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 U.S. SECURITIES
AND EXCHANGE COMMISSION

 Washington, D.C.
20549

 FORM 10-K

 Mark One

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

 For the fiscal
year ended: September 30, 2025

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

 For the transition
period from _________ to _________

 Commission File No.
 000-56589

 (Exact name of registrant
 as specified in its charter)

 Nevada

 83-2054746

 (State or
 Other Jurisdiction of

 Incorporation
 or Organization)

 (IRS Employer

 Identification
 Number)

 1550 W Horizon Ridge Pkwy, Ste R #3040

 Henderson,
 NV 89012

 ( 715)
 903-6473

 (Address and telephone
number of principal executive offices)

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

 Title
 of each class

 Trading
 Symbol(s)

 Name
 of each exchange on which registered

 Not
 applicable

 Not applicable

 Not applicable

 Securities registered
under Section 12(g) of the Act:

 Common Stock, $0.001
par value

 (Title of class)

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

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

 Indicate by
check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days. Yes
 No

 Indicate by
check mark whether the Registrant has submitted electronically 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 and post such files). Yes No

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 definitions of "large accelerated filer," "accelerated filer," "smaller
reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

 Large accelerated
 filer

 Accelerated
 filer

 Non-accelerated filer

 Smaller reporting company

 Emerging
 growth company

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

 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.

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.

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).

 On
March 28, 2025, the last business day of the registrant's most recently completed second fiscal quarter, the aggregate market value
of the registrant's common stock held by non-affiliates of the registrant had an undetermined value as the registrant's common
stock, at that time, was no t eligible for proprietary broker-dealer quotations although it was previously quoted for trading on the OTC
Link ATS, and trading data was not available on otcmarkets.com until about November 11, 2025.

 The number of the
registrant's shares of common stock outstanding was 34,511,855 as of December 8, 2025

 Page

 PART I.

 Item 1.

 Business

 Item 1A.

 Risk
 Factors

 Item 1B.

 Unresolved
 Staff Comments

 Item
 1C.

 Cybersecurity

 Item 2.

 Properties

 Item 3.

 Legal
 Proceedings

 Item 4.

 Mine
 Safety Disclosures

 PART II.

 Item 5.

 Market
 for 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 Operation

 Item 7A.

 Quantitative
 and Qualitative Disclosures About Market Risk

 Item 8.

 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 Jurisdictions that Prevent Inspections

 PART III.

 Item 10.

 Directors,
 Executive Officers and Corporate Governance

 Item 11.

 Executive

 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
 Accounting Fees and Services

 PART IV.

 Item 15.

 Exhibits

 Item 16.

 Form
 10-K Summary

 Signatures

 Exhibits

 FORWARD LOOKING
STATEMENTS

 This Annual Report
on Form 10-K contains forward-looking statements within the meaning of Rule 175 of the Securities Act of 1933, as amended, and Rule 3b-6
of the Securities Act of 1934, as amended, that involve substantial risks and uncertainties. These forward-looking statements are not
historical facts, but rather are based on current expectations, estimates and projections about our industry, our beliefs, and our assumptions.
Words such as "anticipate," "expects," "intends," "plans," "believes," "seeks"
and "estimates" and variations of these words and similar expressions are intended to identify forward-looking statements.
These statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, some of which are
beyond our control and difficult to predict and could cause actual results to differ materially from those expressed or forecasted in
the forward-looking statements. You should not place undue reliance on these forward-looking statements, which apply only as of the date
of this Form 10-K. Investors should carefully consider all of such risks before making an investment decision with respect to the Company's
stock. The following discussion and analysis should be read in conjunction with our financial statements for Genvor Incorporated. Such
discussion represents only the best present assessment from our Management.

 Item 1: Business

 Genvor Incorporated
(the "Company" or "Genvor") was incorporated in Florida on September 26, 2018, as "Allure Worldwide, Inc.,"
and as of November 18, 2019, redomiciled to Nevada. On June 24, 2022, the Company changed its name to from "Allure Worldwide, Inc."
to "Genvor Incorporated."

 The Company was originally
formed with the intention of seeking to acquire the assets or shares of an entity actively engaged in business which generates revenues,
in exchange for its securities. On January 11, 2021, the Company entered into an Exchange Agreement (the "Purchase Agreement")
with Genvor Inc., a Delaware corporation ("Old Genvor") to acquire (the "Acquisition") Old Genvor. On March 2,
2022, the Company and Old Genvor entered into a merger agreement (the "Merger Agreement") to consummate the Acquisition,
and pursuant to which a wholly-owned subsidiary of the Company, Genvor Acquisition Corp., a Delaware corporation ("Merger Subsidiary"),
merged (the "Merger") with and into Old Genvor, with each share of Old Genvor common stock issued immediately prior to the
time of the merger automatically converted into the right to receive one share of common stock of the Company.

