent disposition of those shares,
may have resulted in such an ownership change, or could result in an ownership change in the future based upon subsequent disposition.
While we believe that we have not experienced an ownership change, the pertinent tax rules related thereto are complex and subject to
varying interpretations, and thus the applicable taxing authorities may take an alternative position.

 Our
current federal tax loss carry-forwards began expiring in the year ended July 31, 2020 and, unless previously utilized, all but $13.5
million will completely expire in the year ending July 31, 2038. The $13.5 million can be carried forward indefinitely. Our state tax
loss carry-forwards begin to expire in the year ending July 31, 2029, and will completely expire in the year ending July 31, 2040.

 Risks
Related to the Regulation of our Products

 If
we are unable to obtain the required regulatory approvals from the FDA and USDA, or if such efforts are delayed, our ability to commercialize
PURE Control as a direct food contact processing aid will be harmed and our business and operating results will suffer.

 We
have received the required FDA approvals to market PURE Control as a direct food contact processing aid for raw poultry and fresh produce
and we have received a "No Objection Letter" from the USDA's Food Safety and Inspection Service granting approval for
SDC-based PURE Control to be used as a spray or dip applied to poultry carcasses, parts and organs in pre-on line reprocessing, or OLR
and post chill processing of fresh poultry. We have not, however, received the required approval from the USDA to utilize PURE Control
in OLR poultry processing. Further, even if we elect to seek regulatory approval, there is no assurance we will be successful in obtaining
the required approvals from the FDA and USDA to utilize PURE Control as a direct food contact processing aid for raw meats, including
beef and pork. If we are unable to obtain the required regulatory approvals from the FDA and USDA, or if such efforts are delayed, our
ability to commercialize PURE Control as a direct food contact processing aid for poultry and as a direct food contact processing aid
for raw meets will be restricted and our business and operating results will suffer.

 The
industries in which we operate are heavily regulated.

 We
are focused on the marketing and continued development of our SDC antimicrobial technology for use in the food safety market. Our existing
products, PURE Control and PURE Hard Surface, and any additional products we develop based on our SDC technology in future periods, require
or will require approval by government agencies prior to marketing or sale in the U.S. or in foreign markets. Complying with applicable
government regulations and obtaining necessary regulatory approvals can be, and has historically been, time consuming and expensive,
due in part, we believe, to the novel nature of our technology. Regulatory review could involve delays or other actions adversely affecting
the development, manufacture, marketing and sale of our products. While we cannot accurately predict the outcome of any pending or future
regulatory review processes or the extent or impact of any future changes to legislation or regulations affecting review processes, we
expect such processes to remain time consuming and expensive as we, or our partners, apply for approval to make new or additional efficacy
claims for current products or to market new product formulations. Obtaining approvals for new SDC-based products in the U.S., or in
markets outside the U.S., could take several years, or may never be accomplished.

 SDC
is a platform technology rather than a single use applied technology. As such, products developed from the platform may fall under the
jurisdiction of multiple U.S. and international regulatory agencies. Our disinfectant and sanitizer products are regulated in the U.S.
by the EPA. In addition to the EPA, each of the 50 states in the U.S. has its own government agencies that regulate the sale or shipment
of our products into their state. We have obtained registration for these products from the EPA and all states into which such products
are currently marketed and sold. We are required to meet certain efficacy, toxicity and labeling requirements and pay ongoing fees in
order to maintain such registrations. We may not be able to maintain these registrations in the future, which may eliminate our continued
ability to market and sell our products in some or all parts of the U.S. We also may not be able to obtain necessary registrations with
the EPA and applicable states for other SDC disinfectant and sanitizer products that we or our partners may develop, which would limit
our ability to sell any such products in the future.

 Some
potential applications of SDC, such as those aimed at healthcare, veterinary and certain food preparation markets, may require approval
of other government agencies prior to marketing or sale in the U.S. or in foreign markets, such as the FDA, or the USDA. Obtaining FDA
and/or USDA approval is a complicated and expensive process and such approvals may never be obtained for any SDC products. If FDA and/or
USDA approvals are obtained, the approvals may limit the uses for which SDC products may be marketed such that they may not be profitable
to us, and the applicable products would be subject to pervasive and continuing regulation by the FDA and/or USDA that could lead to
withdrawal or limitation of any product approvals.

 We
have managed and funded certain of our EPA-regulated product development internally, in conjunction with engaging regulatory consultants
and partnering with other third parties. We have partnered, or intend to partner, with third parties who are seeking, or intend to seek,
approvals to market SDC-based products in markets outside the U.S., and with other third parties who are developing FDA-regulated SDC-based
products who, upon such development, would seek FDA approvals of such products. Our ability to market and sell our products is dependent
on our and our partners' ability to obtain and maintain required registrations and approvals of applicable regulatory agencies.
Failure by our partners or us to comply with applicable regulations could result in fines or the withdrawal of approval for us or our
partners and distributors to market our products in some or all jurisdictions or for certain indications, which could cause us to be
unable to successfully commercialize SDC or otherwise achieve revenues from sales of such products.

 We
are subject to substantial regulation related to quality standards applicable to our manufacturing and quality processes, and our or
our partners, including our third-party manufacturers, failure to comply with applicable quality standards could affect our ability to
commercialize SDC products.

 The
EPA and other applicable U.S. and foreign government agencies regulate our and our partners' systems and processes, including those
of ICC, for manufacturing SDC-based products. These regulations require that we and our partners observe "good manufacturing practices"
in order to ensure product quality, safety and effectiveness. Failure by us or our partners to comply with current or future government
regulations and quality assurance guidelines could lead to temporary manufacturing shutdowns, product recalls or related field actions,
product shortages, and/or delays in product manufacturing, any or all of which could cause significant cost to us. Further, efficacy
or safety concerns and/or manufacturing quality issues with respect to our products or those of our partners could lead to product recalls,
fines, withdrawal of approvals, and/or declining sales, any or all of which could result in our failure to successfully commercialize
SDC or otherwise achieve revenue growth.

 Litigation
or the actions of regulatory authorities may harm our business or otherwise distract our management.

 Substantial,
complex or extended litigation could cause us to incur major expenditures and would distract our management. For example, lawsuits against
us or our officers or directors by employees, former employees, stockholders, partners, customers, or others, or actions taken by regulatory
authorities, could be very costly and substantially disrupt our business. Such lawsuits and actions are not uncommon, and we may not
be able to resolve such disputes or actions on terms favorable to us, and there may not be sufficient capital resources available to
defend such actions effectively, or at all.

 Risks
Related to Our Intellectual Property

 If
we are unable to obtain, maintain or defend the patent and other intellectual property rights relating to our technology, we or our collaborators
and distributors may not be able to develop and market proprietary products based on our technology, which would have a material adverse
impact on our results of operations.

 We
rely and expect in the future to continue to rely on a combination of patent, trademark, trade secret and copyright protections, as well
as contractual restrictions, to protect the proprietary aspects of our technology and business.

 Legal
protections of our intellectual property and proprietary rights afford only limited protection. For instance, we currently own twelve
U.S. patents related to our SDC technology. The lives of these patents, and any patents that we may obtain in the future, are not indefinite,
and the value to us of some or all of our patents may be limited by their terms. Further, although we have a number of U.S. and international
patent applications pending, some or all of those applications may not result in issued patents, and the intellectual property claims
therein would be unprotected. Additionally, obtaining and maintaining patent protection depends on our compliance with various procedural,
document submission, fee payment and other requirements imposed by government patent agencies, and our patent protection could be reduced
or eliminated for non-compliance with these requirements. Furthermore, the patent positions of bioscience companies can be highly uncertain
and often involve complex legal, scientific and factual questions, and, therefore, we cannot predict with certainty whether we will be
able to ultimately enforce our patents or other intellectual property rights. Third parties may challenge, invalidate or circumvent our
patents and patent applications relating to our products, product candidates and technologies. In addition, our patent positions might
not protect us against competitors with similar products or technologies because competing products or technologies may not infringe
our patents.

 In
addition, to the extent that we operate internationally, the laws of foreign countries may not protect our proprietary rights to the
same extent as the laws of the U.S. Many countries have a "first-to-file" trademark registration system, which may prevent
us from registering or using our trademarks in certain countries if third parties have previously filed applications to register or have
registered the same or similar trademarks. Additionally, changes in the patent and/or trademark laws or interpretations of such laws
in the U.S. or other countries could diminish the value of our intellectual property rights. Moreover, our competitors may develop competing
technologies that are not covered by the claims of, and therefore do not infringe upon, our issued patents, which could render our patents
less valuable to us. If our proprietary rights cannot be, or are not sufficiently, protected by patent and trademark registrations, it
could have a material adverse impact on our business and our ability to commercialize or license our technology and products.

 Our
own efforts to protect our intellectual property and other proprietary rights may also be insufficient. Despite efforts to protect our
proprietary rights, including without limitation through confidentiality and other similar contractual restrictions, our means of protecting
such rights may not be adequate and unauthorized parties may attempt to copy aspects of our proprietary technology, obtain and use information
that we regard as proprietary, or otherwise misappropriate our intellectual property. In addition, unpatented proprietary rights, including
trade secrets and know-how, can be difficult to protect and may lose their value if they are independently developed by a third party
or if their secrecy is lost. It is possible that, despite our efforts, competitors or others will create and use products, adopt service
names similar to our service names or otherwise violate or misappropriate our proprietary rights. The infringement of such rights could
have a material negative impact on our business and on our results of operations.

 Litigation
may be necessary to enforce our intellectual property and other proprietary rights, which would be expensive and could consume time and
other resources. The result of any such litigation may be the court's ruling that our patents or other intellectual property rights
are invalid and/or should not be enforced. Additionally, even if the validity of such rights is upheld, the court could refuse to stop
a third party's infringing activity on the ground that such activities do not infringe our rights. The U.S. Supreme Court has recently
revised certain tests regarding granting patents and assessing the validity of patents to make it more difficult to obtain patents. As
a consequence, issued patents may be found to contain invalid claims according to the newly revised standards. Some of our patents may
be subject to challenge and subsequent invalidation or significant narrowing of claim scope in a reexamination proceeding, or during
litigation, under the revised criteria.

 We
may incur substantial costs as a result of litigation or other proceedings relating to patent and other intellectual property rights
and we may be unable to protect our rights to, or use, our technology.

 If
we choose to go to court to attempt to stop someone else from using the inventions claimed in our patents, that individual or company
has the right to ask the court to rule that our patents are invalid and/or should not be enforced against that third party. These lawsuits
are expensive and would consume time and other resources even if we were successful in stopping the infringement of these patents. In
addition, there is a risk that the court will decide that these patents are not valid and that we do not have the right to stop the other
party from using the inventions. There is also the risk that, even if the validity of these patents is upheld, the court will refuse
to stop the other party on the ground that such other party's activities do not infringe our rights to these patents.

 Furthermore,
a third party may claim that we are using inventions covered by the third party's patent rights and may file an injunction to stop
us from engaging in our normal operations and activities, including making or selling our products. These lawsuits are costly and could
affect our results of operations and divert the attention of managerial and technical personnel. There is a risk that a court would decide
that we are infringing the third party's patents and would order us to stop the activities covered by the patents. In addition,
there is a risk that a court will order us to pay the other party damages for having violated the other party's patents. The biotechnology
industry has produced a proliferation of patents, and it is not always clear to industry participants, including us, which patents cover
various types of products or methods of use. The coverage of patents is subject to interpretation by the courts, and the interpretation
is not always uniform. If we are sued for patent infringement, we would need to demonstrate that our products or methods of use either
do not infringe the patent claims of the relevant patent and/or that the patent claims are invalid, and we may not be able to do this.
Proving invalidity, in particular, is difficult since it requires a showing of clear and convincing evidence to overcome the presumption
of validity enjoyed by issued patents.

 Because
some patent applications in the United States may be maintained in secrecy until the patents are issued, patent applications in the United
States and many foreign jurisdictions are typically not published until eighteen months after filing, and publications in the scientific
literature often lag behind actual discoveries, we cannot be certain that others have not filed patent applications for technology covered
by our issued patents or our pending applications or that we were the first to invent the technology. Our competitors may have filed,
and may in the future file, patent applications covering technology similar to ours. Any such patent application may have priority over
our patent applications and could further require us to obtain rights to issued patents covering such technologies. If another party
has filed a United States patent application on inventions similar to ours, we may have to participate in an interference proceeding
declared by the United States Patent Trademark Office, to determine priority of invention in the United States. The costs of these proceedings
could be substantial, and it is possible that such efforts would be unsuccessful, resulting in a loss of our United States patent position
with respect to such inventions.

 Some
of our competitors may be able to sustain the costs of complex patent litigation more effectively than we can because they have substantially
greater resources. In addition, any uncertainties resulting from the initiation and continuation of any litigation could have a material
adverse effect on our ability to raise the funds necessary to continue our operations.

 Third
parties may claim that we infringe their proprietary rights and may prevent us from manufacturing and selling some of our products.

 Our
manufacture, use and sale of SDC-based products may subject us to lawsuits relating to the validity and infringement of patents or other
proprietary rights of third parties. Litigation may be costly and time-consuming, and could divert the attention of our management and
technical personnel. If we are found to have violated the trademark, trade secret, copyright, patent or other intellectual property or
proprietary rights of others, such a finding could result in the need to cease use of a trademark, trade secret, copyrighted work or
patented invention in our business and our obligation to pay a substantial amount for past infringement. If the rights holders are willing
to permit us to continue to use their intellectual property rights, it may be necessary for us to enter into license arrangements with
unfavorable terms and pay substantial amounts in royalty and other license fees. Either having to cease use or pay such fees could prevent
us, or our third-party manufacturer, from manufacturing and selling our products, which could make us much less competitive in our industry
and have a material adverse impact on our business, operating results and financial condition.

 Confidentiality
agreements with employees and others may not adequately prevent disclosure of our trade secrets and other proprietary information and
may not adequately protect our intellectual property, which could limit our ability to compete.

 We
may rely in part on trade secret protection in order to protect our proprietary trade secrets and unpatented know-how. However, trade
secrets are difficult to protect, and we cannot be certain that others will not develop the same or similar technologies on their own.
We have taken steps, including entering into confidentiality agreements with our employees, consultants, outside scientific collaborators,
sponsored researchers and other advisors, to protect our trade secrets and unpatented know-how. These agreements generally require that
the other party keep confidential and not disclose to third parties all confidential information developed by the party or made known
to the party by us during the course of the party's relationship with us. We also typically obtain agreements from these parties
which provide that inventions conceived by the party in the course of rendering services to us will be our exclusive property. However,
these agreements may not be honored and may not effectively assign intellectual property rights to us. Enforcing a claim that a party
illegally obtained and is using our trade secrets or know-how is difficult, expensive and time consuming, and the outcome is unpredictable.
In addition, courts outside the United States may be less willing to protect trade secrets or know-how. The failure to obtain or maintain
trade secret protection could adversely affect our competitive position.

 We
may be subject to claims that our employees have wrongfully used or disclosed alleged trade secrets of their former employers.

 As
is common in the biotechnology, food, chemical and pharmaceutical industries, we employ individuals who were previously employed at other
biotechnology, food, chemical or pharmaceutical companies, including our competitors or potential competitors. Although no claims against
us are currently pending, we may be subject to claims that these employees or we have inadvertently or otherwise used or disclosed trade
secrets or other proprietary information of their former employers. Litigation may be necessary to defend against these claims. Even
if we are successful in defending against these claims, litigation could result in substantial costs and be a distraction to management.

 Risks
Related to our Common Stock

 The
price of our common stock has been and may continue to be volatile.

 Our
common stock is approved for quotation on the over-the-counter, or OTC Markets' OTCQB marketplace, or OTCQB under the symbol "PURE."
The OTCQB is a regulated quotation service that displays real-time quotes, last-sale prices and volume information in over-the-counter
equity securities and provides significantly less liquidity than a listing on the Nasdaq Stock Markets or other national securities exchange.
The OTCQB securities are traded by a community of market makers that enter quotes and trade reports. This market is limited in comparison
to the national stock exchanges and any prices quoted may not be a reliable indication of the value of our common stock. Quotes for stocks
included on the OTCQB are not listed in the financial sections of newspapers as are those for the Nasdaq Stock Market or the New York
Stock Exchange, or NYSE MKT. Therefore, prices for securities traded solely on the OTCQB may be difficult to obtain.

 Trading
on the OTCQB as opposed to a national securities exchange has resulted and may continue to result in a reduction in some or all of the
following, each of which could have a material adverse effect on the price of our common stock and our company:

 the
 liquidity of our common stock;

 the
 market price of shares of our common stock;

 our
 ability to obtain financing to support our operations and the implementation of our business plan;

 the
 number of institutional and other investors that will consider investing in shares of our common stock;

 the
 number of market markers in shares of our common stock;

 the
 availability of information concerning the trading prices and volume of shares of our common stock; and

 the
 number of broker-dealers willing to execute trades in shares of our common stock.

 The
price and trading volume of our common stock have historically been volatile.

 In
addition, the market price and trading volume of our common stock may be subject to wide fluctuations in the future in response to:

 actual
 or anticipated fluctuations in our results of operations;

 announcements
 regarding the status of our regulatory efforts;

 the
 determination that our shares of common stock are "penny stock" which will require brokers trading in our shares of common
 stock to adhere to more stringent rules, likely resulting in a reduced level of trading activity in the secondary trading market
 for our shares of common stock;

 the
 sale by us of our common or preferred stock or other securities, or the anticipation of sales of such securities;

 the
 trading volume of our common stock, particularly if such volume is light;

 the
 introduction of new products or services, or product or service enhancements by us or our competitors;

 developments
 with respect to our or our competitors' intellectual property rights or regulatory approvals or denials;

 announcements
 of significant acquisitions or other agreements by us or our competitors;

 sales
 or anticipated sales of our common stock by our insiders (management and directors);

 conditions
 and trends in our industry;

 changes
 in our pricing policies or the pricing policies of our competitors;

 changes
 in the estimation of the future size and growth of our markets; and

 general
 economic conditions.

 In
addition, the stock market in general, the OTCQB, and the market for shares of novel technology companies in particular, have experienced
extreme price and volume fluctuations that in some cases may be unrelated or disproportionate to the operating performance of those companies.
These broad market and industry factors may materially harm the market price of our common stock, regardless of our operating performance.
In addition, this volatility could adversely affect an investor's ability to sell shares of our common stock, and/or the available
price for such shares, at any given time.

 Potential
sales or issuances of our common stock to raise capital, or the perception that such sales could occur, could cause dilution to our current
stockholders and the price of our common stock to fall.

 We
have historically supported our operations through the issuance of equity and debt securities and may continue to do so in the future.
For example, during the fiscal year ended July 31, 2025 and 2024, we completed a private placement convertible debt financing to accredited
investors, in which we raised net proceeds of $3.8 million. Pursuant to the terms of the Purchase Agreement, the conversion price for
the convertible debt financing will be at least $0.115 per share and less than or equal to $0.23 per share. Although we may not be successful
in obtaining financing through equity or debt sales on terms that are favorable to us in the future, if at all, any such sales that do
occur could result in substantial dilution to the interests of existing holders of our common stock. Additionally, the sale of a substantial
number of shares of our common stock or other equity securities to any new investors, or the anticipation of such sales, could cause
the trading price of our common stock to fall.

 Our
common stock is deemed to be "penny stock," which may make it more difficult for investors to sell their shares due to suitability
requirements.

of our common stock are subject to the so-called "penny stock" rules as that term is defined in Rule 3a51-1 promulgated under
the Securities Exchange Act of 1934. These requirements may reduce the potential market for our common stock by reducing the number of
potential investors. This may make it more difficult for investors in our common stock to sell shares to third parties or to otherwise
dispose of them. This could cause our stock price to decline.