 On May 27, 2022,
the Acquisition closed, Merger Subsidiary merged with and into Old Genvor, each share of Old Genvor was exchanged for the right to receive
one share of Company common stock, 35,261,871 shares of Company common stock were issued to Old Genvor's pre-merger shareholders
(the "Merger Shares"), constituting a change of control of the Company, and Old Genvor became a wholly owned subsidiary of
the Company. As a result of these transactions, the Company had 55,261,871 issued and outstanding common shares upon the closing of the
Acquisition, and subsequently the Company's original founding shareholders cancelled 18,144,112 shares of Company common stock
in connection with the Acquisition.

 The Company's subsidiary, Genvor Inc., was incorporated
under the laws of the State of Delaware on April 4, 2019, as "Nexion Biosciences Inc.," and on January 22, 2020, its name
was changed to "Genvor Inc." Genvor Inc. is a pioneer in AI-accelerated peptide technology for sustainable agriculture.

 During May 2019,
Genvor Inc. acquired Nexion Biosciences LLC ("NBLLC") from its founder for nominal consideration. NBLLC was formed in the
State of Delaware on December 28, 2018.

 Business Overview
and Strategic Vision

 The Company, through
its wholly owned subsidiary Genvor Inc., is pioneering the development and commercialization of AI-accelerated peptide technology to
address critical challenges in global agriculture. Genvor's proprietary BioCypher Algorithm and extensive library of patented peptides
represent a transformative approach to sustainable crop protection and performance enhancement, targeting the estimated $220 billion
in annual global crop losses attributed to plant diseases, pests, and environmental stressors.

technology platform encompasses multiple classes of engineered peptides designed to address distinct agricultural challenges. Antimicrobial
peptides (AMPs) provide broad-spectrum protection against fungal, bacterial, and viral pathogens that threaten crop productivity worldwide.
Nutritionally enhanced peptides (NEPs) optimize nutrient uptake and utilization, improving crop yields and quality while reducing fertilizer
inputs. The Company is also advancing crop-enhancing peptides (CEPs) that improve stress tolerance and plant vigor, as well as insecticidal
peptides that offer targeted pest control without the environmental persistence associated with synthetic chemicals.

 These peptide technologies
are distinguished by their multiple modes of action and biodegradability, which significantly reduce the risk of resistance development
that increasingly limits the effectiveness of conventional chemical pesticides. The Company's solutions are designed to meet stringent
regulatory requirements for residue-free agricultural products while maintaining or exceeding the efficacy standards of traditional crop
protection methods. This positions Genvor to capture value in both conventional and organic agricultural markets as global regulations
continue to restrict chemical pesticide usage and consumers increasingly demand sustainably produced food.

strategic vision extends beyond crop protection to encompass the broader agricultural value chain. Genvor is actively developing applications
for its peptide portfolio in animal health and nutrition, where NEPs demonstrate potential to improve feed conversion efficiency, enhance
gut health, and reduce antibiotic usage in livestock and aquaculture production systems. These cross-sector applications leverage the
same core technology platform and AI-driven discovery capabilities, creating multiple pathways for value creation and commercial deployment.

 Genvor's approach
to market entry emphasizes capital efficiency through strategic partnerships rather than internal infrastructure development. The Company
pursues licensing agreements, joint development partnerships, and collaborative research arrangements with leading agricultural organizations
who possess the regulatory expertise, distribution networks, and market access required for global commercialization. This partnership-driven
model enables Genvor to focus resources on technology advancement and peptide discovery while leveraging partners' complementary
capabilities to accelerate time-to-market and maximize geographic reach.

 The Company operates
at a critical inflection point in agricultural innovation, where converging factors including climate change impacts, evolving pest resistance,
tightening regulations, and consumer preferences are driving unprecedented demand for sustainable agricultural solutions. Genvor's
peptide platform, protected by multiple patents and powered by proprietary AI technology, is positioned to address these market needs
across the agricultural value chain.

 Business Strategy

 Genvor's business
strategy centers on leveraging its proprietary BioCypher Algorithm, an AI-driven peptide discovery platform, to create sustainable agricultural
solutions that optimize crop performance across diverse growing conditions. The Company targets critical agricultural challenges including
plant diseases, toxins, bacteria, and fungi through peptide technologies that enhance yields, improve stress tolerance, and deliver nutrient
optimization while meeting evolving regulatory requirements for residue-free solutions.

 The Company employs
a licensing-first commercialization model, forming strategic partnerships and joint development agreements (JDAs) that create mutual
competitive advantages. This approach enables leading agricultural organizations to access validated peptide technology with protected
market rights while leveraging partners' regulatory expertise and distribution capabilities. Collaborations span the innovation
spectrum from research institutions for advanced testing to industry partners for field validation and market access, ensuring solutions
achieve scalable commercial success across specific crops, applications, and geographic markets.

 Technology Platform

proprietary BioCypher Algorithm represents a paradigm shift in agricultural biotechnology, combining computational biology with machine
learning to accelerate peptide discovery while ensuring commercial viability. By integrating molecular modeling, predictive analytics,
and regulatory benchmarks, the platform generates and screens peptide candidates significantly faster than traditional R&D approaches,
reducing development timelines from years to months.