 Broker-dealers
dealing in penny stocks are required to provide potential investors with a document disclosing the risks of penny stock. Moreover, broker-dealers
are required to determine whether an investment in a penny stock is a suitable investment for a prospective investor. Such requirements
may discourage broker-dealers from effecting transactions in our common stock, which could limit the market price and liquidity of our
common stock.

 We
have never paid dividends on our capital stock, and we do not anticipate paying any cash dividends in the foreseeable future.

 The
continued operation and expansion of our business will require substantial funding. Investors seeking cash dividends in the foreseeable
future should not purchase our common stock. We have paid no cash dividends on any of our capital stock to date and we currently intend
to retain our available cash to fund the development and growth of our business. Any determination to pay dividends in the future will
be at the discretion of our Board and will depend upon results of operations, financial condition, contractual restrictions, restrictions
imposed by applicable law and other factors our Board deems relevant. We do not anticipate paying any cash dividends on our common stock
in the foreseeable future. Any return to stockholders will therefore be limited to the appreciation of their stock, which may never occur.

 Anti-takeover
provisions under our charter documents and Delaware law could delay or prevent a change of control and could also limit the market price
of our stock.

 Certain
provisions of our charter and bylaws, as amended, or Bylaws, may delay or frustrate the removal of incumbent directors and may prevent
or delay a merger, tender offer, or proxy contest involving us that is not approved by our Board, even if such events may be beneficial
to the interests of stockholders. For example, our Board, without stockholder approval, has the authority and power to authorize the
issuance of up to 5,000,000 shares of preferred stock and such preferred stock could have voting or conversion rights that could adversely
affect the voting power of the holders of our common stock. Further, the one-for-eight reverse stock split of our outstanding common
stock that we effected on August 14, 2012 has increased the proportion of unissued and authorized common shares to issued and outstanding
common shares, which could allow our Board to issue large numbers of additional shares of our common stock that could significantly reduce
the voting power of our current stockholders. In addition, we are governed by the provisions of Section 203 of the Delaware General Corporation
Law, which may discourage, delay or prevent certain business combinations with stockholders owning 15% or more of our outstanding voting
stock. These and other provisions in our charter documents may make it more difficult for stockholders or potential acquirers to initiate
actions that are opposed by our then-current Board, including delaying or impeding a merger, tender offer, or proxy contest or other
change of control transaction involving the Company. Any delay or prevention of a change of control transaction could cause stockholders
to lose a substantial premium over the then-current market price of their shares.

 General
Risk Factors

 Compliance
with the reporting requirements of federal securities laws can be expensive.

 We
are a public reporting company in the United States, and accordingly, subject to the information and reporting requirements of the Exchange
Act and other federal securities laws, including the compliance obligations of the Sarbanes-Oxley Act of 2002. The costs of complying
with the reporting requirements of the federal securities laws, including preparing and filing annual and quarterly reports and other
information with the SEC and furnishing audited reports to stockholders, can be substantial.

 If
we fail to maintain an effective system of internal controls, we may not be able to accurately determine our financial results or prevent
fraud. As a result, the Company's stockholders could lose confidence in our financial results, which could harm our business and
the value of the Company's common shares.

 Effective
internal controls are necessary for us to provide reliable financial reports and effectively prevent fraud. Section 404 of the Sarbanes-Oxley
Act of 2002 requires us to evaluate and report on our internal controls over financial reporting. Our internal controls and financial
reporting are not subject to attestation by our independent registered public accounting firm pursuant to the exemption provided to issuers
that are not "large accelerated filers" or "accelerated filers" under the Dodd-Frank Act of 2010. We cannot be
certain that we will be successful in maintaining adequate internal controls over our financial reporting and financial processes in
the future. We may in the future discover areas of our internal controls that need improvement. Furthermore, to the extent our business
grows, our internal controls may become more complex, and we would require significantly more resources to ensure our internal controls
remain effective. If we or our independent auditors discover a material weakness, the disclosure of that fact, even if quickly remedied,
could reduce the market value of the Company's common stock. Additionally, the existence of any material weakness or significant
deficiency would require management to devote significant time and incur significant expense to remediate any such material weaknesses
or significant deficiencies and management may not be able to remediate any such material weaknesses or significant deficiencies in a
timely manner.

 We
are subject to tax audits by various tax authorities in multiple jurisdictions.

 From
time to time we may be audited by tax authorities to whom we are subject. Any assessment resulting from such audits, if any, could result
in material changes to our past or future taxable income, tax payable or deferred tax assets, and could require us to pay penalties and
interest that could materially adversely affect our financial results.

 Item
1B. Unresolved Staff Comments

 None.

 Item
1C. Cybersecurity

 We
have updated our comprehensive cybersecurity and data protection policies and procedures to address any cybersecurity risks. Our cybersecurity
risks, and the controls designed to mitigate those risks, are integrated into our overall risk management governance.

 Risk
Management and Strategy

 As
of July 31, 2025, we have implemented the following set of comprehensive cybersecurity and data protection policies and procedures. Our
employees and contractors receive regular cybersecurity awareness trainings, including specific topics related to social engineering
and email frauds. We have capable employees and consultants with significant expertise and certifications in cybersecurity related to
our industry. We invest in advanced technologies for continuous cybersecurity monitoring across our information technology environment
which are designed to prevent, detect, and minimize cybersecurity attacks, as well as alert management of such attacks.

 Primary
responsibility for assessing, monitoring and managing our cybersecurity risks rests with the Head of IT who reports to our Vice President
of Finance, to manage the risk assessment and mitigation process.

 We
also engage other consultants, and other third parties in connection with our risk assessment and mitigation processes. These service
providers assist with the design and implementation of our cybersecurity policies and procedures, as well as monitor and test our safeguards.

 Governance

 Our
Board of Directors and Audit Committee are responsible for overseeing our cyber security risk management and strategy. Our Vice President
of Finance provides periodic briefings to the Audit Committee including our cybersecurity risks and activities, any potential cybersecurity
incidents and related responses, cybersecurity systems testing and, activities of third parties.

 Cybersecurity
Threat Disclosure

 To
date, we are not aware of any cybersecurity threats that have materially affected or are reasonably likely to materially affect the Company.

 Item
2. Properties

 Our
mailing address is 771 Jamacha Road., #512, El Cajon, California 92019. Our executive officers and employees work remotely in a "virtual
office" setting without lease obligations.

 Item
3. Legal Proceedings

 From
time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. The impact
and outcome of litigation, if any, is subject to inherent uncertainties, and an adverse result in these or other matters may arise from
time to time that may harm our business. We are not currently aware of any such legal proceedings or claims to which we or our wholly
owned subsidiary is a party or of which any of our property is subject that we believe will have, individually or in the aggregate, a
material adverse effect on our business, financial condition or results of operations.

 Item
4. Mine Safety Disclosures

 Not
applicable.

 PART
II

 Item
5. Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

About Our Common Stock

 Our
common stock is approved for quotation on the OTCQB under the symbol "PURE." The OTCQB is a regulated quotation service that
displays real-time quotes, last-sale prices and volume information in over-the-counter equity securities. The OTCQB securities are traded
by a community of market makers that enter quotes and trade reports. This market is limited in comparison to the national stock exchanges
and any prices quoted may not be a reliable indication of the value of our common stock. Any over-the-counter market quotations reflect
inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.

 Holders

 As
of October 29, 2025, we had approximately 219 holders of record of our common stock. This does not include beneficial owners holding
common stock in street name.

 Dividend
Policy

 We
have never paid dividends and have no current plans to do so. We currently anticipate that we will retain all of our future earnings,
if any, for use in the development and expansion of our business and for general corporate purposes. Any determination to pay dividends
in the future will be at the discretion of our Board and will depend upon our results of operations, financial condition and other factors
that the Board, in its discretion, may deem relevant.

 Recent
Sales of Unregistered Securities

 Note
Purchase Agreement with Related Parties

 Fiscal
2025 Note Purchase Agreement

 On
September 16, 2024, the Company entered into a Note Purchase Agreement, or the 2025 Note Purchase Agreement, with certain accredited
investors, or 2025 Lenders, pursuant to which the Company issued the 2025 Lenders convertible promissory notes, or the 2025 Notes,
collectively with the 2025 Note Purchase Agreement, the 2025 Note Documents, with an aggregate principal balance of $500,000, or the
2025 Private Placement. The 2025 Note Documents provide for subsequent closings for an aggregate offering size of $3.0 million in
principal balance. Tom Y. Lee, a member of the Company's Board of Directors, or the
Board, invested $500,000 in the 2025 Private Placement, through affiliates or directly. The disinterested members of the Board
approved the 2025 Private Placement.

the fiscal year ended July 31, 2025, the Company issued additional 2025 Notes to Mr. Lee and his affiliates pursuant to the 2025 Note
Purchase Agreement in subsequent closings with an aggregate principal of $1,500,000. As of July 31, 2025, $2,000,000 of principal was
outstanding under the 2025 Note Documents.

 March
and June 2024 Note Purchase Agreement

 On
March 22, 2024, the Company entered into a Note Purchase Agreement, or the 2024 Note Purchase Agreement, with certain accredited
investors, or 2024 Lenders, pursuant to which the Company issued the 2024 Lenders convertible promissory notes, or the 2024
Notes, collectively with the 2024 Note Purchase Agreement, the 2024 Note Documents, with an aggregate principal balance of $500,000,
or the 2024 Private Placement. The 2024 Note Documents provide for subsequent closings for an aggregate offering size of $3.0
million in principal balance. Tom Y. Lee, a member of the Board, invested $500,000 in the 2024
Private Placement, through affiliates or directly. The disinterested members of the Board approved the 2024 Private
Placement.

 On
June 21, 2024, we issued an additional 2024 Note to Mr. Lee pursuant to the 2024 Note Purchase Agreement in a subsequent closing with
an aggregate principal of $500,000. The disinterested members of the Board approved the 2024 Private Placement. As of July 31, 2025,
$1,000,000 of principal was outstanding under 2024 Note Documents.

 July
and October 2023 Note Purchase Agreements

 In
July, 2023, the Company entered into a Note Purchase Agreement, or the 2023 Note Purchase Agreement with certain accredited investors,
or the 2023 Lenders, pursuant to which the Company issued the 2023 Lenders convertible promissory notes, or the 2023 Notes, collectively
with the 2023 Note Purchase Agreement, or the 2023 Note Documents, with an aggregate principal balance of $1,015,000 the 2023 Private
Placement. The 2023 Note Documents provide for subsequent closings for an aggregate offering size of $1.8 million in principal balance.
Messrs. Tom Y. Lee and Ivan Chen, each members of the Board invested $1,000,000 and $15,000, as of July 31, 2023, respectively in the
2023 Private Placement, through affiliates or directly. On October 20, 2023, we issued an additional 2023 Note to Mr. Lee pursuant to
the 2023 Note Purchase Agreement in a subsequent closing with an aggregate principal of $785,000. The disinterested members of the Board
approved the 2023 Private Placement. As of July 31, 2025, $1,800,000 of principal was outstanding under 2023 Note Documents.

 The
2023 Notes, 2024 Notes and 2025 Notes were issued and sold in reliance upon an exemption from registration afforded by Section
4(a)(2) of the Securities Act or Rule 506 of Regulation D promulgated under the Securities Act. Each of the persons acquiring the
foregoing securities was an accredited investor (as defined in Rule 501(a) of Regulation D) and confirmed the foregoing and
acknowledged, in writing, that the securities must be acquired and held for investment. No underwriter participated in the offer and
sale of these securities, and no commission or other remuneration was paid or given directly or indirectly in connection therewith.
The proceeds from these sales were used for general corporate purposes.

 Repurchase
of Equity Securities

 None.

About Our Equity Compensation Plans

 The
information required under this heading is incorporated herein by reference to the applicable information set forth in Item 12 of this
Annual Report.

 Item
6. [Reserved]

 Item
7. Management's Discussion and Analysis of Financial Condition and Results of Operations

 All
references to "PURE," "we," "our," "us" and the "Company" in this Item 7
refer to PURE Bioscience, Inc. and our wholly owned subsidiary, ETIH20 Inc.

 The
discussion in this section contains forward-looking statements. These statements relate to future events, our future operations or our
future financial performance. We have attempted to identify forward-looking statements by terminology such as "anticipate,"
"believe," "can," "continue," "could," "estimate," "expect,"
"intend," "may," "plan," "potential," "predict," "should," "would"
or "will" or the negative of these terms or other comparable terminology, but their absence does not mean that a statement
is not forward-looking. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, which
could cause our actual results to differ from those projected in any forward-looking statements we make. Several risks and uncertainties
we face are discussed in more detail under "Risk Factors" in Part I, Item 1A of this Annual Report on Form 10-K, or the Annual
Report, or in the discussion and analysis below. You should, however, understand that it is not possible to predict or identify all risks
and uncertainties and you should not consider the risks and uncertainties identified by us to be a complete set of all potential risks
or uncertainties that could materially affect us. You should not place undue reliance on the forward-looking statements we make herein
because some or all of them may turn out to be wrong. We undertake no obligation to update any of the forward-looking statements contained
herein to reflect future events and developments, except as required by law. The following discussion should be read in conjunction with
the consolidated financial statements and the notes to those statements included elsewhere in this Annual Report.

 Overview

 We
are dedicated to developing and commercializing proprietary antimicrobial products that address health and environmental challenges related
to pathogen and hygienic control. Our technology platform is based on patented stabilized ionic silver, and our initial products contain
Silver Dihydrogen Citrate, or SDC. This broad-spectrum, non-toxic antimicrobial agent is available in liquid form and various concentrations,
distinguished by its superior efficacy, reduced toxicity, non-causticity, and the inability of bacteria to develop resistance.

 Our
SDC-based disinfecting and sanitizing products are registered with the United States Environmental Protection Agency, or EPA, the United
States Food and Drug Administration, or FDA, and Health Canada. In addition to manufacturing and distributing these products, we also
supply SDC-based formulations as raw material ingredients for personal care products.

 We
see significant market opportunities for our safe and effective SDC-based solutions, particularly in the food industry. Our registered
offerings include PURE Hard Surface, a food contact surface sanitizer and disinfectant designed for restaurant chains, food processors,
and transportation companies, as well as PURE Control, a direct food contact processing aid. Our products are sold directly to end-use
customers, as well as third-party distributors who market and sell our products across various industries, maximizing our reach and impact.

 Financial
Overview

 This
financial overview provides a general description of our revenue and expenses.

 Net
Product Sales

 We
contract manufacture and sell SDC-based products for end use, and as a raw material for manufacturing use. We recognize revenue when
we satisfy a performance obligation by transferring control of the promised goods or services to our customers, in an amount that reflects
the consideration we expect to be entitled to in exchange for those goods or services. Any amounts received prior to satisfying revenue
recognition criteria are recorded as deferred revenue. See "Critical Accounting Policies and Estimates – Revenue Recognition ".

 Cost
of Goods Sold

 Cost
of goods sold for product sales includes direct and indirect costs to manufacture products, including materials consumed, manufacturing
overhead, shipping costs, salaries, benefits, reserved inventory, and related expenses of operations. Depreciation related to manufacturing
is systematically allocated to inventory produced, and expensed through cost of goods sold at the time inventory is sold.

 Selling,
General and Administrative

 Selling,
general and administrative expense consists primarily of salaries and other related costs for personnel in business development, sales,
finance, accounting, information technology, and executive functions. Other selling, general and administrative costs include product
marketing, advertising, and trade show costs, as well as public relations and investor relations, facility costs, and legal, accounting
and other professional fees.

and Development

 Our
research and development activities are focused on leveraging our technology platform to develop additional proprietary products and
applications. Research and development expense consists primarily of personnel and related costs, product registration expenses, and
third-party testing. We expense research and development costs as incurred.

 Other
Income (Expense)

 We
record interest income, interest expense, as well as other non-operating transactions, as other income (expense) in our consolidated
statements of operations.

 Results
of Operations – Comparison of the Years Ended July 31, 2025 and 2024

 Fluctuations
in Operating Results

 Our
results of operations have fluctuated significantly from period to period in the past and are likely to continue to do so in the future.
We anticipate that our results of operations will be affected for the foreseeable future by several factors that may contribute to these
periodic fluctuations, including fluctuations in the buying patterns of our current or potential customers for which we have no visibility,
the mix of product sales including a change in the percentage of higher or lower margin formulations and packaging configurations of
our products, the cost of product sales including component costs, our inability for any reason to be able to meet demand, the achievement
and timing of research and development and regulatory milestones, unforeseen changes in expenses, including non-cash expenses such as
the fair value of equity awards granted, the calculation of which includes several variable assumptions, and unforeseen manufacturing
or supply issues, among other issues. Due to these fluctuations, we believe that the period-to-period comparisons of our operating results
are not a reliable indication of our future performance. As of the date of this filing, we are not aware of any trends in these factors
or events or conditions that we believe are reasonably likely to impact our results of operations in the future.

 Net
Product Sales

 Net
product sales were $2,198,000 and $1,955,000 for the fiscal years ended July 31, 2025 and 2024, respectively. The increase of $243,000
was attributable to increased sales across our end-user and distribution network servicing the food processing industry. Our top three
customers accounted for $787,000 of net product sales for the fiscal year ended July 31, 2025.

 For
the year ended July 31, 2025, one customer accounted for 18% of our net product sales. No other individual customer accounted for 10%
or more of our net product sales. There were no foreign sales during the fiscal year ended July 31, 2025.

 For
the year ended July 31, 2024, one customer accounted for 20% of our net product sales. No other individual customer accounted for 10%
or more of our net product sales. There were no foreign sales during the fiscal year ended July 31, 2024.

the fiscal years ended July 31, 2025 and 2024, we recognized $4,000 and $8,000 in royalties from a non-exclusive third-party distributor,
respectively.

 Cost
of Goods Sold

 Cost
of goods sold was $899,000 and $811,000 for the years ended July 31, 2025 and 2024, respectively. The increase of $88,000 was primarily
attributable to increased sales during the current fiscal year.

 Gross
margin, as a percentage of net product sales, was 59% for the years ended July 31, 2025 and 2024. Gross margin is a result of
product mix. Our bulk volume products have higher margin formulations compared to our smaller configurations that require increased
labor and packaging costs.

 Selling,
General and Administrative Expense

 Selling,
general and administrative expense was $3,259,000 and $3,981,000 for the years ended July 31, 2025 and 2024, respectively. The
decrease of $722,000 was primarily attributable to decreased personnel, facility and board fees. These decreases were offset by increased
marketing and travel fees.

 Share-based
compensation expense included in selling, general and administrative expense, was $147,000 and $214,000 for the fiscal years ended July
31, 2025 and 2024, respectively. The decrease of $67,000 is due to the prior year vesting of stock options and restricted stock units
granted to employees, directors and consultants supporting our selling, general and administrative functions.

and Development Expense

and development expense, primarily consisting of third-party fees and personnel costs, was $316,000 and $302,000 for the years ended
July 31, 2025 and 2024, respectively. The slight decrease was primarily attributable to decreased third-party testing and research supporting
our EPA and FDA efforts.

 Impairment
of fixed assets

the fiscal year ended July 31, 2024, management performed its annual impairment test and determined that its forecasted operations could
no longer support $60,000 of computer software previously capitalized as fixed assets, and as such an impairment was recognized. There
were no impairments recognized during the fiscal year ended July 31, 2025.

 Interest
Expense

 Interest
expense was $299,000 and $155,000 for the fiscal year ended July 31, 2025 and 2024, respectively. The increase of $144,000 was primarily
due to accrued interest on the outstanding convertible notes.

 Other
Income (Expense)

 Other
income was $172,000 compared to other expense of $4,000 for the fiscal year ended July 31, 2025 and 2024, respectively. During the fiscal
year ended July 31, 2025, we received $175,000 from the U.S. Governments Employee Retention Tax Credit Program.

 Liquidity
and Capital Resources

 As
of July 31, 2025, we had $409,000 in cash and cash equivalents compared with $424,000 in cash and cash equivalents as of July 31, 2024.
 The net decrease in cash and cash equivalents was attributable to the use of cash to fund our operations.
 Additionally, as of July 31, 2025, we had $6,174,000 of total liabilities, including $784,000 in accounts payable, compared with
$3,682,000 of total liabilities, including $601,000 in accounts payable as of July 31, 2024. The
net increase in total liabilities was due to the multiple note payable financings, summarized below, that occurred during the fiscal
years ended July 31, 2025, 2024 and 2023.

 We
have a history of recurring losses, and as of July 31, 2025 we have a stockholders deficiency of $5,116,000. During the fiscal year ended
July 31, 2025, we recorded a net loss of $2,399,000 on recorded net revenue of $2,202,000. In addition, during the year ended July 31,
2025 we used $2,015,000 in operating activities resulting in a cash balance of $334,000 as of July 31, 2025. Our history of recurring
operating losses, and negative cash flows from operating activities give rise to substantial doubt regarding our ability to continue
as a going concern. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability
and classification of assets or the amounts and classifications of liabilities that may result from our possible inability to continue
as a going concern.

 Note
Purchase Agreements (See Note 5)

 Fiscal
2025 Note Purchase Agreement

 On
September 16, 2024, the Company entered into a Note Purchase Agreement, or the 2025 Note Purchase Agreement, with certain accredited
investors, or 2025 Lenders, pursuant to which the Company issued the 2025 Lenders convertible promissory notes, or the 2025 Notes,
collectively with the 2025 Note Purchase Agreement, the 2025 Note Documents, with an aggregate principal balance of $500,000, or the
2025 Private Placement. The 2025 Note Documents provide for subsequent closings for an aggregate offering size of $3.0 million in
principal balance. Tom Y. Lee, a member of the Company's Board of Directors, or the
Board, invested $500,000 in the 2025 Private Placement, through affiliates or directly. The disinterested members of the Board
approved the 2025 Private Placement.

the fiscal year ended July 31, 2025, the Company issued additional 2025 Notes to Mr. Lee and his affiliates pursuant to the 2025 Note
Purchase Agreement in subsequent closings with an aggregate principal of $1,500,000. As of July 31, 2025, $2,000,000 of principal was
outstanding under the 2025 Note Documents.

 March
and June 2024 Note Purchase Agreement

 On
March 22, 2024, the Company entered into a Note Purchase Agreement, or the 2024 Note Purchase Agreement, with certain accredited
investors, or 2024 Lenders, pursuant to which the Company issued the 2024 Lenders convertible promissory notes, or the 2024 Notes,
collectively with the 2024 Note Purchase Agreement, the 2024 Note Documents, with an aggregate principal balance of $500,000, or the
2024 Private Placement. The 2024 Note Documents provide for subsequent closings for an aggregate offering size of $3.0 million in
principal balance. Tom Y. Lee, a member of the Company's Board of Directors, or the
Board, invested $500,000 in the 2024 Private Placement, through affiliates or directly. The disinterested members of the Board
approved the 2024 Private Placement. On June 21, 2024, we issued an additional 2024 Note to Mr. Lee pursuant to the 2024 Note
Purchase Agreement in a subsequent closing with an aggregate principal of $500,000. The disinterested members of the Board approved
the 2024 Private Placement. As of July 31, 2025, $1,000,000 of principal was outstanding under the 2024 Note Documents.

 July
and October 2023 Note Purchase Agreements

 In
July 2023, the Company entered into a Note Purchase Agreement, or the 2023 Note Purchase Agreement with certain accredited investors,
or the 2023 Lenders, pursuant to which the Company issued the 2023 Lenders convertible promissory notes, or the 2023 Notes, collectively
with the 2023 Note Purchase Agreement, or the 2023 Note Documents, with an aggregate principal balance of $1,015,000, or the 2023 Private
Placement. The 2023 Note Documents provide for subsequent closings for an aggregate offering size of $1.8 million in principal balance.
Messrs. Tom Y. Lee and Ivan Chen, each members of the Board invested $1,000,000 and $15,000, as of July 31, 2023, respectively in the
2023 Private Placement, through affiliates or directly. On October 20, 2023, we issued an additional 2023 Note to Mr. Lee pursuant to
the 2023 Note Purchase Agreement in a subsequent closing with an aggregate principal of $785,000. The disinterested members of the Board
approved the 2023 Private Placement. As of July 31, 2025, $1,800,000 of principal was outstanding under the 2023 Note Documents.

 Critical
Accounting Policies and Estimates

 The
discussion and analysis of our financial condition and results of operations are based on our audited consolidated financial statements,
which have been prepared in accordance with accounting principles generally accepted in the United States, or GAAP. The preparation of
these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues,
expenses, and related disclosures. We evaluate our estimates on an ongoing basis. We base our estimates on historical experience and
on other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments
about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from
these estimates under different assumptions or conditions.

 We
believe the following accounting policies and estimates are critical to aid you in understanding and evaluating our reported financial
results.

 Revenue
Recognition

 We
recognize revenue in accordance with the Financial Accounting Standards Board Accounting Standards Codification or ASC, Topic 606, Revenue
from Contracts with Customers or Topic 606. Under Topic 606, revenue is recognized at an amount that reflects the consideration to which
we expect to be entitled in exchange for transferring goods or services to a customer. This principle is applied using the following
5-step process:

 1.

 Identify
 the contract with the customer

 2.

 Identify
 the performance obligations in the contract

 3.

 Determine
 the transaction price

 4.

 Allocate
 the transaction price to the performance obligations in the contract

 5.

 Recognize
 revenue when (or as) each performance obligation is satisfied

 Under
Topic 606, we recognize revenue when we satisfy a performance obligation by transferring control of the promised goods or services to
our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services.

 Our
technology platform is based on patented stabilized ionic silver, and our initial products contain SDC. SDC is a broad-spectrum, non-toxic
antimicrobial agent, which offers residual protection and formulates well with other compounds. We sell various configurations and dilutions
of SDC direct to customers and through distributors. We currently offer PURE Hard Surface as a food contact surface sanitizer
and disinfectant to restaurant chains, food processors and food transportation companies. We also offer PURE Control
as a direct food contact processing aid.

 Contract
terms for unit price, quantity, shipping and payment are governed by sales agreements and purchase orders which we consider to be a customer's
contract in all cases. The unit price is considered the observable stand-alone selling price for the arrangements. Any promotional or
sales discounts are applied evenly to the units sold for purposes of calculating standalone selling price.

 Product
sales generally consist of a single performance obligation that we satisfy at a point in time. We recognize product revenue once the
following events have occurred: (a) we have transferred physical possession of the products, (b) we have a present right to payment,
(c) the customer has legal title to the products, and (d) the customer bears significant risks and rewards of ownership of the products.

 Our
direct customer and distributor sales are invoiced based on received purchase orders. Our payment terms on invoiced direct customer and
distributor sales range between 30 and 90 days after we satisfy our performance obligation. The majority of our customers are on 30-day
payment terms. We currently offer no right of return on invoiced sales and maintain no allowance for sales returns.

 Shipping
and handling are treated as activities to fulfill promises to customers and any amounts billed to a customer, if applicable, represent
revenues earned for the goods provided. Costs related to such shipping and handling billings are classified as cost of sales.

 We
do not have significant categories of revenue that may impact how the nature, amount, timing and uncertainty of revenue and cash flows
are affected by economic factors.

 Variable
Consideration

 We
record revenue from customers in an amount that reflects the transaction price we expect to be entitled to after transferring control
of those goods or services. From time to time, we offer sales promotions on our products such as discounts. Variable consideration is
estimated at contract inception only to the extent that it is probable that a significant reversal of revenue will not occur.

 Share-Based

 We
grant equity-based awards under share-based compensation plans. We estimate the fair value of share-based payment awards using the Black-Scholes
option valuation model. This fair value is then amortized over the requisite service periods of the awards. The Black-Scholes option
valuation model requires the input of subjective assumptions, including price volatility of the underlying stock, risk-free interest
rate, dividend yield, and expected life of the option. Share-based compensation expense is based on awards ultimately expected to vest,
and therefore is reduced by expected forfeitures. Changes in assumptions used under the Black-Scholes option valuation model could materially
affect our net loss and net loss per share.

 Impairment
of Long-Lived Assets

 In
accordance with GAAP, if indicators of impairment exist, we assess the recoverability of the affected long-lived assets by determining
whether the carrying value of such assets can be recovered through undiscounted future operating cash flows. If impairment is indicated,
we measure the amount of such impairment by comparing the carrying value of the asset to the fair value of the asset and we record the
impairment as a reduction in the carrying value of the related asset and a charge to operating results. Estimating the undiscounted future
cash flows associated with long-lived assets requires judgment, and assumptions could differ materially from actual results. During the
fiscal year ended July 31, 2024, management impaired $60,000 of computer software previously capitalized as fixed assets.

 There
we no fixed asset impairments during the fiscal year ended July 31, 2025.

 For
purposes of testing impairment, we group our long-lived assets at the lowest level for which there are identifiable cash flows independent
of other asset groups. Currently, there is only one level of aggregation for our intangible assets. We assess the impairment of long-lived
assets, consisting of property, plant, equipment and finite-lived intangible assets primarily consisting of the worldwide patent portfolio
of our silver ion technologies, annually, or whenever events or circumstances indicate that the carrying value may not be recoverable.
Examples of such events or circumstances include:

 an
 asset group's inability to continue to generate income from operations and positive cash flow in future periods;

 loss
 of legal ownership or title to an asset;

 significant
 changes in our strategic business objectives and utilization of the asset(s); and

 the
 impact of significant negative industry or economic trends.

on a quarterly basis we review the significant assumptions underlying our impairment assessment to determine that our previous conclusions
remain valid. As part of our review, we consider changes in revenue growth rates, operating margins, working capital needs and other
expenditures. With the exception of the impairment discussed above we have not identified any asset groups where undiscounted cash flows
were not substantially in excess of carrying value.

 Recoverability
of assets to be held and used in operations is measured by a comparison of the carrying amount of an asset to the future net cash flows
expected to be generated by the assets. The factors used to evaluate the future net cash flows, while reasonable, require a high degree
of judgment and the results could vary if the actual results are materially different than the forecasts. In addition, we base useful
lives and amortization or depreciation expense on our subjective estimate of the period that the assets will generate revenue or otherwise
be used by us. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying
amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount
or fair value less selling costs.

 We
also periodically review the lives assigned to our intangible assets to ensure that our initial estimates do not exceed any revised estimated
periods from which we expect to realize cash flows from the technologies. If a change were to occur in any of the above-mentioned factors
or estimates, the likelihood of a material change in our reported results would increase.

 Recent
Accounting Pronouncements

regarding recent accounting pronouncements is contained in Note 2 to the Consolidated Financial Statements, included elsewhere in this
report.

 Off
Balance Sheet Arrangements

 We
do not have any off balance sheet arrangements.

 Item
7A. Quantitative and Qualitative Disclosures About Market Risk

 As
a Smaller Reporting Company as defined by Rule 12b-2 of the Exchange Act and in Item 10(f)(1) of Regulation S-K, we are electing scaled
disclosure reporting obligations and therefore are not required to provide the information requested by this Item.

 Item
8. Financial Statements and Supplementary Data

 The
consolidated financial statements and supplementary data required by this Item 8 are set forth at the end of this Annual Report.

 Item
9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

 Not
applicable.

 Item
9A. Controls and Procedures

 Evaluation
of Disclosure Controls and Procedures

 We
maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Exchange Act
reports is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that
such information is accumulated and communicated to our management, including our Principal Executive Officer and Principal Financial
Officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls
and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable
assurance of achieving the desired control objectives.

 As
required by Rule 13a-15(e) under the Exchange Act, our management conducted an evaluation, under the supervision and with the participation
of our Principal Executive Officer and our Principal Financial Officer, of the effectiveness of the design and operation of our disclosure
controls and procedures as of the end of the period covered by this Annual Report. Based on the foregoing evaluation, our principal executive
officer and principal financial officer concluded that as of the end of the period covered by this report our disclosure controls and
procedures were effective.

 Changes
in Our Internal Controls over Financial Reporting

 There
were no changes in our internal controls over financial reporting during our most recent fiscal quarter that have materially affected,
or are reasonably likely to materially affect our internal controls over financial reporting.

 Management's
Annual Report on Internal Control Over Financial Reporting

 Our
management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Exchange
Act Rules 13a-15(f) and 15d-15(f). With the participation of our Principal Executive Officer and Principal Financial Officer, management
conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control
- Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on its evaluation
under this framework, our management concluded that our internal control over financial reporting was effective as of July 31, 2025.

 Inherent
Limitations on Effectiveness of Controls

 Our
management, including our Principal Executive Officer and Principal Financial Officer, do not expect that our disclosure controls or
our internal control over financial reporting will prevent or detect all error and all fraud. A control system, no matter how well designed
and operated, can provide only reasonable, not absolute, assurance that the control system's objectives will be met. The design
of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative
to their costs. Further, because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance
that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, have been detected.
These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because
of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people,
or by management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood
of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future
conditions. Projections of any evaluation of controls effectiveness to future periods are subject to risks. Over time, controls may become
inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures.

 Item
9B. Other Information

the year ended July 31, 2025, none of the Company's directors or executive officers adopted or terminated any contract, instruction
or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule
10b5-1(c) or any "non-Rule 10b5-1 trading arrangement" as defined in Item 408 of Regulation S-K under the Exchange Act.

 Item
9C. Disclosure Regarding Foreign Jurisdiction that Prevent Inspections

 Not
applicable.

 PART
III

 Item
10. Directors, Executive Officers and Corporate Governance

Regarding Our Board of Directors

 Pursuant
to our Bylaws, the number of directors is fixed and may be increased or decreased from time to time by resolution of our Board. The Board
has fixed the number of directors at seven members.

with respect to our directors as of October 29, 2025 is shown below.

 Name

 Age

 Since

 Position(s)
 Held

 Bartlett

 2023

 President,
 Director, Chief Executive Officer

 Tom
 Y. Lee, CPA

 2014

 Ivan
 Chen

 2018

 Tom
 Myers

 2021

 Bernard
 Blotner

 2023

 David
 M. Rendall

 2021

 Darin
 Zehr

 2024

Bartlett joined our Board in February 2023 and, in March of 2023 was appointed as our President and Chief Executive Officer. Mr.
Bartlett retired in 2006 as Chairman of the Board of Advanced Marketing Services, a major distributor of books and media to warehouse
clubs worldwide. Since 1995, he has been the founder and was managing director of Combined Resources International, a manufacturer and
distributor of picture frames, cork erase boards, and children's furniture to warehouse clubs in the United States and Canada.
From October of 1993 to June 1995, he served as Vice President, Divisional Manager at Anderson Chamberlain, Inc., an in-house general
merchandise and food broker for Costco's warehouse clubs worldwide. From September 1990 to December 1993, he served as Senior Vice
President, Operations, Merchandising, Traffic and Distribution with Source Club, Inc., a division of Meijer Stores. From December 1989
to December 1990, he served as Executive Vice President Merchandising, Operations, Traffic and Distribution with The Wholesale Club,
Inc. until it was sold to Walmart in 1990. Prior to that, from November 1981 to September 1989, he was promoted to the position of Executive
Vice President, Merchandising, Traffic and Distribution at The Price Company, Inc., the first membership warehouse club, which started
in San Diego, CA, and later merged with Costco. He served in the United States Army after being drafted in December of 1965, schooled
as artillery surveyor/training NCO for an Artillery Battalion, were he was attached to the 7 th Army in Europe where he was
honorably discharged at the rank of Sergeant E-5 in 1967. After discharge he attended Junior College under the GI Bill.

 We
believe Mr. Bartlett's qualifications to serve as a director on our Board include his vast executive experience and expertise in
merchandising and distribution to large retail stores and club warehouses and the insight he has into large retail sales and marketing.

 Tom
Y. Lee, CPA was appointed to our Board in October 2014 and, in 2019 was appointed as our President and Chief Executive Officer until
his resignation in March of 2023. Mr. Lee has served as the President of MicroTube, Inc. as well. Mr. Lee was formerly audit committee
chairman at First Continental Bank (which merged with United Commercial Bank in 2003). Mr. Lee has been an active CPA since 1983 and
earned a Master's Degree in Accounting from California State University, Long Beach and a Bachelor's Degree in Business Administration
from TamKang University in Taipei, Taiwan.

 We
believe Mr. Lee's qualifications to serve as a director on our Board include his accounting background and expertise as a CPA.
The Board also considered Mr. Lee's commitment to the Company and its technology platform based on his investments in the Company's
stock.

 Ivan Chen joined our Board in June 2018 and has served as Chairman of the
Board since August 2021. Mr. Chen brings extensive experience in the healthcare, life sciences and technology industries. He currently
serves as Senior Vice President, General Counsel and Corporate Secretary at Imagen Dental Partners ("Imagen"), a dental partnership
organization that provides non-clinical support services to dental practices across the United States. In this role, he is a member of
the executive leadership team and oversees all legal, compliance, government relations, insurance/risk and patient relations matters at
Imagen. Before joining Imagen, he was Director, Senior Corporate Counsel at PDS Health, one of the largest dental support organizations
in the United States, where he focused on acquisitions, dispositions, commercial contracts and healthcare compliance. Prior to joining
PDS Health, he was Director, Global M&A Counsel at eBay, a publicly-traded e-commerce platform. In this position, he led the negotiation
and execution of numerous U.S. and cross-border acquisitions. Earlier in his career, he was an associate at Morrison & Foerster LLP
and at Skadden, Arps, Slate, Meagher & Flom LLP, both large international law firms. In these roles, he focused on transactional,
securities and corporate governance matters.

 In
addition to serving on the Board of our company, Mr. Chen also is on the Board of AiTmed, a privately-held, early-stage telehealth platform.
Mr. Chen earned a J.D. from Harvard Law School, a master's degree from the University of Cambridge, and a bachelor's degree
from Northwestern University. He is admitted to the bar in California and New York and is a registered in-house counsel in Arizona.

 We
believe Mr. Chen's qualifications to serve as a director on our Board include his executive leadership experience as an attorney
and entrepreneur, as well as his educational background.

 Tom
Myers joined our Board in January 2021. He also serves as our Executive Vice President of Technology & Development. Prior to
serving as our Executive Vice President of Technology & Development, he was our Chief Operating Officer and our Executive Vice President,
Technical Support Services. In his various roles, he led the implementation and application of our SDC technology in customer facilities
through problem identification and solution development, custom protocol development and training. Mr. Myers has over 40 years of food
industry experience focusing on operations management, quality control and assurance, research and development, product and process development,
plant design and construction, food safety and regulatory compliance. Prior to joining our company, Mr. Myers served as the President
and Principal of Idaho Milk Products, where he built a $105 million green field dairy proteins plant and launched a worldwide business
with revenues in excess of $200 million annually. Mr. Myers also has held executive management roles at Weider Nutrition International,
Puritan Quartz Pharmaceuticals, FruitSource Associates and FruitSource Confections, Nancy's Specialty Foods, Izaki Glico and Berkshire
Hathaway Corporation (See's Candies and See's Candy Shops). Mr. Myers holds a Bachelor of Science degree from California
State University, Long Beach.

 We
believe Mr. Myers's qualifications to serve as a director on our Board include his executive leadership experience as the Company's
Chief Operating Officer and his experience in building and growing the Company's technology.