 Genvor has assembled
an extensive library of more than 50,000 designed peptides addressing high-value agricultural applications including biological crop
protection against bacterial, fungal, and viral pathogens; yield enhancement through improved stress tolerance and plant vigor; nutrient
optimization for enhanced uptake efficiency; and animal health applications in feed efficiency and performance. The platform supports
multiple delivery mechanisms including foliar applications, transgenic seed traits, and seed treatments, enabling cross-crop scalability
across row crops and specialty crops. Notable validation includes the Company's transgenic corn peptide AGM182, which demonstrated
72% reduction in fungal growth and 98% reduction in aflatoxin contamination in USDA trials.

 Intellectual Property

intellectual property portfolio comprises 5 issued U.S. patents, 2 pending U.S. patent applications, and 4 additional applications in
preparation. The Company has also filed 3 international patent applications in Canada, Mexico, and China to protect its technology in
key agricultural markets. The Company's U.S. patents have expiration dates ranging from 2031 to 2038.

issued patents and pending applications cover critical aspects of its peptide technology platform and commercial applications. The portfolio
includes composition of matter patents claiming novel antimicrobial lytic peptides effective in treating citrus plant diseases, including
citrus canker and citrus greening disease, with claims covering three distinct peptides and compositions for disease treatment. Additionally,
the Company holds patents covering transgenic corn expressing antifungal peptide AGM182, developed in collaboration with the USDA (DN:0113.18),
which include claims for transgenic maize plants and lines expressing AGM182, methods for producing such transgenic lines, the synthetic
AGM182 peptide itself, expression vectors, and methods for preventing or treating plants to reduce growth of mycotoxin-producing fungal
species.

 The Company has patent
applications in preparation covering novel antimicrobial peptides, production methods for bioactive peptides for use as foliar sprays
and in disease-resistant plants, generative artificial intelligence systems for peptide optimization and discovery, and novel peptides
for the treatment of insect infestation. These applications are expected to strengthen the Company's intellectual property position
and provide additional protection for its expanding technology platform.

 The Company has obtained
registered trademarks for GENVOR PEPTIDES BY DESIGN.

success depends in part on its ability to obtain and maintain patent protection for its technologies and products, preserve trade secrets,
and operate without infringing the intellectual property rights of others. The Company's policy is to seek to protect its proprietary
rights through various methods, including filing patent applications in the United States and foreign jurisdictions to cover certain
aspects of its technology. The Company continues to develop and file patent applications relating to its expanding technology platform
both domestically and internationally. However, there can be no assurance that the Company's pending patent applications will result
in issued patents, that any issued patents will provide adequate protection for the Company's technology, or that third parties
will not assert intellectual property infringement claims against the Company.

 Competitive Advantages

 Genvor's competitive
position is distinguished by several key factors that differentiate the Company from both traditional chemical pesticide manufacturers
and other biological solution providers. The Company's AI-accelerated discovery capabilities through the BioCypher Algorithm enable
rapid iteration and optimization of peptide candidates, dramatically reducing time-to-market compared to traditional agricultural R&D
cycles. Unlike single-product companies, Genvor's platform technology targets fundamental plant mechanisms, enabling single discoveries
to generate multi-crop opportunities and diverse application pathways. The Company's peptide-based solutions qualify for expedited
regulatory pathways as biological products, reducing approval timelines and costs compared to synthetic chemical alternatives. Additionally,
peptides' multiple modes of action and biodegradability minimize resistance development risks that challenge conventional chemical
pesticides. The growing demand for sustainable, residue-free agricultural solutions aligns with Genvor's technology capabilities.

 Recent Technical
Achievements

 Artificial Intelligence
Platform Advances

 The Company successfully
integrated over 9,000 proprietary synthetic antimicrobial peptides from Dr. Jesse Jaynes' four decades of research into its BioCypher
algorithm, creating a unique training dataset. The Company's third-generation model, which incorporates both synthetic and natural
AMPs with proprietary hydrophobicity encoding, demonstrated an 85% improvement in training performance compared to baseline models. This
enhanced model architecture enables the generation of novel AMP candidates that maintain validated design principles, including proper
amphipathic patterning and systematic charged/hydrophobic alternation critical for membrane activity. The Company has established a production
pipeline capable of generating and screening 100,000 in silico candidates with proprietary scoring algorithms, reducing experimental
screening requirements by over 1,000-fold. These AI capabilities position the Company to accelerate its development timeline while preserving
the intellectual contributions and design expertise accumulated over decades of peptide research.

 Efficacy Validation
Studies

 Data demonstrate
that Genvor's proprietary peptides showed promising broad-spectrum efficacy against major agricultural pathogens that cause significant
crop losses worldwide. Lead candidate GV185 demonstrated particularly strong antifungal activity at low concentrations against economically
significant pathogens including Fusarium graminearum, Aspergillus flavus, and Botrytis cinerea. The Company conducted concentration-response
studies on key fungal pathogens demonstrating that lead peptide candidates GV185 and GV197 showed concentration-dependent growth inhibition,
with GV185 showing superior efficacy at lower application rates. These data demonstrate clear concentration-dependent efficacy and support
the selection of optimal application rates for future field trials and combination treatments, potentially de-risking the program for
partnerships and supporting commercial advancement toward regulatory submissions.