 Bernard
Blotner joined our Board in February 2023. Mr. Blotner retired in April 2020 as Senior Vice President and Corporate Client Group
Director with Morgan Stanley Wealth Management. He was associated with Morgan Stanley since 1983, having joined the firm originally with
E.F. Hutton & Company. Beginning in 1988, Mr. Blotner and his team focused on serving the investment needs of high net worth individuals
and corporations, specifically in relation to stock option plans, stock purchase plans, restricted stock plans, control and restricted
securities, and Rule 144 transactions. The team's assets under management was over $750 million, and plans ranged from small, local
companies to multinational Fortune 500 companies. He was a member of the National Association of Stock Plan Professionals, and his licenses
included Financial Industry Regulatory Agency Series 7, Series 65, Series 63 and Series 3. Mr. Blotner was named to the list of Forbes
Best-In-State Wealth Advisors (2020). He graduated cum laude from Boston College with a Bachelor of Arts degree and received his Master
of Arts degree from San Diego State University. Mr. Blotner has served on the Boards of Directors of several not for profit organizations.
Prior to joining Morgan Stanley, he was the Program Director of the Jewish Community Center in San Diego.

 We
believe Mr. Blotner's qualifications to serve as a director on our Board include his considerable experience in wealth management
and asset management and valuable knowledge of the financial markets.

 David
M. Rendall joined our Board in January 2021. Mr. Rendall is an attorney and licensed real estate broker in the state of California.
Mr. Rendall has been the broker and owner of RE/MAX of Santa Clarita, RE/MAX of Valencia, and RE/MAX Gateway since February 2014. Mr.
Rendall manages approximately 175 agents and has annual gross sales volume of over $1 billion. He is the owner of Group One Investments,
Inc., a licensed real estate property management and real estate investment firm specializing in commercial management, Value Add commercial
real estate investments, real estate syndication and development. He currently sits on the Santa Clarita Valley Economic Development
Corporation board and is the Chief Executive Officer of Escrow Advantage, Inc., an independent escrow company. Mr. Rendall also is the
general partner, owner, president, managing member, and/or member of multiple businesses and real estate partnerships. In addition to
his real estate companies, he is the Principal and Partner of Group One Legal, PC. Mr. Rendall has been practicing real estate since
2001 and law since 2003, when he was admitted to the state bar of California. Mr. Rendall earned a J.D. from Loyola Law School and a
bachelor's degree in Political Science and Sociology from University of California, Los Angeles. He was also an adjunct professor
at College of the Canyons, where he taught Real Estate Principles, Real Estate Practices, and Legal Aspects of Real Estate.

 We
believe Mr. Rendall's qualifications to serve as a director on our Board include his substantial managerial experience and that
his business expertise and insight into specific areas of sales and marketing can provide leadership to the Company through various stages
of potential development and growth. In addition, the Board values his legal expertise.

 Darin
Zehr joined our Board in May 2024. Mr. Zehr brings extensive experience working in the food industry. Since 1990, he has held various
roles in food quality and safety, sanitation, and operations management. He is the General Manager of Commercial Food Sanitation LLC,
or CFS. CFS, an Intralox Company, is a global food safety consulting and training organization that works across all food industry segments
and has operations in North and South America, Europe, Asia, and Australia. Prior to this role, Mr. Zehr spent 22 years with Kraft Foods
where he held numerous roles in operations, including Area Sanitation Manager, Business Unit Manager, and Plant Manager. Mr. Zehr received
a Bachelor of Science degree in Chemistry from The State University of New York at Oswego.

 We
believe Mr. Zehr's qualifications to serve as director on our Board include his considerable experience and commitment working
in the food safety industry.

Regarding Our Executive Officers

with respect to our executive officers as of October 29, 2025 is shown below. Since Robert Bartlett and Tom Myers also serve on the Board,
their biographies are set forth under "Information Regarding the Board of Directors" above.

 Name

 Age

 Position(s)
 Held

 Position(s)
 Held Since

 Bartlett

 Chief
 Executive Officer

 2023

 Mark
 Elliott

 Vice
 President, Finance

 2015

 Tom
 Myers

 Executive
 Vice President of Technology & Development

 2023

 Mark
Elliott was appointed as our Vice President of Finance and Principal Financial and Accounting Officer in July 2015. Mr. Elliott joined
the Company in 2004 as accounting manager and has been responsible for managing all accounting and regulatory reporting activities since
he was promoted to Controller in May 2006. He has also been responsible for establishing all current financial and reporting systems.
Prior to joining the Company, Mr. Elliott worked in government accounting. He earned a Bachelor of Science, Business Administration-Accountancy
at California State University-San Marcos.

 Family
Relationships

 Mr.
Ivan Chen is the nephew of Mr. Tom Y. Lee. There are no other family relationships between any current director executive officer, or
any director or executive officer during the fiscal year ended July 31, 2025.

 Corporate
Governance

 Overview

 We
are committed to maintaining high standards of business conduct and corporate governance, which we believe are fundamental to the overall
success of our business, serving our stockholders well and maintaining our integrity in the marketplace. Our Corporate Governance Guidelines
and Code of Business Conduct and Ethics (defined below), together with our Certificate of Incorporation, Bylaws and the charters of our
Board Committees (defined below), form the basis for our corporate governance framework. As discussed below, our Board has established
two standing committees to assist it in fulfilling its responsibilities to the Company and its stockholders: the Audit Committee and
the Compensation Committee, or the Board Committees. The Board performs the functions typically assigned to a Nominating and Corporate
Governance Committee.

 Corporate
Governance Guidelines

 Our
Corporate Governance Guidelines are designed to ensure effective corporate governance of our Company. Our Corporate Governance Guidelines
cover topics including, but not limited to, director qualification criteria, director responsibilities, director compensation, director
orientation and continuing education, communications from stockholders to the Board, succession planning and the annual evaluations of
the Board and the Board Committees. Our Corporate Governance Guidelines are reviewed regularly by the Board and revised when appropriate.
The full text of our Corporate Governance Guidelines can be found in the "Corporate Governance" section of our website accessible
at www.purebio.com. A printed copy may also be obtained by any stockholder upon request to our Corporate Secretary.

 Code
of Business Conduct and Ethics

 We
have adopted a Code of Business Conduct and Ethics that applies to all of our employees, officers and directors. This Code constitutes
a "code of ethics" as defined by the rules of the SEC. This Code also contains "whistle blower" procedures adopted
by our Audit Committee regarding the receipt, retention and treatment of complaints related to accounting, internal accounting controls
or auditing matters and procedures for confidential anonymous employee complaints related to questionable accounting or auditing matters.
Copies of the code may be obtained free of charge from our website, www.purebio.com. Any amendments to, or waivers from, a provision
of our code of ethics that applies to any of our executive officers will be posted on our website in accordance with the rules of the
SEC. Other than as specifically referenced herein, the information contained on, or that can be accessed through, our website is not
a part of this Report.

Independence

 We
are not currently listed on any national securities exchange or in an inter-dealer quotation system that has established a standard for
independence. However, in evaluating the independence of our members and the composition of the Board Committees, our Board utilizes
the definition of "independence" as that term is defined by applicable listing standards of the NYSE MKT. As of the date
hereof, our Board consists of seven members, four of whom are considered independent as that term is defined by applicable listing standards
of the NYSE MKT. Our independent directors include: Messrs. Chen, Blotner, Rendall and Zehr.

 Board
and Board Committee Attendance

the fiscal year ended July 31, 2025, the Board met six times and it took action by unanimous written consent three times. During the
fiscal year ended July 31, 2025, our Audit Committee met four times. Four of the directors attended 100% of the meetings of the Board,
one director attended 90% and one director attended 70%.

Attendance at Annual Meeting

 We
believe the annual meeting of stockholders provides a good opportunity for our directors to hear any feedback the stockholders may share
with the Company at the meeting. As a result, we encourage our directors to attend our annual meeting. We reimburse our directors for
the reasonable expenses incurred by them in attending the annual meeting.

 Executive
Sessions

 Executive
sessions of our independent directors are held at each regularly scheduled meeting of our Board and at other times as necessary and are
chaired by the Chairman of the Board. The Board's policy is to hold executive sessions without the presence of management, including
our President and Chief Executive Officer, who is the only non-independent director on the Board. Our Board Committees also generally
meet in executive session at the end of each Committee meeting.

 Board
Committees

Committee. The Compensation Committee currently consists of Messrs. Chen (Chair), Blotner, Rendall and Zehr. The functions of the
Compensation Committee include the approval of the compensation offered to our executive officers and recommending to the full Board
the compensation to be offered to our directors, including our Chairman. The Board has determined that Messrs. Chen, Blotner, Rendall
and Zehr are each an "independent director" under the listing standards of the NYSE MKT. In addition, the members of the
Compensation Committee each qualify as a "non-employee director" for purposes of Rule 16b-3 under the Exchange Act and as
an "outside director" for purposes of Section 162(m) of the Internal Revenue Code of 1986, as amended. The Compensation Committee
is governed by a written charter approved by the Board, a copy of which is available on our website at www.purebio.com.

 Audit
Committee. The Audit Committee currently consists of Messrs. Chen (Chair), Blotner, Rendall and Zehr. The functions of the Audit
Committee include the retention of our independent registered public accounting firm, reviewing and approving the planned scope, proposed
fee arrangements and results of the Company's annual audit, reviewing the adequacy of the Company's accounting and financial
controls and reviewing the independence of the Company's independent registered public accounting firm. The Board has determined
that Messrs. Chen, Blotner, Rendall and Zehr are each an "independent director" under the listing standards of the NYSE MKT.
The Board has also determined that Messrs. Chen, Blotner and Rendall are each an "audit committee financial expert" within
the applicable definition of the SEC. The Audit Committee is governed by a written charter approved by the Board, a copy of which is
available on our website at www.purebio.com.

 Nominating
and Corporate Governance Committee. The Board has not established a Nominating and Corporate Governance Committee, and as a result
performs the functions typically assigned to a Nominating and Corporate Governance Committee, including the following roles: identification,
recruitment and nomination of candidates for the Board and the Board Committees, determining the structure, composition and functioning
of the Board and its committees including the reporting channels through which the Board receives information and the quality and timeliness
of the information; developing and recommending to the Board corporate governance guidelines applicable to the Company and annually reviewing
and recommending changes, as necessary or appropriate; and overseeing the annual evaluation of the Board's effectiveness and performance.

 Board
and Board Committee Effectiveness

 The
Board and each of the Boards Committees performs an annual self-assessment to evaluate their effectiveness in fulfilling their obligations.
The Board's and each Board Committee's evaluations cover a wide range of topics, including, among others, the fulfillment
of the Board, Board Committees, responsibilities identified in the Corporate Governance Guidelines and charters for each Board Committee.

 Board
Leadership Structure

 Our
Bylaws provide our Board with flexibility to combine or separate the positions of Chairman of the Board and Chief Executive Officer in
accordance with its determination that utilizing one or the other structure would be in the best interests of our company. At the current
time, Mr. Chen serves as our Chairman of the Board, and Mr. Bartlett serves as our Chief Executive Officer. Our Board believes our leadership
structure enhances the accountability of our Chief Executive Officer to the Board and encourages balanced decision making. In addition,
the Board believes that this structure provides an environment in which its independent directors are fully informed, have significant
input into the content of Board meetings and are able to provide objective and thoughtful oversight of management. Our Board also separated
the roles in recognition of the differences in responsibilities. While our Chief Executive Officer is responsible for the day-to-day
leadership of the Company and its business operations, the Chairman of the Board provides guidance to the Board, sets the agenda for
Board meetings and presides over the meetings of the full Board and the meetings of the Board's non-management directors. The Board
Chairman also provides performance feedback on behalf of the Board to our Chief Executive Officer. The Board intends to carefully evaluate
from time to time whether our Chief Executive Officer and Chairman positions should remain separate based on what the Board believes
is best for the Company and its stockholders.

 Board
Oversight of Risk

 The
Board is actively involved in the oversight of risks that could affect the Company. The Board as a whole has responsibility for risk
oversight of the Company's risk management policies and procedures, with reviews of certain areas being conducted by the relevant
Board committee. The Board satisfies this responsibility through reports by each Committee Chair regarding the Committee's considerations
and actions, as well as through regular reports directly from management responsible for oversight of particular risks within the Company.
Specifically, the Board committees address the following risk areas:

 The
 Compensation Committee is responsible for overseeing the management of risks related to the Company's executive compensation
 plans and arrangements.

 The
 Audit Committee discusses with management the Company's major financial and other risk exposures, including cybersecutiry,
 and the steps management has taken to monitor and control such exposures.

 The
Board as a whole considers risks related to regulatory and compliance matters as well as risks related to the Company's sales and
marketing and research and development initiatives.

 The
Board encourages management to promote a corporate culture that incorporates risk management into the Company's day-to-day business
operations.

 Stockholder
Recommendations for Director Nominees

 In
nominating candidates for election as a director, the Board will consider a reasonable number of candidates recommended by a single stockholder
who has held over 20% of PURE Bioscience, Inc. common stock for over one year and who satisfies the notice, information and consent provisions
set forth in our Bylaws and Corporate Governance Guidelines. Stockholders who wish to recommend a candidate may do so by writing to the
Board in care of the Corporate Secretary, PURE Bioscience, Inc., 771 Jamacha Road, #512, El Cajon, California 92019. The Board will use
the same evaluation process for director nominees recommended by stockholders as it uses for other director nominees. A printed copy
of our Bylaws may be obtained by any stockholder upon request to our Corporate Secretary.

 Identification
and Evaluation of Director Nominees

 In
evaluating nominees for membership on our Board, our Board applies the Board membership criteria set forth in our Corporate Governance
Guidelines. Under these criteria, the Board takes into account many factors, including an individual's business experience and
skills (including skills in core areas such as operations, management, technology, accounting and finance, strategic planning and international
markets), as well as independence, judgment, knowledge of our business and industry, professional reputation, leadership, integrity and
ability to represent the best interests of the Company's stockholders. In addition, the Board also considers the ability to commit
sufficient time and attention to the activities of the Board, as well as the absence of any potential conflicts with the Company's
interests. The Board does not assign specific weights to particular criteria and no particular criterion is necessarily applicable to
all prospective nominees. The Board does not have a formal policy with respect to diversity of nominees. Rather, our Board considers
Board membership criteria as a whole and seeks to achieve diversity of occupational and personal backgrounds on the Board.

 Our
Board regularly assesses the appropriate size of our Board, and whether any vacancies on our Board are expected due to retirement or
otherwise. In the event that vacancies are anticipated, or otherwise arise, the Board will consider various potential candidates who
may come to the attention of the Board through current Board members, professional search firms, stockholders or other persons. Each
candidate brought to the attention of the Board, regardless of who recommended such candidate, is considered on the basis of the criteria
set forth in our corporate governance guidelines. As stated above, our Board will consider candidates proposed for nomination by our
significant stockholders. Stockholders may propose candidates by submitting the names and supporting information to: Corporate Secretary,
PURE Bioscience, Inc., 771 Jamacha Road, #512, El Cajon, California 92019. Supporting information should include (a) the name and address
of the candidate and the proposing stockholder, (b) a comprehensive biography of the candidate and an explanation of why the candidate
is qualified to serve as a director taking into account the criteria identified in our corporate governance guidelines, (c) proof of
ownership, the class and number of shares, and the length of time that the shares of our voting securities have been beneficially owned
by each of the candidate and the proposing stockholder, and (d) a letter signed by the candidate stating his or her willingness to serve,
if elected.

 Insider
Trading Arrangements and Policies

 We
have adopted insider trading policies and procedures governing the purchase, sale, and/or other dispositions of the Company's securities
by directors, officers and employees, or the Company itself, that are reasonably designed to promote compliance with insider trading
laws, rules and regulations, and any listing standards applicable to the Company. A copy of the Company's insider trading policy
has been filed as Exhibit 19.1 to this Annual Report.

 We
have not adopted an insider trading policy governing the purchase, sale, and other dispositions of our securities by directors, senior
management, and employees, but plan to do so in the future. However, the Board and management are cognizant of the need to promote compliance
with applicable securities laws, known as "insider trading" laws, which prohibit persons who receive or become aware of material
non-public information about the Company (or other companies that do business with the Company) from trading in the Company's (or
such other company's) securities or providing material non-public information to others who may trade in the Company's (or
such other company's) securities on the basis of that information.

 Item
11. Executive Compensation

 Summary
Compensation Table

 The
following table sets forth a summary of cash and non-cash compensation awarded, earned or paid for services rendered to us during the
fiscal years ended July 31, 2025 and July 31, 2024 by our named executive officers, consisting of (i) each individual serving as principal
executive officer during the fiscal year ended July 31, 2025 and (ii) our other two most highly compensated officers serving during the
fiscal year ended July 31, 2025.

 Name and Principal Position

 Fiscal Year

 Salary
 ($)(1)

 Option Awards
 ($)(2)

 Total Compensation
 ($)

 2025

 $
 151,900

 $
 39,400
 (3)

 $
 191,300

 Chief Executive Officer

 2024

 $

 $
 15,000
 (4)

 $
 215,000

 Mark Elliott

 2025

 $
 169,200

 $
 9,400
 (5)

 $
 178,600

 Vice President Finance

 2024

 $
 180,000

 $
 15,000
 (6)

 $
 195,000

 Tom Myers

 2025

 $
 188,000

 $
 9,400
 (7)

 $
 197,400

 Executive Vice President of Technology & Development

 2024

 $

 $
 15,000
 (8)

 $
 215,000

 (1)

 Amounts
 reflect salary earned during the respective fiscal years.

 (2)

 Amounts
 for the years ended July 31, 2025 and 2024 reflect the grant date fair value for financial statement reporting purposes with respect
 to stock options granted during the respective fiscal years, calculated in accordance with authoritative guidance.

 (3)

 an award consisting of options to purchase 655,000 shares of common stock.

 (4)

 an award consisting of options to purchase 150,000 shares of common stock.

 (5)

 an award consisting of options to purchase 155,000 shares of common stock.

 (6)

 an award consisting of options to purchase 150,000 shares of common stock.

 (7)

 Represents awards consisting of options to purchase 155,000 shares of common stock.

 (8)

 an award consisting of options to purchase 150,000 shares of common stock.

 Narrative
to Summary Compensation Table

 The
compensation program established for the Company's executive officers consisted of the following elements:

 Base
Salary: The base salaries of our named executive officers depend on their job responsibilities, the market rate of compensation
paid by companies in our industry for similar positions, our financial position and performance, and the strength of our business. Base
salaries provide a fixed means of compensation in order to attract and retain talent. The base salary for Mr. Bartlett was voluntary
reduced from $200,000 per year to $100,000 per year during the fiscal year ended July 31, 2025. The base salary for Mr. Elliott was voluntary
reduced from $180,000 per year to $157,500 per year during the fiscal year ended July 31, 2025. The base salary for Mr. Myers was voluntary
reduced from $200,000 per year to $175,000 per year during the fiscal year ended July 31, 2025. Subsequent to July 31, 2025, the base
salaries for Messrs. Bartlett, Elliott and Myers were voluntary reduced to $80,000, $147,500 and $155,000, respectively.

 Performance-Based
Cash Awards: As part of the Company's executive compensation program, our executive officers are eligible to receive performance-based
cash awards. The annual performance-based cash awards are based on the executive officer's individual performance and the Company's
actual performance compared to the corporate goals approved by the Board and the Compensation Committee. Following the end of each fiscal
year, the Board and the Compensation Committee is responsible for determining the bonus amount payable to an executive officer based
on that executive officer's individual performance during the fiscal year and its determination of the Company's actual performance
compared to the corporate goals established for that fiscal year. Due to the Company's limited financial resources and performance,
our named executive officers did not receive any performance-based cash bonuses for the years ended July 31, 2025 and 2024.

 Long-Term
Equity Awards: Equity ownership by our executive officers and key employees encourages them to create long-term value and aligns
their interests with those of our stockholders. As a result, our executive compensation program provides for the issuance of stock options
and RSUs as determined by the Compensation Committee and our Board.

 Outstanding
Equity Awards at Year-End

 The
following table provides a summary of all equity awards held by our named executive officers that were outstanding as of July 31, 2025.

 Option Awards

 Name

 Number of Securities Underlying Unexercised Options (#) Exercisable

 Option Exercise Price ($)

 Option Expiration Date

 655,000

 $
 0.07

 8/19//2034

 (1)

 $
 0.12

 7/31/2033

 (2)

 Mark Elliott

 155,000

 $
 0.07

 8/19/2034

 (3)

 $
 0.12

 7/31/2033

 (4)

 100,000

 $
 0.20

 9/30/2032

 (5)

 100,000

 $
 0.45

 6/18/2031

 (6)

 $
 0.33

 1/29/2030

 (7)

 $
 0.79

 5/15/2030

 (7)

 Tom Myers

 155,000

 $
 0.07

 8/19/2034

 (8)

 $
 0.12

 7/31/2033

 (9)

 $
 0.20

 9/30/2032

 (10)

 $
 0.20

 9/30/2032

 (10)

 $
 0.45

 6/18/2031

 (11)

 $
 0.33

 1/29/2030

 (12)

 $
 0.79

 5/15/2030

 (12)

 (1)

 the year ended July 31, 2025, we granted Mr. Bartlett an award consisting of an option to purchase 155,000 shares of common stock.
 The options have a ten-year term and vest in four quarterly installments. In addition, we granted Mr. Bartlett an award consisting
 of an option to purchase 500,000 shares of common stock subject to Mr. Bartlett's employment agreement. All 500,000 options
 vested on the date of grant and carry a ten-year term.

 (2)

 the year ended July 31, 2024, we granted Mr. Bartlett an award consisting of an option to purchase 150,000 shares of common stock.
 The options have a ten-year term and vest in four quarterly installments.

 (3)

 the year ended July 31, 2025, we granted Mr. Elliott an award consisting of an option to purchase 155,000 shares of common stock. The options have a ten-year term and vest in four quarterly installments.

 (4)

 the year ended July 31, 2024, we granted Mr. Elliott an award consisting of an option to purchase 150,000 shares of common stock.
 The options have a ten-year term and vest in four quarterly installments.

 (5)

 the year ended July 31, 2023, we granted Mr. Elliott awards consisting of an option to purchase 100,000 shares of common stock. The
 options have a ten-year term and vest in four quarterly installments.

 (6)

 the year ended July 31, 2021, we granted Mr. Elliott awards consisting of an option to purchase 100,000 shares of common stock. The
 options have a ten-year term and vest in four quarterly installments.

 (7)

 the year ended July 31, 2020, we granted Mr. Elliott awards consisting of an option to purchase 300,000 shares of common stock. The
 options have a five-year term and vest in four quarterly installments.

 (8)

 the year ended July 31, 2025, we granted Mr. Myers an award consisting of an option to purchase 155,000 shares of common stock. The options have a ten-year term and vest in four quarterly installments.

 (9)

 the year ended July 31, 2024, we granted Mr. Myers awards consisting of an option to purchase 150,000 shares of common stock. The
 options have a ten-year term and vest in four quarterly installments.

 (10)

 the year ended July 31, 2023, we granted Mr. Myers awards consisting of an option to purchase 250,000 shares of common stock. 125,000
 options vest quarterly over one year. The remaining 125,000 options vest annually over two years. All 250,000 options have a ten-year
 term.

 (11)

 the year ended July 31, 2021, we granted Mr. Myers awards consisting of an options to purchase 125,000 shares of common stock. The
 options have a ten-year term and vest in four quarterly installments.

 (12)

 the year ended July 31, 2020, we granted Mr. Myers awards consisting of an options to purchase 250,000 shares of common stock. The
 options have a five-year term and vest in four quarterly installments.

the year ended July 31, 2025, Messrs. Bartlett, Elliott and Myers had 650,000, 150,000 and 150,000 option awards vest, respectively.
There was no respective value on vesting.

 Employment
Agreements; Potential Payments Upon Termination or a Change in Control for Current Executive Officers

 On
March 15, 2023, we entered into an employment agreement with Robert Bartlett, or the Bartlett Employment Agreement, to serve as our Chief
Executive Officer pursuant to which Mr. Bartlett was entitled to receive an annual base salary of $300,000, a one-time signing bonus
of $17,500 and an option to purchase 500,000 shares of our common stock to be granted at a future date. During the fiscal year ended
July 31, 2025, Mr. Bartlett's salary was voluntarily reduced from $200,000 to $100,000. Mr. Bartlett's employment is "at
will" and may be terminated at any time, with or without cause (as defined in the Bartlett Employment Agreement) with 30-days advance
written notice.

 Pay-Versus-Performance

 As
required by Section 952(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 402(v) of Regulation S-K, we are
providing the following information about the relationship between executive compensation actually paid, or CAP, and our financial performance
for each of the last two completed fiscal years. In determining the CAP to our named executive officers (or "NEOs"), we are
required to make various adjustments to amounts that have been previously reported in the Summary Compensation Table in previous years,
as the SEC's valuation methods for this disclosure differ from those required in the Summary Compensation Table. For our NEOs,
other than our principal executive officer (the "PEO"), compensation is reported as an average.

 Year

 Summary Compensation Table Total for PEO (1)

 Actually
 Paid to PEO (2)

 Average
 Summary
 Table
 Total for
 Non-PEO
 NEOs (3)

 Average
 Actually Paid
 to Non-PEO
 NEOs (4)

 Value of Initial Fixed
 $100 Investment
 Based On Total
 Stockholder Return (5)

 Net Loss (in thousands) (6)

 2025

 $
 151,900

 $
 112,500

 $
 178,600

 $
 159,800

 $
 9.00

 $
 2,400

 2024

 $

 $
 185,000

 $
 190,000

 $
 160,000

 $
 8.00

 $
 3,350

 (1)

 Bartlett is our PEO for each year reported.

 (2)

 In
 accordance with SEC rules, the following adjustments were made to determine the CAP to Robert Bartlett during fiscal years 2025 and
 2024, which consisted solely of adjustments to the PEO's equity awards:

 Description of Adjustment

 Fiscal Year

 2025

 2024

 Summary Compensation Table - Total Compensation

 $
 151,900

 $

 - Grant Date Fair Value of Option Awards Granted in the Covered Fiscal Year

 $
 (39,400
)

 $
 (15,000
)

 + Fair Value at Fiscal Year-End of Outstanding and Unvested Option Awards Granted in the Covered Fiscal Year

 $
 —

 $
 —

 + Change in Fair Value of Outstanding and Unvested Option Awards Granted in Prior Fiscal Years

 $
 —

 $
 —

 + Fair Value on Vesting Date of Option Awards Granted in the Covered Fiscal Year that Vested During the Covered Fiscal Year

 $
 —

 $
 —

 + Change in Fair Value as of Vesting Date of Option Awards Granted in Prior Fiscal Years that Vested in the Covered Fiscal Year

 —

 —

 - Fair Value as of Prior Fiscal Year-End of Option Awards Granted in Prior Fiscal Years that Failed to Meet Applicable Vesting Conditions During the Covered Fiscal Year

 $
 —

 $
 —

 Compensation Actually Paid

 $
 112,500

 $
 185,000

 (3)

 The
 non-PEO NEOs for whom the average compensation is presented in this table for fiscal years 2025 and 2024 are Tom Myers and Mark Elliott.
 The dollar amounts reported in this column represent the average of the amounts reported for the non-PEO NEOs in the "Total"
 column of the Summary Compensation Table in the applicable fiscal year.

 (4)

 In
 accordance with SEC rules, the following adjustments were made to determine the CAP on average to our non-PEO NEOs during fiscal
 years 2025 and 2024, which consisted solely of adjustments to the non-PEO NEOs' equity awards:

 Description of Amount

 2025

 2024

 Summary Compensation Table - Total Compensation

 $
 178,600

 $
 190,000

 - Grant Date Fair Value of Option Awards Granted in the Covered Fiscal Year

 $
 (18,800
)

 $
 (30,000
)

 + Fair Value at Fiscal Year-End of Outstanding and Unvested Option Awards Granted in Covered Fiscal Year

 $
 —

 $
 —

 + Change in Fair Value of Outstanding and Unvested Option Awards Granted in Prior Fiscal Years

 $
 —

 $
 —

 + Fair Value on Vesting Date of Option Awards Granted in the Covered Fiscal Year that Vested During the Covered Fiscal Year

 $
 —

 $
 —

 + Change in Fair Value as of Vesting Date of Option Awards Granted in Prior Fiscal Years that Vested in the Covered Fiscal Year

 $
 —

 $
 —

 - Fair Value as of Prior Fiscal Year-End of Option Awards Granted in Prior Fiscal Years that Failed to Meet Applicable Vesting Conditions During the Covered Fiscal Year

 $
 —

 $
 —

 Compensation Actually Paid

 $
 159,800

 $
 160,000

 (5)

 Total
 Stockholder Return illustrates the value, as of the last day of the indicated fiscal year, of an investment of $100 in our Common
 Stock on July 31, 2021.

 (6)

 The
 dollar amounts reported represent the amount of net loss reflected in our audited financial statements for the applicable year.

Actually Paid and Total Stockholder Return

 The
following graph reflects the relationship between the PEO and average non-PEO NEO CAP versus the Company's cumulative Total Stockholder
Return, assuming an initial fixed investment of $100, for the fiscal years ended July 31, 2025 and 2024.

Actually Paid and Net Loss

 The
following graph reflects the relationship between the PEO and average non-PEO NEO CAP and the Company's net loss for the fiscal
years ended July 31, 2025 and 2024.

 Code
Section 162(m) Provisions

 Section
162(m) of the U.S. Internal Revenue Code, or the IRS Code, generally disallows a tax deduction to public companies for compensation in
excess of $1 million paid to the Chief Executive Officer or any of the four most highly compensated officers. Prior to changes in tax
law taking effect in 2018, there was an exception to the $1.0 million limitation for performance-based compensation, including stock
options, meeting certain requirements. Before such amendments we had not adopted a policy that all compensation must qualify as deductible
under Section 162(m) of the IRS Code. The exemption from the Section 162(m) deduction limit for performance-based compensation has been
repealed, effective for taxable years beginning after December 31, 2017, such that compensation paid to our Chief Executive Officer and
certain other executive officers in excess of $1.0 million will not be deductible unless it qualifies for transition relief applicable
to certain arrangements in place as of November 2, 2017.

of Directors

 The
following table sets forth compensation earned in the fiscal year ended July 31, 2025 by each of our non-employee directors who are not
named executive officers.

 Fees Earned
 or Paid in
 Cash

 Option
 Awards

 Total

 Name

 ($)

 ($)(1)

 ($)

 Ivan Chen

 $
 28,125

 $
 8,400

 $
 36,525

 Tom Y. Lee

 $
 22,500

 $
 7,000

 $
 29,500

 David M. Rendall

 $
 25,500

 $
 7,000

 $
 32,500

 Bernard Blotner

 $
 25,500

 $
 7,000

 $
 32,500

 Darin Zehr

 $
 25,000

 $
 7,000

 $
 32,500

 (1)
Amounts for the year ended July 31, 2025 reflect the grant date fair value for financial statement reporting purposes with respect to
stock options granted during the fiscal year, calculated in accordance with authoritative guidance.

 Narrative
to Director Compensation Table

the third quarter of fiscal year 2025, Board compensation was voluntarily reduced by half. Each non-employee director of the Company
receives cash fees from the Company for their services as members of the Board, and any Board Committees, as follows:

 Each
 non-employee director receives an annual fee of $15,000 payable for such director's service on the Board and each member of
 the Audit Committee and Compensation Committee receives an additional annual fee of $1,000 and $1,000, respectively, payable for
 such director's service on that Board Committee.

 The
 Chair of the Audit Committee receives an additional annual fee of $2,500 for such Chair's service and the Chair of the Compensation
 Committee receives an additional annual fee of $1,250 for such Chair's service.

 Annual
fees are normally paid to each non-employee director in four equal installments on a quarterly basis. Any non-employee directors serving
a portion of the year are entitled to receive such fees on a pro rata basis based on their length of service during the year. Mr. Myers
and Mr. Bartlett did not receive any additional compensation for their board service.

new members of the Board are entitled to receive stock options in an amount to be determined by the Compensation Committee or the Board.

the fiscal year ended July 31, 2025, Messrs. Chen, Lee, Rendall, Blotner and Zehr received options to purchase 150,000, 125,000, 125,000,
125,000 and 125,000 shares of common stock, respectively. The options vest fifty percent (50%) on the date of the next annual meeting
and fifty percent (50%) on the date of the following year's annual meeting.

 In
the past, our Board has approved each year, generally in the first or second calendar quarter of the year, an annual option or stock
grant for our non-employee directors. Any such grant is at the discretion of the Board, which considers the recommendation of our Compensation
Committee. Upon the Board's approval of any such grant, each non-employee director generally may elect whether to receive the grant
as an option or stock award.

 Item
12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 The
following table provides information regarding the beneficial ownership of our common stock as of October 29, 2025, or the Evaluation
Date, by: (i) each of our current directors, (ii) each of our named executive officers as set forth in Item 11 of this Annual Report,
(iii) all such directors and executive officers as a group and (iv) our five percent or greater stockholders. The table is based upon
information supplied by our officers, directors and principal stockholders and a review of Schedules 13D and 13G, if any, filed with
the SEC. Unless otherwise indicated in the footnotes to the table and subject to community property laws where applicable, we believe
that each of the stockholders named in the table has sole voting and investment power with respect to the shares indicated as beneficially
owned.

 Applicable
percentages are based on 111,856,473 shares outstanding as of the Evaluation Date, adjusted as required by rules promulgated by the SEC.
These rules generally attribute beneficial ownership of securities to persons who possess sole or shared voting power or investment power
with respect to those securities. In addition, the rules include shares of our common stock issuable pursuant to the exercise of stock
options or warrants or settlement of restricted stock units that are either immediately exercisable or exercisable within 60 days of
the Evaluation Date. These shares are deemed to be outstanding and beneficially owned by the person holding those securities for the
purpose of computing the percentage ownership of that person, but they are not treated as outstanding for the purpose of computing the
percentage ownership of any other person.

 Name (1)

 Number of
 Beneficially
 Owned

 Percent of
 Common
 Stock

 Tom Y. Lee

 45,775,625
 (2)

 29.04
 %

 Mark Elliott

 761,100
 (3)

 *

 Tom Myers

 1,763,850
 (4)

 1.62
 %

 Ivan Chen

 1,625,000
 (5)

 1.50
 %

 David M. Rendall

 752,371
 (6)

 *

 737,500
 (7)

 *

 Bernard Blotner

 135,000
 (8)

 *

 Darin Zehr

 -

 *

 All of our executive officers and directors as a group (8 persons)

 51,984,196
 (9)

 34.52
 %

 *

 Indicates
 less than one percent of the outstanding shares of the Company's common stock.

 (1)

 Unless,
 noted below, the address for each person listed in the table is c/o PURE Bioscience, Inc., 771 Jamacha Road, #512, El Cajon, California
 92019.

 (2)

 of 1,762,500 shares of common stock subject to options currently exercisable or exercisable within 60 days of the Evaluation Date,
 and 44,013,125 shares of common stock held directly by Mr. Lee and his affiliates.

 (3)

 of 766,250 shares of common stock subject to options currently exercisable or exercisable within 60 days of the Evaluation Date,
 and 72,350 shares of common stock held directly by Mr. Elliott.

 (4)

 of 991,250 shares of common stock subject to options currently exercisable or exercisable within 60 days of the Evaluation Date,
 and 850,100 shares of common stock held directly by Mr. Myers.

 (5)

 of 950,000 shares of common stock subject to options currently exercisable or exercisable within 60 days of the Evaluation Date,
 and 750,000 shares of common stock held directly by Mr. Chen.

 (6)

 of 412,500 shares of common stock subject to options currently exercisable or exercisable within 60 days of the Evaluation Date,
 and 402,371 shares of common stock held directly by Mr. Rendall.

 (7)

 of 766,250 shares of common stock subject to options currently exercisable or exercisable within 60 days of the Evaluation Date,
 and 50,000 shares of common stock held directly by Mr. Bartlett.

 (8)

 of 187,500 shares of common stock subject to options currently exercisable or exercisable within 60 days of the Evaluation Date,
 and 10,000 shares of common stock held directly by the Blotner Family 1998 Trust.

 (9)

 of 5,836,250 shares of common stock subject to options currently exercisable or exercisable within 60 days of the Evaluation Date
 and 46,147,946 shares of common stock, held by all directors and executive officers as a group.

 Section
16(a) Beneficial Ownership Reporting Compliance

 Section
16(a) of the Securities Exchange Act of 1934, as amended, or the Act, requires our executive officers and directors and persons who beneficially
own more than 10% of our Common Stock to file initial reports of beneficial ownership and reports of changes in beneficial ownership
with the SEC. Such persons are required by SEC regulations to furnish us with copies of all Section 16(a) forms filed by such persons.

 To
the Company's knowledge, no person who, during the fiscal year ended July 31, 2024, was a director or officer of the Company, or
beneficial owner of more than ten percent of the Company's Common Stock (which is the only class of securities of the Company registered
under Section 12 of the Act), failed to file on a timely basis reports required by Section 16 of the Act during such fiscal year.

About Our Equity Compensation Plans

 2024
Equity Incentive Plan

 Our
shareholders approved our 2024 Equity Incentive Plan, or the 2024 Plan, in February 2024, which has a share reserve of 10,000,000 shares
of common stock that were registered under a Form S-8 filed with the SEC in August 2024. The 2024 Plan provides for the grant of incentive
and non-qualified stock options, as well as other share-based payment awards, to our employees, directors, consultants and advisors.
These awards have up to a 10-year contractual life and are subject to various vesting periods, as determined by the Compensation Committee
of the Board. The 2024 Plan replaced the prior amended and restated 2007 and 2017 shareholder approved equity plans. As of July 31, 2025,
there were 7,500,000 shares available for issuance under the 2024 Plan.

 All
of our equity incentive plans are administered by the Compensation Committee. The exercise price for stock options is always at or above
the fair market value of our common stock on the date the award is granted. Fair market value is defined by the Plan and is based on
prevailing market prices of our common stock as reported by the OTCQB. The term of stock options granted and their vesting schedules
are determined by the Compensation Committee, subject to any limitations defined in the Plan. The Compensation Committee also determines
the vesting of other, non-option, stock awards.

 On
June 23, 2017 we filed a Form S-8 to register shares of common stock underlying equity awards granted to our directors and officers outside
the 2007 Plan. The S-8 registered 3,150,000 shares with respect to RSUs and options, which were also granted on the same date.

 On
August 23, 2017 we filed a Form S-8 to register shares of common stock underlying equity awards granted to our directors, officers and
consultants outside the 2007 Plan. The S-8 registered 850,000 shares with respect to RSUs and options, which were also granted on the
same date.

 The
following table sets forth, as of July 31, 2025, information with respect to our equity compensation plans, and with respect to certain
other options and warrants.

 Plan Category

 Number of
 securities to
 be issued upon
 exercise of
 outstanding
 options, warrants
 and rights (a)(1)

 Weighted average
 exercise price of
 outstanding
 options, warrants
 and rights (b)

 Number of
 securities
 remaining
 available for
 future issuance
 under equity
 compensation
 plans (excluding
 securities
 reflected in
 column (a)) (c)

 Equity compensation plans approved by stockholders

 9,600,000

 $
 0.28

 7,500,000

 Equity compensation plans not approved by stockholders

 460,000

 1.17

 —

 Total

 10,060,000

 $
 0.32

 7,500,000

 (1)

 Includes
 options only and does not include restricted stock units

 Item
13. Certain Relationships and Related Transactions, and Director Independence

 Except
as described below and other than Board or employment relationships and compensation resulting from those employment relationships, no
director, executive officer, 5% stockholder or immediate family member of any of the foregoing, was a party to any transaction or series
of transactions since August 1, 2023 (the beginning of the year ended July 31, 2024), or is to be a party to any currently proposed transaction
or series of proposed transactions, in which (i) we were or are to be a participant, (ii) the amount involved exceeds the lesser of $120,000
or one percent of the average of our total assets at fiscal year-end for the fiscal years ended July 31, 2025 and 2024, which is $9,380,
and (iii) any director, executive officer, or immediate family member of any of the foregoing had or will have a direct or indirect material
interest.