 Technical Formulation
Advancement

 The Company has achieved
significant technical formulation advancements for its antimicrobial peptide (AMP) platform. Working with a leading specialty chemicals
partner, Genvor successfully developed and validated liquid aqueous formulations for its GV185 and GV197 antimicrobial peptides designed
for foliar application across multiple crops including corn, wheat, and greenhouse tomatoes and strawberries. Key technical milestones
accomplished include the development of analytical methods (HPLC-MS) for peptide quantification and quality control; the identification
of lead formulation candidates with 0.2% active ingredient concentration; the initiation of long-term stability studies demonstrating
promising early results with decomposition rates of less than 5% under accelerated aging conditions and the preparation of prototype
formulations ready for greenhouse and field trial evaluation. These formulation advances represent important progress toward commercialization,
with the developed prototypes designed to deliver targeted active ingredient concentrations of 1-10 ppm on treated crops. The Company
continues stability studies to select final lead prototypes and plans to proceed with efficacy testing in controlled greenhouse and field
environments.

 Data demonstrates
that Genvor's proprietary peptides showed promising broad-spectrum efficacy against major agricultural pathogens that cause significant
crop losses worldwide. Lead candidate GV185 demonstrated particularly strong antifungal activity at low concentrations, potentially de-risking
the program for partnerships and supporting the commercial advancement toward field trials and regulatory submissions.

 Table 3.
Inhibitory concentration where 50% of spores were killed (IC 50) and 95% confidence interval (C1) for fungal and bacterial
plant pathogens challenged with synthetic peptides GV185, GV187, D4E1, and AGMI82 a

 Synthetic
 peptides

 GV185

 GV187

 AGM182

 D4E1

 Pathogen

 IC 50 b

 95% CI e

 IC 50

 95%
 Cl

 IC 50

 95%
 Cl

 IC 50

 95%
 Cl

 Rhizopus stolonifer

 8.7

 (2, 15.4)

 7.4

 (3.2, 11.7)

 22.1

 (-14.7, 58.9)

 12.4

 (0.2, 24.5)

 Aspergillus flavus AF70

 3.9

 (2.7, 5.1)

 3.3

 (2.2, 4.4)

 7.9

 (4.3, 11.6)

 11.2

 (0.8, 21.5)

 A. flavus Tox 4

 2.9

 (2.3, 3.6)

 2.4

 (1.9, 3

)

 7.1

 (5.1, 9

)

 9.8

 (4, 15.6)

 Fusarium graminearum

 2.1

 (1.7, 2.4)

 2.2

 (1.9, 2.5)

 4.6

 (3.1, 6.2)

 6.2

 (2.3, 10.2)

 F. verticillioides

 2.1

 (1.8, 2.4)

 1.2

 (1.1, 1.4)

 2.0

 (1.8, 2.3)

 2.5

 (2, 3)

 F. oxysporum f. sp. vasinfectum

 2.2

 (1.8,. 2.6)

 1.5

 (1.4, 1.7)

 1.7

 (1.5, 1.9)

 2.0

 (1.6, 2.4)

 Claviceps purpurea

 1.1

 (1, 1.2)

 1.1

 (1, 1.2)

 1.3

 (1.1, 1.4)

 1.6

 (1.3, 1.8)

 Thielaviopsis basicola

 1.4

 (1.3, 1.6)

 1.3

 (1.2, 1.3)

 1.3

 (1.1, 1.4)

 1.5

 (1.2, 1.7

)

 Verticillium dahliae

 0.9

 (0.8, 0.9)

 0.8

 (0.7, 0.9

)

 0.9

 (0.9, 1)

 0.8

 (0.7, 0.9)

 Xanthomonas campestris pv. campestris

 0.1

 (0.1, 0.1

)

 0.1

 (0.1, 0.1)

 0.2

 (0.2, 0.3)

 0.2

 (0.2, 0.3)

 Pseudomonas syringae pv. tabaci

 0.1

 (0.1, 0.1)

 0.1

 (0.1, 0.1)

 0.1

 (0.1, 0.2)

 0.2

 (0.2, 0.2)

 a

 Fungal
 and bacterial pathogens were exposed to synthetic peptides and plated on medium, and viable spores
 or colonies were

 counted. Dose-response
 curves were estimated using a generalized linear model with logit link and binomial distribution

 (i.e.. logistic
 regression).

 b

 IC 50 is
 the predicted peptide dose ( M) where 50% of spores or bacteria were inhibited or killed
 from dose-response curves for

 each synthetic
 peptide and pathogen.

 c

 The
 95% confidence intervals are the range of IC 50 estimates for each peptide against
 a pathogen based on = 0.05. Values

 within the parentheses
 are the upper and lower limits Confidence intervals were calculated from logistic model parameter

 estimates for
 slope and intercept, their standard error and covariance. Due to logit link, values are not symmetric around the

 predicted IC 50 doses.