 For
information with respect to the compensation paid to our executive officers and directors, see heading "Executive Compensation"
of this Annual Report.

 Equity
Transactions with our Directors and Officers

 Fiscal
2025 Note Purchase Agreement

 On
September 16, 2024, the Company entered into the 2025 Note Purchase Agreement, with the 2025 Lenders, pursuant to which the Company
issued the 2025 Lenders the 2025 Notes with an aggregate principal balance of $500,000. The 2025 Note
Documents provide for subsequent closings for an aggregate offering size of $3.0 million in principal balance. Tom
Y. Lee, a member of the Company's Board of Directors, or the Board, invested $500,000 in the 2025 Private Placement, through
affiliates or directly. The disinterested members of the Board approved the 2025 Private Placement.

the fiscal year ended July 31, 2025, the Company issued additional 2025 Notes to Mr. Lee and his affiliates pursuant to the 2025 Note
Purchase Agreement in subsequent closings with an aggregate principal of $1,500,000. As of July 31, 2025, $2,000,000 of principal was
outstanding under the 2025 Note Documents.

 March
and June 2024 Note Purchase Agreement

 On
March 22, 2024, the Company entered into the 2024 Note Purchase Agreement, with the Lenders, pursuant to which the Company issued
the 2024 Notes, with an aggregate principal balance of $500,000, in the 2024 Private Placement. The 2024 Note Documents provide for subsequent
closings for an aggregate offering size of $3.0 million in principal balance. Tom Y. Lee, a member
of the Board, invested $500,000 in the 2024 Private Placement, through affiliates or directly.

 On
June 21, 2024, we issued an additional 2024 Note to Mr. Lee pursuant to the 2024 Note Purchase Agreement in a subsequent closing with
an aggregate principal of $500,000. The disinterested members of the Board approved the 2024 Private Placement. As of July 31, 2025,
$1,000,000 of principal was outstanding under 2024 Note Documents.

 July
and October 2023 Note Purchase Agreements

 In
July, 2023, the Company entered into the 2023 Note Purchase Agreement with the 2023 Lenders pursuant to which the Company issued the
2023 Lenders the 2023 Notes, with an aggregate principal balance of $1,015,000 in the 2023 Private Placement. The 2023 Note Documents
provide for subsequent closings for an aggregate offering size of $1.8 million in principal balance. Messrs. Tom Y. Lee and Ivan Chen,
each members of the Board invested $1,000,000 and $15,000, as of July 31, 2023, respectively in the 2023 Private Placement, through affiliates
or directly. On October 20, 2023, we issued an additional 2023 Note to Mr. Lee pursuant to the 2023 Note Purchase Agreement in a subsequent
closing with an aggregate principal of $785,000. The disinterested members of the Board approved the 2023 Private Placement. As of July
31, 2025, $1,800,000 of principal was outstanding under 2023 Note Documents.

of Our Current Directors and Executive Officers

 For
information with respect to the compensation offered to our current directors and executive officers, please see the descriptions under
the heading "Executive Compensation" of this Annual Report.

 Related
Party Transaction Policy and Procedures

 Pursuant
to our Related Party Transaction and Procedures, our executive officers, directors, and principal stockholders, including their immediate
family members and affiliates, are prohibited from entering into a related party transaction with us without the prior consent of our
Audit Committee or our independent directors. Any request for us to enter into a transaction with an executive officer, director, principal
stockholder, or any of such persons' immediate family members or affiliates, must first be presented to our Audit Committee for
review, consideration and approval. In approving or rejecting the proposed agreement, our Audit Committee will consider the relevant
facts and circumstances available and deemed relevant, including, but not limited, to the risks, costs and benefits to us, the terms
of the transaction, the availability of other sources for comparable services or products, and, if applicable, the impact on a director's
independence. Our Audit Committee shall approve only those agreements that, in light of known circumstances, are in, or are not inconsistent
with, our best interests, as our Audit Committee determines in the good faith exercise of its discretion.

Committee Interlocks and Insider Participation

 None
of the members of our Compensation Committee are or have been an officer or employee of us. During fiscal 2025, 2024 and 2023, no member
of our Compensation Committee had any relationship with us requiring disclosure under Item 404 of Regulation S-K. Except as set forth
above, none of our executive officers served on the compensation committee (or its equivalent) or board of directors of another entity
any of whose executive officers served on our Compensation Committee or board of directors.

 Board
Composition

 We
are not currently listed on any national securities exchange or in an inter-dealer quotation system that has established a standard for
independence. However, in evaluating the independence of our members and the composition of the committees of our Board of Directors,
our Board utilizes the definition of "independence" as that term is defined by applicable listing standards of the NYSE MKT.
As of the date of this Annual Report, our Board consists of six members, three of whom are considered independent as that term is defined
by applicable listing standards of the NYSE MKT. Our independent directors include: Messrs. Chen, Blotner, Rendall and Zehr.

 Our
directors are appointed annually, and hold office until their successors have been elected and qualified or until their earlier death,
resignation, disqualification, or removal.

 Item
14. Principal Accountant Fees and Services

 Independent
Registered Public Accounting Firm's Fee Summary

 The
following table provides information regarding the fees billed to us by Weinberg & Company, P.A. for the years ended July 31, 2025
and 2024, respectively. All fees described below were approved by the Board or the Audit Committee:

 For the years ended July 31,

 2025

 2024

 Audit Fees

 $
 108,000

 $
 109,000

 Audit-Related Fees

 $
 —

 $
 —

 Tax Fees

 $
 28,000

 $
 31,000

 All Other Fees

 $
 —

 $
 —

 Total Fees

 $
 136,000

 $
 140,000

 Audit
Fees: For the years ended July 31, 2025 and 2024, the aggregate audit fees billed by our independent public accounting firm were
for services rendered for the audit and quarterly reviews of our financial statements, including our Annual Report and our periodic reports,
and fees incurred related to the filings of registration statements.

 Audit-Related
Fees: For the years ended July 31, 2025 and 2024, there were no audit-related fees billed by our independent public accounting firm.

 Tax
Fees: For the years ended July 31, 2025 and 2024, the aggregate tax fees consist of amounts billed by an affiliate of our independent
auditors for services in connection with the preparation of our federal and state tax returns.

 All
Other Fees: For the years ended July 31, 2025 and 2024, there were no fees billed by our independent public accounting firm for other
services, other than the fees described above.

 Pre-Approval
Policies and Procedures

 Our
Audit Committee's policy is to pre-approve all audit and permissible non-audit services provided by our independent auditors. These
services may include audit services, audit-related services, tax services and other services. Pre-approval is generally provided for
up to one year and any pre-approval is detailed as to the particular service or category of services. The independent auditor and management
are required to periodically report to the Audit Committee regarding the extent of services provided by the independent auditor in accordance
with this pre-approval. Any proposed services not included within the list of pre-approved services or any proposed services that will
cause the Company to exceed the pre-approved aggregate amount requires specific pre-approval by the Audit Committee. All audit fees,
audit-related fees, tax fees, and other fees listed in the table above were approved by the Audit Committee pursuant to its pre-approval
policies and procedures.

 PART
IV

 Item
15. Exhibits and Financial Statement Schedules

 (a)

 (1)

 The
 list of financial statements filed in response to Part II, Item 8 is set forth at the end of this Annual Report.

 (2)

 Schedules
 are omitted because they are not applicable or the required information is shown in the financial statements or notes thereto.

 (b)

 The
 following exhibits are filed as part of this Annual Report pursuant to Item 601 of Regulation S-K:

 3.1

 Certificate of Incorporation of PURE Bioscience, Inc. (incorporated by reference to Exhibit 3.1 to the Annual Report on Form 10-K, filed with the SEC on October 29, 2012).

 3.1.1

 Certificate of Amendment to Certificate of Incorporation of PURE Bioscience, Inc. (incorporated by reference to Exhibit 3.1.1 to the Annual Report on Form 10-K, filed with the SEC on October 29, 2012).

 3.1.2

 Certificate of Amendment to Certificate of Incorporation of PURE Bioscience, Inc. (incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K, filed with the SEC on May 19, 2021).

 3.1.3

 Certificate of Amendment to Certificate of Incorporation of PURE Bioscience, Inc. (incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K, filed with the SEC on August 9, 2024).

 3.2

 Bylaws of PURE Bioscience, Inc. (incorporated by reference to Exhibit 3.2 to the Annual Report on Form 10-K, filed with the SEC on October 29, 2012).

 3.2.1

 Amendment to the Bylaws of PURE Bioscience, Inc. (incorporated by reference to Exhibit 3.2.1 to the Annual Report on Form 10-K, filed with the SEC on October 29, 2012).

 4.1
 *

 Description of Capital Stock

 4.2

 Form of Convertible Promissory Note (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed with the SEC on July 10, 2023).

 4.3

 Form of Convertible Promissory Note (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K, filed with the SEC on March 27, 2024).

 4.4

 Form of Convertible Promissory Note (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K, filed with the SEC on September 20, 2024).

 10.1#

 Amended and Restated PURE Bioscience 2007 Equity Incentive Plan (incorporated by reference from Exhibit 10.1 to the Current Report on Form 8-K, filed with the SEC on February 5, 2016)

 10.2
 #

 Form of Indemnification Agreement (incorporated by reference to Exhibit 10.2 to the Annual Report on Form 10-K filed with the SEC on October 24, 2013).

 10.3#

 Form of Officer and Director Indemnification Agreement (incorporated by reference to Exhibit 10.2 of the Annual Report on Form 10-K filed with the SEC on October 24, 2013).

 10.4

 Manufacturing Supply Agreement, dated June 21, 2019, by and between Pure Bioscience Inc. and Intercon Chemical Company (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the SEC on June 26, 2019).

 10.5
 #

 Form of RSU Agreement between PURE Bioscience, Inc. and executive officers (incorporated by reference to Exhibit 10.32 of the Annual Report on Form 10-K filed with the SEC on October 28, 2015).

 10.6
 #

 Form of Non-Employee Director Restricted Stock Units Agreement (Non-plan) (incorporated by reference to Exhibit 99.5 of the Current Report on Form 8-K filed with the SEC on June 23, 2017).

 10.7
 #

 Form of Non-Employee Director Option Agreement (Non-plan) (incorporated by reference to Exhibit 99.6 of the Current Report on Form 8-K filed with the SEC on June 23, 2017).

 10.8
 #

 Pure Bioscience, Inc. 2017 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the SEC on January 18, 2018).

 10.9

 Sublease Agreement, effective July 25, 2019, by and between the Company and SwabPlus L.P. (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed with the SEC on August 2, 2019).

 10.10

 Form of Note Purchase Agreement (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the SEC on July 10, 2023).

 10.11#

 PURE Bioscience, Inc. 2024 Equity Incentive Plan (incorporated by reference to Exhibit 99.1 of the Registration Statement on Form S-8, filed with the SEC on August 15, 2024).

 10.12#

 Employment Agreement, by and between PURE Bioscience, Inc. and Robert Bartlett, dated March 15, 2023 (incorporated by referenced to Exhibit 10.16 of the Annual Report on Form 10-K, filed with the SEC on October 30, 2023).

 10.13

 Form of Note Purchase Agreement (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K, filed with the SEC on March 27, 2024).

 10.14

 Form of Note Purchase Agreement (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K, filed with the SEC on September 20, 2024).

 21.1

 Subsidiaries of the Registrant (incorporated by reference to Exhibit 21.1 to the Annual Report on Form 10-K, filed with the SEC on October 13, 2009)

 23.1
 *

 Consent of Weinberg and Company, P.A.

 31.1
 *

 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 31.2
 *

 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 32.1
 *

 Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 32.2
 *

 Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 *

 The
 (Inline eXtensible Business Reporting Language): (i) Consolidated Balance Sheets as of July 31, 2025 and 2024; (ii) Consolidated
 Statements of Operations for the years ended July 31, 2025 and 2024; (iii) Consolidated Statements of Stockholders' Equity
 for the years ended July 31, 2025 and 2024, (iv) Consolidated Statements of Cash Flows for the years ended July 31, 2025 and 2024;
 and (v) Notes to Consolidated Financial Statements.

 104*

 Cover

 *

 Filed
 herewith.

 #

 Management
 contract or compensatory plan or arrangement.

 Certain
 confidential portions of this exhibit were omitted by means of marking such portions with an asterisk because the identified confidential
 portions (i) are not material and (ii) would be competitively harmful if publicly disclosed. The Company hereby undertakes to provide
 further information regarding such redacted information to the Commission upon request.

 Signatures

 Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

 PURE
 BIOSCIENCE, INC.

 DATE

 /s/

 Bartlett

 President
 and Chief Executive Officer

 Power
of Attorney

 KNOW
ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Robert Bartlett and Mark Elliott,
and each of them, as his true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him and
in his name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file
the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting
unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite
and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying
and confirming all that said attorneys-in-fact and agents, or any of them, or their or his substitutes, may lawfully do or cause to be
done by virtue thereof.

 Pursuant
to the requirements of the Securities Exchange Act of 1934, this report is signed below by the following persons on behalf of the registrant
and in the capacities and on the dates indicated.

 NAME

 TITLE

 DATE

 /s/
 ROBERT BARTLETT

 President,
 Chief Executive Officer, Director

 Bartlett

 Principal
 Executive Officer

 /s/
 MARK ELLIOTT

 Vice
 President, Finance

 Mark
 Elliott

 Principal
 Financial and Accounting Officer

 /s/
 IVAN CHEN

 Chairman
 of the Board

 Ivan
 Chen

 /s/
 TOM MYERS

 Tom
 Myers

 /s/
 DAVID RENDALL

 David
 Rendall

 /s/
 TOM Y. LEE

 Tom
 Y. Lee

 /s/
 BERNARD BLOTNER

 Bernard
 Blotner

 /s/
 DARIN ZEHR

 Darin
 Zehr

to Consolidated Financial Statements

 Report of Independent Registered Public Accounting Firm PCAOB ID NO: 572

 Consolidated Balance Sheets as of July 31, 2025 and 2024

 Consolidated Statements of Operations for the years ended July 31, 2025 and 2024

 Consolidated Statements of Stockholders' Equity for the years ended July 31, 2025 and 2024

 Consolidated Statements of Cash Flows for the years ended July 31, 2025 and 2024

 Notes to Consolidated Financial Statements

 F- 1

 REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 To
the Stockholders and Board of Directors

 Pure
Bioscience Inc.

 El
Cajon, Ca.

 Opinion
on the Financial Statements

 We
have audited the accompanying consolidated balance sheets of Pure Bioscience Inc. (the "Company") and Subsidiaries as of
July 31, 2025 and 2024, and the related statements of operations, stockholders' deficiency, and cash flows for the years
then ended, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial
statements present fairly, in all material respects, the financial position of the Company as of July 31, 2025 and 2024, and the results
of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United
States of America.

 Going
Concern

 The
accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed
in Note 1 to the consolidated financial statements, the Company has suffered recurring losses from operations and negative cash flows
from operating activities, and has a stockholders' deficiency at July 31, 2025. These factors raise substantial doubt about the
Company's ability to continue as a going concern. Management's plans in regard to these matters are also described in Note
1. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 Basis
for Opinion

 These
financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's
financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board
(United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal
securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 We
conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company
is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits
we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion
on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

 Our
audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error
or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant
estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits
provide a reasonable basis for our opinion.

 Critical
Audit Matter

 The
critical audit matter communicated below is a matter arising from the current period audit of the financial statements that were communicated
or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial
statements and (2) involved especially challenging, subjective, or complex judgments. The communication of critical audit matters does
not alter in any way our opinion on the consolidated financial statements taken as a whole, and we are not, by communicating the critical
audit matter below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

 Issuance
of convertible notes payable to related parties

 As
described in Note 5 to the financial statements, as of July 31, 2025, the Company issued certain convertible debentures in an aggregate
amount of $4.8 million to related parties, The agreements contained provisions and terms that required the Company to analyze and determine
if there were elements of the notes or its conversion feature that would result in (i) a derivative under ASC 815, Derivatives and Hedging,
(ii) as liabilities in accordance with ASC 480, (iii) or as a standard note agreement. We identified auditing of the accounting for the
convertible notes as a critical audit matter due to the complexity of the accounting of these liabilities, and because of the significance
of the account balances.

 The
primary procedures we performed to address this critical audit included, among others, inspection of the debt agreement and testing management's
application of the relevant accounting guidance, including the determination of the balance sheet classification. This included examining
and testing the Company's conclusions if the notes or its conversion feature resulted in a derivative under ASC 815, Derivatives
and Hedging, or as liabilities in accordance with ASC 480. We developed our independent expectation of the recording and presentation
of the liabilities and compared our independent expectation to the Company presentation.

 We
have served as the Company's auditor since 2019.

 /s/
 Weinberg & Company, P.A.

 Los
 Angeles, California

 F- 2

 PURE

 Consolidated
Balance Sheets

 July 31, 2025

 July 31, 2024

 Assets

 Current assets

 Cash and cash equivalents

 $
 334,000

 $
 349,000

 Accounts receivable

 474,000

 298,000

 Inventories, net

 141,000

 56,000

 Restricted cash

 75,000

 75,000

 Prepaid expenses

 23,000

 27,000

 Total current assets

 1,047,000

 805,000

 Property, plant and equipment, net

 11,000

 13,000

 Total assets

 $
 1,058,000

 $
 818,000

 Liabilities and stockholders' deficiency

 Current liabilities

 Accounts payable

 $
 784,000

 $
 601,000

 Accrued liabilities

 154,000

 132,000

 Total current liabilities

 938,000

 733,000

 Convertible notes payable to related parties

 5,236,000

 2,949,000

 Total liabilities

 6,174,000

 3,682,000

 Commitments and contingencies

 -

 -

 Stockholders' deficiency

 Preferred stock, $ 0.01 par value: 5,000,000 shares authorized, no shares issued and outstanding

 —

 —

 Common stock, $ 0.01
 par value: 200,000,000
 shares authorized, 111,886,473
 shares issued and outstanding at July 31, 2025, and 111,856,473 shares issued and outstanding at July 31,
 2024

 Additional paid-in capital

 132,759,000

 132,612,000

 Accumulated deficit

 ( 138,994,000
)

 ( 136,595,000
)

 Total stockholders' deficiency

 ( 5,116,000
)

 ( 2,864,000
)

 Total liabilities and stockholders' deficiency

 $
 1,058,000

 $
 818,000

 See
accompanying notes.

 F- 3

 PURE

 Consolidated
Statements of Operations

 2025

 2024

 Year ended

 2025

 2024

 Net product sales

 $
 2,198,000

 $
 1,955,000

 Royalty revenue

 4,000

 8,000

 Total revenue

 2,202,000

 1,963,000

 Cost of goods sold

 899,000

 811,000

 Gross Profit

 1,303,000

 1,152,000

 Operating costs and expenses

 Selling, general and administrative

 3,259,000

 3,981,000

 Research and development

 316,000

 302,000

 Impairment of fixed assets

 —

 60,000

 Total operating costs and expenses

 3,575,000

 4,343,000

 Loss from operations

 ( 2,272,000
)

 ( 3,191,000
)

 Other income (expense)

 Interest expense, net

 ( 299,000
)

 ( 155,000
)

 Other income (expense), net

 172,000

 ( 4,000
)

 Total other income (expense)

 ( 127,000
)

 ( 159,000
)

 Net loss

 $
)

 $
)

 Basic and diluted net loss per share

 $
 ( 0.02
)

 $
 ( 0.03
)

 Shares used in computing basic and diluted net loss per share

 111,862,884

 111,856,473

 See
accompanying notes.

 F- 4

 PURE

 Consolidated
Statements of Stockholders' Equity (Deficiency)

 Amount

 Capital

 Deficit

 Equity

 Common Stock

 Additional
 Paid-In

 Accumulated

 Total
 Stockholders'
Equity

 Amount

 Capital

 Deficit

 (Deficiency)

 Balance July 31, 2023

 111,856,473

 $

 $
 132,398,000

 $
 ( 133,245,000
)

 $
 272,000

 Share-based compensation expense - stock options

 —

 —

 214,000

 —

 214,000

 Net loss

 —

 —

 —

)

)

 Balance July 31, 2024

 111,856,473

 $

 $
 132,612,000

 $
 ( 136,595,000
)

 $
 ( 2,864,000
)

 Balance

 111,856,473

 $

 $
 132,612,000

 $
 ( 136,595,000
)

 $
 ( 2,864,000
)

 Share-based compensation expense - stock options

 —

 —

 144,000

 —

 144,000

 Share-based compensation expense - restricted stock units

 —

 —

 3,000

 —

 3,000

 Issuance of common stock upon the delivery of restricted stock units

 30,000

 - *

 - *

 —

 —

 Net loss

 —

 —

 —

)

)

 Balance July 31, 2025

 111,886,473

 $

 $
 132,759,000

 $
 ( 138,994,000
)

 $
 ( 5,116,000
)

 Balance

 111,886,473

 $

 $
 132,759,000

 $
 ( 138,994,000
)

 $
 ( 5,116,000
)

 *
 Less and $1,000

 See
accompanying notes.

 F- 5

 PURE

 Consolidated
Statements of Cash Flows

 2025

 2024

 Year Ended

 2025

 2024

 Operating activities

 Net loss

 $
)

 $
)

 Adjustments to reconcile loss to net cash used in operating activities:

 Share-based compensation

 147,000

 214,000

 Impairment of fixed assets

 —

 60,000

 Depreciation and amortization

 2,000

 148,000

 Changes in operating assets and liabilities:

 Accounts receivable

 ( 176,000
)

 ( 13,000
)

 ( 85,000
)

 32,000

 Prepaid expenses

 4,000

 34,000

 Accounts payable and accrued liabilities

 205,000

 201,000

 Interest on note payable

 287,000

 143,000

 Net cash used in operating activities

 ( 2,015,000
)

 ( 2,531,000
)

 Financing activities

 Net proceeds from convertible notes payable to related parties

 2,000,000

 1,785,000

 Net cash provided by financing activities

 2,000,000

 1,785,000

 Net decrease in cash, cash equivalents, and restricted cash

 ( 15,000
)

 ( 746,000
)

 Cash, cash equivalents, and restricted cash at beginning of year

 424,000

 1,170,000

 Cash, cash equivalents, and restricted cash at end of year

 $
 409,000

 $
 424,000

 Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets

 Cash and cash equivalents

 $
 334,000

 $
 349,000

 Restricted cash

 75,000

 75,000

 Total cash, cash equivalents and restricted cash

 $
 409,000

 $
 424,000

 Supplemental disclosure of cash flow information

 Cash paid for taxes

 $
 3,000

 $
 5,000

 See
accompanying notes.

 F- 6

 PURE

 Notes
to Consolidated Financial Statements

 1.
 Organization and Business

 All
references to "PURE," "we," "our," "us," "its" and the "Company"
refer to PURE Bioscience, Inc. and our wholly owned subsidiary, ETI H20 Inc.

 PURE
Bioscience, Inc. is dedicated to developing and commercializing proprietary antimicrobial products that address health and environmental
challenges related to pathogen and hygienic control. The Company's technology platform is based on patented stabilized ionic silver,
and our initial products contain Silver Dihydrogen Citrate, or SDC. This broad-spectrum, non-toxic antimicrobial agent is available in
liquid form and various concentrations, distinguished by its superior efficacy, reduced toxicity, non-causticity, and the inability of
bacteria to develop resistance.

 The
Company's SDC-based disinfecting and sanitizing products are registered with the United States Environmental Protection Agency,
or EPA, the United States Food and Drug Administration, or FDA, and Health Canada. In addition to manufacturing and distributing these
products, the Company also supplies SDC-based formulations as raw material ingredients for personal care products.

 The
Company sees significant market opportunities for its safe and effective SDC-based solutions, particularly in the food industry. The
Company's registered offerings include PURE Hard Surface, a food contact surface sanitizer and disinfectant designed for restaurant
chains, food processors, and transportation companies, as well as PURE Control, a direct food contact processing aid. The Company's
products are sold directly to end-use customers, as well as third-party distributors who market and sell our products across various
industries, maximizing our reach and impact.

 The
Company was incorporated in the state of California in August 1992 as Innovative Medical Services. In September 2003, the Company changed
its name to PURE Bioscience, Inc. In March 2011, the Company reincorporated in the state of Delaware. The Company operates in one business
segment.

 Liquidity
and Going Concern

 The
Company has a history of recurring losses, and as of July 31, 2025 it has a stockholders deficiency of $ 5,116,000. During the fiscal
year ended July 31, 2025, it recorded a net loss of $ 2,399,000 on recorded net revenue of $ 2,202,000. In addition, during the year ended
July 31, 2025 the Company used $ 2,015,000 in operating activities resulting in a cash balance of $ 334,000 as of July 31, 2025. The Company's
history of recurring operating losses, and negative cash flows from operating activities give rise to substantial doubt regarding its
ability to continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effects
on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from our possible
inability to continue as a going concern.

 The
Company's future capital requirements depend on numerous forward-looking factors. These factors may include, but are not limited
to, the following: the acceptance of, and demand for, its products; the Company's success and the success of its partners in selling
our products; the Company's success and the success of its partners in obtaining regulatory approvals to sell its products; the
costs of further developing the Company's existing products and technologies; the extent to which the Company invests in new product
and technology development; and the costs associated with the continued operation, and any future growth, of its business. The outcome
of these and other forward-looking factors will substantially affect its liquidity and capital resources.

 Until
the Company can continually generate positive cash flow from operations, it will need to continue to fund its operations with the proceeds
of offerings of our equity and debt securities. However, the Company cannot ensure that additional financing will be available when needed
or that, if available, financing will be obtained on terms favorable to the Company or to its stockholders. If the Company raises additional
funds from the issuance of equity securities, substantial dilution to its existing stockholders would likely result. If the Company raises
additional funds by incurring debt financing, the terms of the debt may involve significant cash payment obligations as well as covenants
and specific financial ratios that may restrict its ability to operate its business.

 F- 7

 2.
 Summary of Significant Accounting Policies

 Basis
of Presentation

 The
accompanying consolidated financial statements include the consolidated accounts of PURE Bioscience, Inc. and its wholly owned subsidiary,
ETIH2O Inc., a Nevada corporation. ETIH2O Inc. has no business and no material assets or liabilities and there have been no significant
transactions related to ETIH2O Inc. during the periods presented in the consolidated financial statements. All inter-company balances
and transactions have been eliminated.

 Revenue
Recognition

 The
Company recognizes revenue in accordance with the Financial Accounting Standards Board or the FASB, Accounting Standards Codification
or ASC, Topic 606, Revenue from Contracts with Customers or Topic 606. Under Topic 606, revenue is recognized at an amount that reflects
the consideration to which it expects to be entitled in exchange for transferring goods or services to a customer. This principle is
applied using the following 5-step process:

 1.

 Identify
 the contract with the customer

 2.

 Identify
 the performance obligations in the contract

 3.

 Determine
 the transaction price

 4.

 Allocate
 the transaction price to the performance obligations in the contract

 5.

 Recognize
 revenue when (or as) each performance obligation is satisfied

 Under
Topic 606, the Company recognizes revenue when it satisfies a performance obligation by transferring control of the promised goods or
services to its customers, in an amount that reflects the consideration it expects to be entitled to in exchange for those goods or services.

 The
Company's technology platform is based on patented stabilized ionic silver, and its initial products contain silver dihydrogen
citrate, or SDC. SDC is a broad-spectrum, non-toxic antimicrobial agent, which offers residual protection and formulates well with other
compounds. The Company sells various configurations and dilutions of SDC direct to customers and through distributors. The Company currently
offer PURE Hard Surface as a food contact surface sanitizer and disinfectant to restaurant chains, food processors and
food transportation companies. The Company also offer PURE Control as a direct food contact processing aid.

 Contract
terms for unit price, quantity, shipping and payment are governed by sales agreements and purchase orders which it considers to be a
customer's contract in all cases. The unit price is considered the observable stand-alone selling price for the arrangements. Any
promotional or sales discounts are applied evenly to the units sold for purposes of calculating standalone selling price.

 Product
sales generally consist of a single performance obligation that it satisfies at a point in time. The Company recognizes product revenue
when the following events have occurred: (a) it has transferred physical possession of the products, (b) it has a present right to payment,
(c) the customer has legal title to the products, and (d) the customer bears significant risks and rewards of ownership of the products.

 The
Company's direct customer and distributor sales are invoiced based on received purchase orders. Its payment terms on invoiced direct
customer and distributor sales range between 30 and 90 days after it satisfies its performance obligation. The majority of our customers
are on 30 day payment terms. The Company currently offers no right of return on invoiced sales and maintain no allowance for sales returns.

 Shipping
and handling are treated as activities to fulfill promises to customers and any amounts billed to a customer, if applicable, represent
revenues earned for the goods provided. Costs related to such shipping and handling billings are classified as cost of sales.

 The
Company does not have significant categories of revenue that may impact how the nature, amount, timing and uncertainty of revenue and
cash flows are affected by economic factors.

 A
summary of the Company's revenue by product type for the fiscal years ended July 31, 2025 and 2024 is as follows:

 Summary of Revenue by Product

 2025

 2024

 2025

 2024

 PURE Hard Surface

 $
 1,995,000

 $
 1,858,000

 SILV RION

 203,000

 97,000

 Revenue

 $
 2,198,000

 $
 1,955,000

 F- 8

 Variable
Consideration

 The
Company records revenue from customers in an amount that reflects the transaction price it expects to be entitled to after transferring
control of those goods or services. From time to time, the Company offer sales promotions on its products such as discounts. Variable
consideration is estimated at contract inception only to the extent that it is probable that a significant reversal of revenue will not
occur.

 Use
of Estimates

 The
preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of
America, or GAAP, requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial
statements, and the disclosures made in the accompanying notes to the consolidated financial statements. Actual results could differ
materially from those estimates. Those estimates and assumptions include estimates for reserves of uncollectible accounts, inventory
obsolescence, depreciable lives of property and equipment, analysis of impairments of recorded long-term tangible and intangible assets,
realization of deferred tax assets, accruals for potential liabilities and assumptions made in valuing stock instruments issued for services.

 Cash
and Cash Equivalents

 Cash
and cash equivalents consist of cash and highly liquid investments with original maturities from the purchase date of three months or
less.

 Restricted
Cash

 The
Company is required to maintain $ 75,000 in a restricted certificate of deposit account in order to fully collateralize four revolving
credit card accounts.

 Accounts
Receivable

 Trade
accounts receivable are recorded net of allowances for doubtful accounts. The Company evaluates the collectability of its trade accounts
receivable based on a number of factors. In circumstances where the Company become aware of a specific customer's inability to
meet its financial obligations to the Company, a specific reserve for bad debts is estimated and recorded, which reduces the recognized
receivable to the estimated amount the Company believes will ultimately be collected. In addition to specific customer identification
of potential bad debts, bad debt charges are recorded based on our historical losses and an overall assessment of past due trade accounts
receivable outstanding. Management determined no allowance for doubtful accounts was necessary at July 31, 2025 and 2024.

are stated at the lower of cost or net realizable value, and net of a valuation allowance for potential excess or obsolete material.
Cost is determined using the average cost method. The Company regularly reviews its inventory quantities on hand and records a provision
for excess and obsolete inventory based primarily on its estimated forecast of product demand and its ability to sell the product(s)
concerned. Demand for its products can fluctuate significantly. Factors that could affect demand for its products include unanticipated
changes in consumer preferences, general market conditions or other factors, which may result in cancellations of advance orders or a
reduction in the rate of reorders placed by customers. Additionally, its management's estimates of future product demand may be
inaccurate, which could result in an understated or overstated provision required for excess and obsolete inventory.

 Property,
Plant and Equipment

 Property,
plant and equipment is stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the
estimated useful lives of the assets. The estimated useful lives of our property, plant, and equipment range from three to ten years.
Capitalized costs associated with leasehold improvements are depreciated over the lesser of the useful life of the asset or the remaining
life of the lease. Depreciation is generally included in selling, general and administrative expense. Depreciation related to manufacturing
is systematically allocated to inventory produced, and expensed through cost of goods sold at the time inventory is sold.

 Management
assesses the carrying value of property and equipment whenever events or changes in circumstances indicate that the carrying value may
not be recoverable. If there is indication of impairment, management prepares an estimate of future cash flows expected to result from
the use of the asset and its eventual disposition. If these cash flows are less than the carrying amount of the asset, an impairment
loss is recognized to write down the asset to its estimated fair value.

 F- 9

 Shipping
and Handling Costs

 Shipping
and handling costs incurred by us for product shipments are included in cost of goods sold.

and Development Costs

and development costs are expensed as incurred.

 Share-Based

 The
Company periodically issue stock options and restricted stock awards to employees and non-employees in non-capital raising transactions
for services and for financing costs. It accounts for such grants issued and vesting to employees based on ASC 718, whereby the value
of the award is measured on the date of grant and recognized as compensation expense on the straight-line basis over the vesting period.

 The
Company estimates the fair value of share-based payment awards at the date of grant using the Black-Scholes option valuation model. The
Black-Scholes option valuation model requires the input of subjective assumptions, including price volatility of the underlying stock,
risk-free interest rate, dividend yield, and expected life of the option. Share-based compensation expense is based on awards ultimately
expected to vest, and therefore is reduced by expected forfeitures.

 Fair
Value Measurements

 The
Company determines the fair value of its assets and liabilities based on the exchange price in U.S. dollars that would be received for
an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an
orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value maximize the
use of observable inputs and minimize the use of unobservable inputs. The Company uses a fair value hierarchy with three levels of inputs,
of which the first two are considered observable and the last unobservable, to measure fair value:

 Level
 1 — Quoted prices in active markets for identical assets or liabilities.

 Level
 2 — Inputs, other than Level 1, that are observable, either directly or indirectly, such as quoted prices for similar assets
 or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable
 market data for substantially the full term of the assets or liabilities.

 Level
 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the
 assets or liabilities.

 The
carrying amounts of financial instruments such as cash, accounts receivable, inventories, accounts payable and accrued liabilities, approximate
the related fair values due to the short-term maturities of these instruments. The carrying value of the Company's convertible
notes payable approximate their fair value based on the interest rate of the notes.

 Concentrations

 Gross
sales. For the year ended July 31, 2025, one individual customer accounted for 18 % of the Company's net product sales. No other
individual customer accounted for 10 % or more of its net product sales. The geographic breakdown of net product sales was as follows:
100% U.S. For the year ended July 31, 2024, one individual customer accounted for 20 % of the Company's net product sales. No other
individual customer accounted for 10 % or more of its net product sales. The geographic breakdown of net product sales was as follows:
100% U.S.

 F- 10

 Accounts
receivable. As of July 31, 2025, the Company had accounts receivable from two customers that comprised 40 % and 12 % of total accounts
receivable, respectively. As of July 31, 2024, the Company had accounts receivable from two customers that comprised 13 % and 12 % of total
accounts receivable, respectively.

 Purchases.
 For the fiscal year ended July 31, 2025, two vendors accounted for 28 % and 11 % of the Company's purchases. For the fiscal year
ended July 31, 2024, one vendor accounted for 19 % of the Company's purchases.

 Accounts
payable. As of July 31, 2025, one vendor accounted for 13 % of the total trade accounts payable. As of July 31, 2024, no vendors accounted
for 10 % or more of the total trade accounts payable.

 Income
Taxes

 The
Company recognizes deferred tax assets and liabilities for temporary differences between the tax basis of assets and liabilities and
the amounts at which they are carried in the financial statements based upon the enacted tax rates in effect for the year in which the
differences are expected to reverse. A valuation allowance is established to reduce deferred tax assets to the amount expected to be
realized.

 Income
(Loss) Per Share

 Basic
net loss per common share is computed as net loss divided by the weighted average number of common shares outstanding for the period.
The Company's diluted net loss per common share is the same as our basic net loss per common share because it incurred a net loss
during each period presented, and the potentially dilutive securities from the assumed exercise of all outstanding stock options, restricted
stock units, and warrants would have an anti-dilutive effect. As of July 31, 2025 and 2024, stock options, shares issuable upon the conversion
of debt, and shares issuable under restricted stock unit awards of 53,098,223 and
 29,666,450, respectively, have been excluded from the computation of diluted shares outstanding.

 Segments

 The
Company operates in one segment for the manufacture and distribution of our products.
In accordance with the "Segment Reporting" Topic of the ASC, its chief operating decision maker has been identified as the
Chief Executive Officer and President, who reviews operating results to make decisions about allocating resources and assessing performance
for the entire Company. Existing guidance, which is based on a management approach to segment reporting, establishes requirements to
report selected segment information quarterly and to report annually entity-wide disclosures about products and services, major customers,
and the countries in which the entity holds material assets and reports revenue. All material operating units qualify for aggregation
under "Segment Reporting" due to their similar customer base and similarities in: economic characteristics; nature of products
and services; and procurement, manufacturing and distribution processes. Since the Company operates in one segment, all financial information
required by "Segment Reporting" can be found in the accompanying financial statements.

 F- 11

 Recent
Accounting Pronouncements

 In
November 2024, FASB issued ASU 2024-03 Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures
(Subtopic 220-40) Disaggregation of Income Statement Expenses. The guidance in ASU 2024-03 requires public business entities to disclose
in the notes to the financial statements, among other things, specific information about certain costs and expenses including purchases
of inventory; employee compensation; and depreciation and amortization expense for each caption on the income statement where such expenses
are included. The update is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning
after December 15, 2027. Early adoption is permitted, and the amendments may be applied prospectively to reporting periods after the
effective date or retrospectively to all periods presented in the financial statements. The Company is currently evaluating the provisions
of this guidance and assessing the potential impact on its financial statement disclosures.

 Other
recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public
Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's
present or future financial statements.

 3.
 Balance Sheet Details

consist of the following:

 Schedule of Inventories

 2025

 2024

 2025

 2024

 Raw materials

 $
 14,000

 $
 4,000

 Finished goods

 127,000

 52,000

 $
 141,000

 $
 56,000

at July 31, 2025 and 2024, are net of a reserve for inventory obsolescence of $ 212,000 and $ 238,000, respectively.

 Property,
plant, and equipment consist of the following:

 Schedule of Property Plant and Equipment

 2025

 2024

 2025

 2024

 Computers and equipment

 $
 1,615,000

 $
 1,615,000

 Less accumulated depreciation

 ( 1,604,000
)

 ( 1,602,000
)

 Property, plant, and equipment,
 net

 $
 11,000

 $
 13,000

the fiscal year ended July 31, 2024, management performed an impairment test and determined that its forecasted operations could no longer
support $ 60,000 of computer software previously capitalized as fixed assets, and as such an impairment was recognized. During the fiscal
year ended July 31, 2025, management performed an impairment test and determined no impairment of fixed assets was necessary.

 Depreciation
expense for the years ended July 31, 2025 and 2024 was $ 2,000 and $ 148,000, respectively.