 Following initial
broad-spectrum screening, The Company conducted concentration-response studies on two key fungal pathogens that cause significant crop
losses globally. The Company's lead peptide candidates GV185 and GV197 demonstrated concentration-dependent growth inhibition against
both Botrytis cinerea and Fusarium graminearum, with GV185 showing superior efficacy at lower application rates. These data demonstrate
clear concentration-dependent efficacy and support the selection of optimal application rates for future field trials and combination
treatments.

 Genvor's technology
was developed by two university scientists, Dr. Clayton Yates and Dr. Jesse Jaynes, who share a common mission to develop crop protection
technology to defend against deadly crop diseases, which ultimately impact both animals and humans alike.

 Dr. Jaynes has, over
decades, focused on perfecting techniques for synthesizing and modifying anti-microbial peptides ("AMPs"). 1 Genvor's
headquarters is located at 1550 W Horizon Ridge Pkwy, Ste R #3040, Henderson, Nevada.

 Genvor's
Operations

 Research and Development
Overview

 The
Company's platform centers on the development of anti-microbial peptides ("AMPs"), which are designed to combat a broad
spectrum of debilitating and destructive plant diseases including bacterial, fungal, and viral pathogensthat threaten crop productivity
worldwide. These peptides are being developed for two primary agricultural applications: (1) as a non-chemical transgenic seed trait,
whereby crops are engineered to express specific AMPs internally; and (2) as a topical or foliar biological spray application ("bio-pesticide")
that can be used in integrated pest and disease management strategies.

 Beyond disease
resistance, Genvor's proprietary peptide library also includes peptide candidates designed to support improved nutrient uptake,
plant vigor, and stress resilience. These multifunctional peptides are being evaluated for their potential to increase agricultural efficiency
and reduce input costs, with promising results across various crop types.

 In addition to its
agricultural applications, Genvor is expanding its research into nutritionally enhanced peptides ("NEPs") for use in animal
feed. These NEPs have demonstrated the potential to increase protein expression in feed crops such as corn and sweet potato by 5–10x,
which could improve feed efficiency and nutrient density in poultry, swine, and aquaculture systems. This development represents a potential
cross-sector opportunity to enhance sustainability and economic return in the broader animal protein value chain.

 All of Genvor's
peptides are composed of naturally derived amino acid sequences and are developed without the use of toxic chemicals. As a result, adoption
of these technologies could contribute to reduced greenhouse gas emissions, improved soil health, and alignment with regenerative agriculture
practices. The Company believes these innovations will translate into meaningful economic and environmental benefits for a range of growers,
from conventional to organic operations.

 The Company is pursuing
regulatory pathways and strategic collaborations to advance the development and commercialization of its peptide technologies for both
domestic and international markets.

 Below is a summary
of Genvor's peptide development process.

 1 See,
e.g., Rajasekaran, K. Jaynes, J.M. and Cary, J.W. (2009) Transgenic Expression of Lytic Peptides in Food and Feed Crops to Control Phytopathogens
and pre-harvest Mycotoxin Contamination. In: Mycotoxin Prevention and Control in Agriculture, Chapter 9, pp 119-142. American Chemical
Society Symposium Vol. 1031.

 2

 Commercialization
of Genvor's peptide technologies is a key strategic priority, with an initial focus on developing seed trait integrations for major
row crops such as corn, soybeans, and cotton. These transgenic applications aim to embed Genvor's proprietary anti-microbial peptides
(AMPs) directly into the plant genome, enabling continuous, internal expression of disease-resistant traits throughout the crop lifecycle.
In parallel, the Company is advancing the development of a topical or foliar spray formulation – classified as a biological pesticide
–for foliar application across a broad range of crops. This foliar application offers a more immediate regulatory path and near-term
market entry opportunity while serving as a complementary tool to trait-based solutions.

 Concurrently, Genvor
is pursuing research and validation of its nutritionally enhanced peptides (NEPs), which are designed to significantly increase the protein
content and feed efficiency of common animal feedstocks such as corn and sweet potato. These peptides are intended to support performance
improvements across poultry, swine, and aquaculture production systems, potentially reducing feed conversion ratios and contributing
to more sustainable and profitable animal protein production.

peptide platform is protected by a robust intellectual property (IP) portfolio. Genvor currently holds 5 issued U.S. patents, 2 pending
U.S. patent applications, and 4 additional applications in preparation. The Company has also filed 3 international patent applications
in Canada, Mexico, and China to protect its technology in key agricultural markets. The Company's U.S. patents have expiration
dates ranging from 2031 to 2038. These peptides represent a diversified pipeline of bioactive compounds under evaluation for applications
across plant health, nutrient optimization, pest control, and animal feed enhancement.

 Market Opportunities

 Addressing
a $220 Billion Global Economic and Health Risk with Proven Solutions

 Food production must
double by 2050 to meet the food demand of the global population's expected growth to 9.6 billion people. Annual crop losses due
to plant pathogens and viruses are now estimated to exceed $220 billion globally. 3 Alarming to the United States Food and
Drug Administration ("FDA") is the fungi "Aspergillus Flavus," which produces Aflatoxins, a toxic carcinogenic
compound known to cause liver cancer in humans and animals. Humans infected with Aspergillus Flavus often have reduced or compromised
immune systems. Contamination of corn with acutely toxic and carcinogenic aflatoxin is a major human and livestock health risk, estimated
to cost the U.S. corn industry between $52 million and $1.7 billion annually. 4

 The below image shows
an infected crop leaf, a common sight for farmers facing these types of crop contamination issues:

 Aflatoxin contamination
causes market rejection of infected crops, as well as animal and human health impacts. The USDA has imposed strict guidelines for crop
inspection and discovery of diseased crops caused by Aflatoxins. Both planted fields and harvested crops found to be contaminated exceeding
permitted testing levels must be destroyed, at a loss to the farmer, who is often exposed to catastrophic economic losses as a result.
The guidelines in the European Union are stricter than in the United States, creating a critical market need for sustainable and effective
plant health solutions to combat such plant disease. 5

 Industry observers
have noted that seed trait expression of AMPs is a promising approach to providing resistance to aflatoxin infection in corn. 6 Testing
of Genvor's AMPs by the US Department of Agriculture over a period of six years, the results of which were published in May 2018
and March 2023, showed promising results in defense against aflatoxins, as seeds infused with Genvor AMPs showed a 70% reduction in aflatoxin
contamination, making them promising candidates for genetic engineering the next-generation of disease-resistant crops. 7

 Application
of Peptides in Plant Protection

 Plant pathogens attack
crops and lead to serious adverse impacts on their growth. Traditional chemical fungicides are effective in preventing diseases caused
by plant pathogens; however, their long-term continuous use has led to plant pathogens developing resistance to those fungicides, and
their residues present a risk of harm to humans and the environment. Industry observers believe that more sustainable methods to control
plant diseases are urgently needed. 8 Naturally occurring AMPs mediate the innate host defense and can be used as immune inducers.
Given their high specificity, rapid degradation, and efficacy, AMPs are expected to be a promising first line of defense against fungi,
viruses, and bacteria. Some industry observers believe that peptides will likely become mainstream tools for plant protection in the
future. 9

 3 Id.

 4 Broad-Spectrum
Antimicrobial Activity of Synthetic Peptides GV185 and GV187, Rebecca R. Sweany, Jeffrey W. Cary, Jesse M. Jaynes and Kanniah Rajasekaran,
March 20, 2023.

 5 Id.

 6 Science
Direct - Advanced Agrochem: Volume 2, Issue 1, March 2023, Pages 58-78, Peptides, new tools for plant protection in eco-agriculture.
Yi-Meng Zhang, De-Xing Ye, Yan Liu, Xin-Yuan Zhang, Yuan-Lin Zhou, Li Zhang, Xin-Ling Yang.

 7 Broad-Spectrum
Antimicrobial Activity of Synthetic Peptides GV185 and GV187, Rebecca R. Sweany, Jeffrey W. Cary, Jesse M. Jaynes and Kanniah Rajasekaran,
March 20, 2023.

 8 Donley
N. The USA lags behind other agricultural nations in banning harmful pesticides. Environ Health Glob Access Sci Source. 2019;18(1):44.

 9 Science
Direct - Advanced Agrochem: V olume 2, Issue 1, March 2023, Pages 58-78, Peptides, new tools for plant protection in eco-agriculture.
Yi-Meng Zhang, De-Xing Ye, Yan Liu, Xin-Yuan Zhang, Yuan-Lin Zhou, Li Zhang, Xin-Ling Yang.

 The following is an illustration that shows the mode
of action of Genvor's peptides against a disease cell:

 Lytic (Cell Bursting) Activity

 Microscopic images of germinated Fusarium graminearum were exposed
to 6 M of GV187 for 2 hours. Instances of cellular features are demarked as follows: as b. large sunken regions and c. leakage
of cytosol.

 Genvor's
AMP Technology has Created Significant Economic Opportunities in a Broad Spectrum of Plant Types

 The Aflatoxin problem
has created significant opportunities for companies developing the technology needed to defend against Aflatoxins. AMPs, such as those
developed by Genvor, are a safer alternative to fungicides. Pesticides or fungicides with a chemical composition are known to degrade
the environment, are inefficient to apply, persist in crops and livestock, and are less effective as plant pathogen resistance increases.
AMPs kill microorganisms directly, resistance to them is rare and should remain so given their mode of action, and AMPs can be manufactured
via a non-GMO process.

 Genvor's peptides
have proven effective on corn and show broad spectrum effectiveness for other crop types 11 for most known bacteria and fungi
within a single product solution. This broad-spectrum efficacy should be more efficient for farmers compared to the toxic fungicide alternatives,
which are currently used to combat a single fungi or bacteria type. Genvor's technology can be delivered into plants by both bioengineered
seed traits, as well as through bio-fungicide (topical spray) application. 11 There is no evidence of pathogens developing
resistance to Genvor's designed AMPs. At this point in time, AMPs show a likelihood of killing pathogens in berries, corn, cannabis,
wheat, cotton, citrus, and peanuts.