 4.
 Commitments and Contingencies

 Legal

 From
time to time, the Company could become involved in disputes and various litigation matters that arise in the normal course of business.
Lawsuits against the Company or its officers or directors by employees, former employees, stockholders, partners, customers, or others,
or actions taken by regulatory authorities, could be very costly and substantially disrupt its business. Such lawsuits and actions are
not uncommon, and the Company may not be able to resolve such disputes or actions on terms favorable to the Company, and there may not
be sufficient capital resources available to defend such actions effectively, or at all. As of July 31, 2025, there were no material
lawsuits against the Company.

 Manufacturing

 Effective
June 9, 2019, the Company entered into a five-year manufacturing supply agreement with Intercon Chemical Company or ICC with a three-year
renewal term option or the Manufacturing Supply Agreement. The Company expects to renew the Manufacturing Supply Agreement in Fiscal
2026. The agreement consists of manufacturing, packaging, and distribution of PURE's
SDC-based products and contains no mandatory purchase commitment levels. The Manufacturing Supply Agreement provides:

 ICC
 licenses PURE's patents and technology know-how for the non-exclusive manufacture of PURE's SDC-based products.

 ICC
 will invest in plant improvements to allow for expanded SDC production.

 ICC's
 R&D team will collaborate on SDC product line development.

 F- 12

 The
Manufacturing Supply Agreement may be terminated by mutual written consent, or by either party upon the material breach of the terms
of the agreement by the other party.

 Silver
is the primary active ingredient in SDC and is a readily available commodity. The other active and inactive ingredients in our products
are readily available from multiple sources.

 5.
 Convertible Notes Payable to Related Parties

 Convertible
notes consist of the following:

 Schedule
of Convertible Notes

 Interest

 Maturity

 Rate

 2025

 2024

 Fiscal 2023 Notes (a)

 June 2026

 7.55 %

 $
 1,015,000

 $
 1,015,000

 Fiscal 2025 Notes (b)

 October 2026 to June 2027

 7.81 %

 1,785,000

 1,785,000

 Fiscal 2025 Notes (c)

 September 2027 to July 2028

 6.79 % - 7.88 %

 2,000,000

 -

 4,800,000

 2,800,000

 Accrued interest

 436,000

 149,000

 Total

 $
 5,236,000

 $
 2,949,000

 (a)
In fiscal year 2023, the Company entered into Note Purchase Agreements, or the 2023 Notes Purchase Agreements, with certain accredited
investors, with an aggregate principal balance of $ 1,015,000. Messrs. Tom Y. Lee and Ivan Chen, each a member of the Company's
Board invested $ 1,000,000 and $ 15,000, as of July 31, 2023, respectively in the 2023 Private Placement, through affiliates or directly.
As of July 31, 2025, $ 1,015,000 of principal was outstanding under the fiscal 2023 Notes.

 (b)
In fiscal year 2024, the Company issued additional Notes to Mr. Lee pursuant to the Note Purchase Agreements with an aggregate principal
of $ 1,785,000. The disinterested members of the Board approved the Private Placement.

 Mr.
Lee invested $ 1,785,000 in the 2024 Private Placement, through affiliates or directly. As
of July 31, 2025, $ 1,785,000 of principal was outstanding under the fiscal 2024 Notes.

 (c)
During the fiscal year ended July 31, 2025, the Company entered into Note Purchase Agreements, or the 2025 Note Purchase Agreements,
with certain accredited investors, with an aggregate principal balance of $ 2,000,000. Mr. Lee invested
$ 2,000,000 in the 2025 Private Placement, through affiliates or directly. The disinterested members of the Board approved the 2025 Private
Placement. As of July 31, 2025, $ 2,000,000 of principal was outstanding under the fiscal 2025 Notes.

 The
Notes provided that the interest to the Lenders shall accrue at rates between 6.79 % and 7.88 %, compounded annually. The Maturity Date
(as defined in the Notes) of the Notes is the third-year anniversary of the date of issuance, or such earlier date as the Notes provide.

 F- 13

 Conversion.
 All or any portion of the principal amount of the Notes, plus accrued and unpaid interest, is convertible at any time, in whole or
in part, at a Lender's or the Company's option, into shares of the Company's common stock at a conversion price equal
to the 30-day volume-weighted average price of the Company's common stock as reported on the market or exchange on which the Company's
common stock is listed or quoted for trading (the "VWAP") on the date of conversion on the last trading day prior to the
date of conversion, provided that such conversion price is:

 at
 least $0.15 per share and less than or equal to $0.23 per share for the fiscal 2023 Notes and the $785,000 October 2023 Note

 at
 least $0.13 per share and less than or equal to $0.21 per share for the $500,000 March 2024 Note

 at
 least $0.115 per share and less than or equal to $0.195 per share for the $500,000 June 2024 Note

 at
 least $0.095 per share and less than or equal to $0.175 per share for the fiscal 2025 Notes

 Additionally, at any time following the first year anniversary of the Notes, the holders of a majority
of the outstanding principal balance under the Notes may elect specified in writing to convert all of the Notes at a conversion price
equal to the VWAP, provided that the conversion price is equal to at least $ 0.115, $ 0.13, $ 0.15 and $ 0.095 per share, as discussed above,
subject to certain customary adjustments.

 Other
terms of the Note Agreements.

 Further,
on all the notes discussed above, in the event of certain corporate transactions, all outstanding principal and unpaid accrued interest
due on such Notes shall be automatically converted into conversion shares on the trading day immediately prior to the closing date of
such corporate transaction. The number of shares to be issued upon such conversion shall be based on the VWAP on the last trading day
prior to the public announcement of the execution of the definitive documents with respect to such transaction.

 Events
of Default. The Notes Documents provide for certain events of default that are typical for a transaction of this type, including,
among other things, default in the payment of principal or interest for more than 30 days, the Company's making an assignment for
the benefit of creditors, within 15 days after the commencement of bankruptcy proceedings against the Company, or breach of certain covenants
described below.

 Covenants.
The Company will be subject to certain customary covenants regarding the current public information, reservation of adequate share reserve,
and maintenance of intellectual property rights, among other customary matters.

the fiscal year ended July 31, 2025 and 2024, the Company recognized $ 287,000 and $ 143,000 of interest expense related to the 2025, 2024
and 2023 Notes, respectively. As of July 31, 2025 and 2024, interest of $ 436,000 and $ 149,000 was added to the principal, resulting in
a balance owed of $ 5,236,000 and $ 2,949,000, respectively. In addition, as of July 31, 2025, the Notes and accrued interest were convertible
into 42,325,723 shares of common stock.

 6.
 Stockholders' Equity

 Preferred
Stock

 As
of July 31, 2025, the Company's Board is authorized to issue 5,000,000 shares of preferred stock with a par value of $ 0.01 per
share, in one or more series. As of July 31, 2025, and July 31, 2024, there were no shares of preferred stock issued and outstanding.

 Common
Stock

 As
of July 31, 2025, 200,000,000 shares of common stock with a par value of $ 0.01 per share are authorized for issuance.

 F- 14

 7.
 Share-Based Compensation

 Restricted
Stock Units

 The
Company issues restricted stock unit awards, or RSUs, to key management and as compensation for services to consultants and others. The
RSUs typically vest over a one 1 to three-year 3 period and carry a ten-year 10 term. Each RSU represents the right
to receive one share of common stock, issuable at the time the RSU subsequently settles, as set forth in the Restricted Stock Unit Agreement.
The Company determines that fair value of those awards at the date of grant, and amortize those awards as an expense over the vesting
period of the award. The shares earned under the grant are usually issued when the award settles at the end of the term.

the fiscal year ended July 31, 2025, the Company granted 30,000 RSUs to a third-party consultant for manufacturing services.
The RSU's vested 100% on the date of grant. As a result, the Company recognized the entire fair value of $ 3,000 of compensation cost relating to the vesting of the RSUs.

the fiscal year ended July 31, 2025, 30,000 RSUs were delivered. All of the remaining 712,500 RSUs outstanding are vested and issuable
as of July 31, 2025. These RSUs are issued upon settlement date which is defined as "for each Vested Unit, the earliest of (i)
the ten-year anniversary of the grant date; (ii) sixty days after the date the grantee's service ceases for any reason and such
cessation constitutes a "separation from service" within the meaning of Section 409A of the Code; (iii) the date of Grantee's
death or (iv) the date of a change in control that constitutes a "change in control event" within the meaning of Section
409A of the Code".

 A
summary of our restricted stock unit activity and related data is as follows:

 Schedule of Restricted Stock Activity

 Total RSU Shares

 Vested and Issuable

 Outstanding at July 31, 2023

 Granted

 —

 —

 Vested

 —

 —

 Delivered

 —

 —

 Forfeited

 —

 —

 Outstanding at July 31, 2024

 Granted

 30,000

 30,000

 Vested

 —

 —

 Delivered

 ( 30,000
)

 ( 30,000
)

 Forfeited

 —

 —

 Outstanding at July 31, 2025

 Stock
Option Plans

 2024
Equity Incentive Plan

 The
Company's shareholders approved its 2024 Equity Incentive Plan, or the 2024 Plan, in February 2024, which has a share reserve of
 10,000,000 shares of common stock that were registered under a Form S-8 filed with the SEC in August 2024. The 2024 Plan provides for
the grant of incentive and non-qualified stock options, as well as other share-based payment awards, to its employees, directors, consultants
and advisors. These awards have up to a 10 -year contractual life and are subject to various vesting periods, as determined by the Compensation
Committee of the Board. The 2024 Plan replaced the prior amended and restated 2007 and 2017 shareholder approved equity plans. As of
July 31, 2025, there were 7,470,000 shares available for issuance under the 2024 Plan.

 F- 15

 Stock
Option Activity

the fiscal year ended July 31, 2025, the Compensation Committee of the Board of Directors granted 2,665,000 stock options to the Company's employees, officers, directors and consultants with a fair
value of $ 158,000 as determined by the Black Scholes option pricing model. The vesting terms
of the options vary between one and two years and carry a ten-year term.

the fiscal year ended July 31, 2024, the Compensation Committee of the Board granted 2,000,000 stock options to the Company's employees,
officers, directors and consultants with a fair value of $ 197,000 as determined by the Black Scholes option pricing model. The vesting
terms of the options vary between one and two years and carry a ten-year term.

 A
summary of the Company's stock option activity for the fiscal years ended July 31, 2025 and 2024 is as follows:

 Schedule of Stock Option Activity

 Weighted-

Average

Exercise Price

 Aggregate Intrinsic

Value

 Outstanding at July 31, 2023

 6,700,625

 $
 0.48

 $
 —

 Granted

 2,000,000

 $
 0.12

 —

 Exercised

 —

 $
 —

 —

 Cancelled

 ( 960,625
)

 $
 0.27

 —

 Outstanding at July 31, 2024

 7,740,000

 $
 0.40

 $
 —

 Granted

 2,665,000

 $
 0.07

 50,000

 Exercised

 -

 -

 $
 —

 Cancelled

 ( 345,000
)

 $
 0.11

 —

 Outstanding at July 31, 2025

 10,060,000

 $
 0.32

 $
 —

 Schedule
of Stock Option Outstanding and Exercisable

 Outstanding

 Exercisable

 Range of Exercise Prices

 Number of Shares Outstanding

 Weighted Average Remaining Contractual Life
 (in years)

 Weighted Average Exercise Price

 Number of Shares Exercisable

 Weighted Average Remaining Contractual Life
 (in years)

 Weighted Average Exercise Price

 $ 0.22 to $ 0.50

 8,315,000

 7.28

 $
 0.21

 7,570,000

 7.10

 $
 0.22

 $ 0.51 to $ 1.00

 1,285,000

 4.57

 $
 0.77

 1,285,000

 4.57

 $
 0.77

 $ 1.01 to $ 1.40

 460,000

 1.91

 $
 1.17

 460,000

 1.91

 $
 1.17

 10,060,000

 6.69

 $
 0.32

 9,315,000

 6.54

 $
 0.35

 The
weighted average expected term of options outstanding at July 31, 2025 was 6.69 years.

 For
the fiscal year ended July 31, 2025 share-based compensation expense for stock options vesting during the period was $ 144,000. For the
fiscal year ended July 31, 2024 share-based compensation expense for stock options vesting during the period was $ 214,000.

 At
July 31, 2025, options to purchase 9,315,000 shares of common stock were exercisable. These options had a weighted-average exercise price
of $ 0.35 and a weighted average remaining contractual term of 6.54 years. The weighted average grant date fair value for options granted
during the fiscal year ended July 31, 2025 was $ 0.07. The total unrecognized compensation cost related to unvested stock option grants
as of July 31, 2025 was approximately $ 21,000 and the weighted average period over which these grants are expected to vest is 0.22 years.
The intrinsic value of options outstanding at July 31, 2025 was $ 50,000.

 The
Company uses the Black-Scholes valuation model to calculate the fair value of stock options. Share-based compensation expense is recognized
over the vesting period using the straight-line method. The fair value of stock options was estimated at the grant date using the following
weighted average assumptions:

 Schedule of Fair Value Assumptions

 For the years ended

 2025

 2024

 Volatility

 %

 110.95
 %

 Risk-free interest rate

 4.10
 %

 4.18
 %

 Dividend yield

 0.0
 %

 0.0
 %

 Expected life

 5.28 years

 5.36 years

 Volatility
is the measure by which our stock price is expected to fluctuate during the expected term of an option. Volatility is derived from the
historical daily change in the market price of our common stock, as we believe that historical volatility is the best indicator of future
volatility.

 The
risk-free interest rates used in the Black-Scholes calculations are based on the prevailing U.S. Treasury yield as determined by the
U.S. Federal Reserve.

 F- 16

 The
Company has never paid dividends on its common stock and does not anticipate paying dividends on its common stock in the foreseeable
future. Accordingly, it has assumed no dividend yield for purposes of estimating the fair value of its share-based compensation.

 The
weighted average expected life of options was estimated using the average of the contractual term and the weighted average vesting term
of the options.

 8.
 Related Party Transactions

 As
of July 31, 2025 and July 31, 2024, accounts payable include $ 250,000 and $ 178,000 in board fees due to officers and directors, respectively.

 9.
 Income Taxes

 The
Company files federal and state consolidated tax returns with our subsidiaries. There was no income tax provision for the years ended
July 31, 2025 and 2024 due to the net losses.

 At
July 31, 2024, the Company had federal and state tax net operating loss carry-forwards of approximately $ 106.7 million and $ 66.8 million,
respectively. Utilization of the net operating loss carry-forwards may be subject to a substantial annual limitation due to ownership
change limitations that may have occurred or that could occur in the future, as required by Section 382 of the Internal Revenue Code
as well as similar state provisions. These ownership changes may limit the amount of net operating loss carry-forwards that can be utilized
annually to offset future taxable income and tax, respectively. In general, an ownership change, as defined by Section 382 of the Internal
Revenue Code results from a transaction or series of transactions over a three-year period resulting in an ownership change of more than
50 percentage points of the outstanding stock of a company by certain stockholders or public groups. Since its formation, the Company
has raised capital through the issuance of capital stock on several occasions (both before and after its initial public offering in 1996)
which, combined with the purchasing stockholders' subsequent disposition of those shares, may have resulted in such an ownership
change, or could result in an ownership change in the future upon subsequent disposition. While the Company does not believe that it
has experienced an ownership change, the pertinent tax rules related thereto are complex and subject to varying interpretations, and
thus complete assurance cannot be provided that the taxing authorities would not take an alternative position.

 F- 17

 The
Company's current federal tax loss carry-forwards began expiring in the year ended July 31, 2020 and, unless previously utilized,
all but $ 13.5 million will completely expire in the year ending July 31, 2038. The $ 13.5 million can be carried forward indefinitely.
 The Company's state tax loss carry-forwards began to expire in the year ending July 31, 2029, and will completely expire in the
year ending July 31, 2040.

 Significant
components of the Company's deferred tax assets are as follows:

 Schedule of Deferred Tax Assets

 2025

 2024

 2025

 2024

 Net operating loss carry-forward

 $
 26,840,000

 $
 26,840,000

 Stock options and warrants

 2,250,000

 2,270,000

 Other temporary differences

 210,000

 Total deferred tax assets

 29,290,000

 29,320,000

 Valuation allowance for deferred tax assets

 ( 29,290,000
)

 ( 29,320,000
)

 Net deferred tax assets

 $
 —

 $
 —

 A
reconciliation of income taxes computed using the statutory income tax rate, compared to the effective tax rate, is as follows:

 Schedule of Reconciliation of Income Tax Rate

 2025

 2024

 Federal tax benefit at the expected statutory rate

 ( 21
)%

 ( 21
)%

 State income tax, net of federal tax benefit

 ( 7
)

 ( 7
)

 Other

 —

 —

 Valuation allowance

 Income tax benefit - effective rate

 —
 %

 —
 %

 Following
authoritative guidance, the Company recognizes the tax benefit from a tax position if it is more likely than not that the tax position
will be sustained on examination by the taxing authorities, based on the technical merits of the position.

 The
Company's practice is to recognize interest and/or penalties related to income tax matters in income tax expense; however it has
had no accrued interest or penalties at either July 31, 2025 or July 31, 2024. The Company is subject to income taxes in the United States
and in various states, and its historical tax years remain subject to future examination by the U.S. and state tax authorities. During
the years ended July 31, 2025 and 2024, it did no t record any activity related to our unrecognized tax benefits.

 The
Company and its subsidiaries are subject to federal income tax as well as income tax of multiple state jurisdictions. With few exceptions,
the Company is no longer subject to income tax examination by tax authorities in major jurisdictions for tax years prior to 2012. However,
to the extent allowed by law, the taxing authorities may have the right to examine prior periods where net operating losses were generated
and carried forward, and make adjustments up to the amount of the carryforwards. The Company is not currently under examination by the
IRS or state taxing authorities.

 10. Segments

 The Company operates in one segment
for the manufacture and distribution of its products. In accordance with the "Segment Reporting" Topic of the ASC, its Chief
Operating Decision Maker ("CODM") has been identified as the Chief Executive Officer and President, who reviews operating
results to make decisions about allocating resources and assessing performance for the entire Company. Existing guidance, which is based
on a management approach to segment reporting, establishes requirements to report selected segment information quarterly and to report
annually entity-wide disclosures about products and services, major customers, and the countries in which the entity holds material assets
and reports revenue. All material operating units qualify for aggregation under "Segment Reporting" due to their similar
customer base and similarities in: economic characteristics; nature of products and services; and procurement, manufacturing and distribution
processes. The following table presents significant segment expenses and other segment items regularly reviewed by our CODM:

 Schedule
of Significant Segment Expenses and other Segment Items

 2025

 2024

 Year ended

 2025

 2024

 Revenue

 $
 2,202,000

 $
 1,963,000

 Less:

 Cost of goods sold

 ( 899,000
)

 ( 811,000
)

 General and administrative

 ( 3,112,000
)

 ( 3,767,000
)

 Research and development

 ( 316,000
)

 ( 302,000
)

 Impairment of fixed assets

 -

 ( 60,000
)

 Stock-based compensation

 ( 147,000
)

 ( 214,000
)

 Interest expense, net

 ( 299,000
)

 ( 155,000
)

 Other income (expenses)

 172,000

 ( 4,000
)

 NET LOSS

 $
)

 $
)

 11.
 Subsequent Events

 On
October 24, 2025, the Company entered into a Note Purchase Agreement (the "2026 Note Purchase Agreement") with certain
accredited investors ("Lenders") pursuant to which the Company issued the Lenders convertible promissory notes (the
"Notes", collectively with the 2026 Note Purchase Agreement, the "Note Documents") with an aggregate
principal balance of $ 350,000 (the "2026 Private Placement").The Note Documents provide for subsequent closings for an
aggregate offering size of $ 2.0 million in principal balance. Tom Y. Lee, a member of the Company's Board of Directors,
or the Board invested $ 350,000 in the 2026 Private Placement, through affiliates or directly. The disinterested members of the Board
approved the 2026 Private Placement.

 F- 18