 Genvor utilizes a
proprietary peptide design and development methodology originally conceived by its founder, Dr. Jesse Jaynes. This method is rooted in
a phenotype-driven model first developed in the mid-1980s, which enables the expedited identification, optimization, and functional testing
of bioactive peptides. The approach is designed to accelerate the discovery process while improving peptide efficacy through targeted
structure-activity modeling.

 This methodology
has been refined over several decades and has demonstrated utility across multiple domains, including agricultural crop protection, animal
health, and human health research. Genvor continues to apply and evolve this model to support the rapid development of novel peptides
with applications in plant disease resistance, nutrient enhancement, pest management, and feed efficiency improvement. The Company believes
this foundational platform provides a strategic advantage in both speed to market and the functional performance of its proprietary peptide
candidates.

 10 Broad-Spectrum Antimicrobial
Activity of Synthetic Peptides GV185 and GV187, Rebecca R. Sweany, Jeffrey W. Cary, Jesse M. Jaynes and Kanniah Rajasekaran, March 20,
2023.

 11 Id.

 What are Peptides
Exactly?

 Peptides are broadly
utilized in medicine, cosmetics, healthcare products, animal nutrition and health, and plant nutrition and protection. In recent years,
they've become active research subjects to protect plants from bacteria, viruses, pests, and weeds, as antimicrobial and immune
inducers, plant growth regulators, insecticides, and herbicides. This is due to their extensive raw material sources, excellent activity,
and ideal environmental compatibility.

 Peptides are short-chain
biomolecules of between 2 and 50 amino acids, linked by peptide bonds. Based on their sources, peptides can be categorized as natural
or artificially synthesized. Most natural peptides are from animals, plants, and microorganisms. Both natural and synthetic peptides
can be produced through chemical synthesis, biological fermentation, gene recombination and other methods. Peptides are ubiquitous in
living organisms and modulate many physiological processes, making them a common research subject in medicine, cosmetics, and agriculture. 12

 How do Peptides
Work Against Diseases?

 Through seed traits,
plant seeds are genetically coded to produce AMPs. Upon encountering a disease microbe, AMPs penetrate the cell wall of the target disease
microbe, causing the contents of the disease microbe to spill out, destroying the disease cell. The same effect is foreseen in the utilization
of the topical spray.

 Delivery by
Transgenic Seed Traits

 In North America,
the seed trait market is currently estimated to exceed $ billion. The adoption of crop seeds with enhanced traits has been staggering
with over % of U.S. corn, cotton and soybeans being produced using seeds with enhanced traits. 13

 The following image
shows corn with Genvor's seed traits, which is currently growing in a USDA facility for study:

 12 Science
Direct - Advanced Agrochem: Volume 2, Issue 1, March 2023, Pages 58-78, Peptides, new tools for plant protection in eco-agriculture.
Yi-Meng Zhang, De-Xing Ye, Yan Liu, Xin-Yuan Zhang, Yuan-Lin Zhou, Li Zhang, Xin-Ling Yang.

 13

 Delivery by
Topical Spray (Bio-fungicide)

 The rising global
demand for organic foods, the trend in the reduction of chemical residues, stricter import and supermarket standards, shorter pre-harvest
intervals, a push for sustainability, growing food scarcity, the phase out of synthetic agricultural chemicals, along with the market's
demand for additional modes of action to manage resistance, has resulted in biologicals being one of the fastest-growing sectors in the
crop protection market, increasing at twice the compound annual growth rate of the crop protection market as a whole. 14 The
global agricultural biologicals market was approximately $9.5 billion in 2019 and is expected to grow to approximately $19.7 billion
by 2026. 15 Unlike synthetic chemicals, bio-fungicides are derived from configurations of amino acids and proteins occurring
in nature; therefore they do not contaminate soil, water, turf, beneficial insects, birds, fish, and non-targeted plants. 16

 USDA Partnership
– Benefits of a CRADA

 Genvor's AMPs
gained the attention of the USDA in its pursuit of solutions for plant disease in corn, the U.S.'s largest crop. Based on over
30 years of research by Genvor founder Dr. Jesse Jaynes, Genvor was awarded a Cooperative Research and Development Agreement ("CRADA")
in 2018 to develop and commercialize disease resistance and nutritional enhancement in corn seed based upon Genvor's proven technology.
A CRADA expands expertise and speeds development of many technologies that are now used by farmers or found in the grocery store through
access to USDA resources such as advanced laboratories, increasing the chances that research outcomes are adopted commercially to maximize
impact, driving a significantly lower overhead rate than a university's research program, and creating a multi-disciplinary research
team to increase technical breadth and depth of the lab. In addition, a CRADA provides access to the USDA regulatory team for registrations
and processes.

 Genvor's
Peptides are proven effective in corn seed traits.

 As a result of the
USDA and Genvor partnership through the CRADA, the effectiveness of Genvor's solutions in protecting against Aflatoxins in corn
seed has been established, with the probability that this technology can effectively be applied to other crop types. 17 Genvor
is expecting an extension of the CRADA to continue the studies of Genvor's 4 th generation of its peptides (GNV-185 and
GNV-187) towards commercialization. The Company now has the technology to move its superior AMPs from the research lab and greenhouse
to the field, with the goal of commercially producing Genvor's AMPs at a desirable price point for cost-effective and broad-based
agricultural use.

 What is a USDA
CRADA Worth to Genvor?

 In the United States,
it often takes eight years and $136 million to develop and bring a new seed trait through regulatory to the marketplace. 18 The
value of a CRADA, utilizing the USDA's existing labs, know-how, research, fields, greenhouses, and oversight to develop a Seed
Trait for corn is significant as it allows Genvor to bring seed traits to market with substantially less capital investment. For its
CRADA in corn, Genvor's contribution was under $700,000, primarily for a dedicated scientist to work onsite at the USDA facility
over the years. Genvor is expecting to continue R&D of its anti-microbial and nutritional enhancement peptides ("NEPs")
for poultry and swine feed through additional CRADAs with the USDA. In addition, Genvor is planning to apply for a CRADA for Aflatoxins
in peanuts. The USDA partnership is based upon the confidence and proof of concept found in Genvor's solutions.

 Business Strategy:
Licensing First and Leveraging R&D with Third Parties

 Genvor's business
model is to remain capital-light, focused on leveraging its third-party research and development through its initial CRADA with the USDA,
and any subsequent CRADAs that may be granted, while also adopting a licensing approach to reduce "cash burn" or the need
for significant manufacturing and marketing overhead. Genvor is highly scalable and capital efficient with minimal overhead relative
to peers, allowing the Company to focus on core research and development competency. Genvor does not expect revenue until the end of
2025, through the licensing and distribution of either or both the topical spray and seed trait, utilizing licensing and royalty opportunities.

 14

 15 Id.

 16 Id.

 17 Broad-Spectrum
Antimicrobial Activity of Synthetic Peptides GV185 and GV187, Rebecca R. Sweany, Jeffrey W. Cary, Jesse M. Jaynes and Kanniah Rajasekaran,
March 20, 2023.

 18

 Financing Needs
and Infrastructure Planning

 Genvor is actively
evaluating various financing options to support its near- and mid-term operational and strategic objectives. The Company anticipates
that additional capital will be required to fund general corporate overhead, research and development (R&D) activities, peptide production
for testing and validation, contributions under its Cooperative Research and Development Agreement (CRADA) with the United States Department
of Agriculture (USDA), and associated regulatory and commercialization efforts.

 While Genvor has
primarily leveraged external research infrastructure through collaborations and government partnerships to date, the Company is assessing
the potential establishment of a dedicated laboratory facility in or near Sacramento, California, to support internal R&D and pilot-scale
development. Additional lab sites, greenhouses, or field trial locations may be established in the future, either independently or in
collaboration with commercial agricultural input partners, as the Company scales its development and testing efforts.

 At present, there
are no definitive plans to construct or acquire independent laboratory or greenhouse infrastructure. Genvor continues to rely on existing
resources available through its strategic partnerships, including access to scientific, regulatory, and field-testing capabilities through
the USDA CRADA and affiliated research partners. However, the Company may pursue additional financing in the future if internal infrastructure
development or self-funded research programs are deemed beneficial to accelerate commercialization or expand the scope of its technology
platform.

 Competition

 Peptide-Based
Crop Protection: Competitive Landscape

 1. Vestaron Corporation
( www.vestaron.com)

 Vestaron is a U.S.-based
biopesticide innovator offering peptide-derived insecticides such as Spear T and Spear RC, designed
to target Lepidoptera, thrips, mites, and other pests on crops like cotton, soy, rice, and specialty horticulture. These products are
EPA-registered in the U.S. and approved in Europe, with favorable environmental profiles—short re-entry intervals and zero pre-harvest
interval—and scalable in partnership with ADM ( micro-pep.com).

 2. BASF SE
( www.basf.com)

 BASF incorporates
peptide-enhanced crop protection products into its global portfolio, including Inscalis for rice blight and peptide-chemical
hybrid solutions. The company's peptide R&D is bolstered by technologies acquired from ZedX and utilizes advanced computational
discovery methods.

 3. Syngenta Crop
Protection ( www.syngenta.com)

 Syngenta is advancing
peptides in its research pipeline, focused on fungal disease control and enhanced through its acquisition of Valagro. The company routinely
uses virtual screening and other digital tools to identify peptide-based actives aligned with its integrated pest and disease management
strategies.

 4. Micropep Technologies
( www.micro-pep.com)

 France-headquartered
Micropep is pioneering micropeptide solutions via its Krisalix AI-powered platform, which enables rapid discovery of bioactive
micropeptides. The company recently completed a 8.5 million Series A financing round and a $29 million Series B
round—bringing total funding to over $51 million—to support field trials and regulatory development, including EPA
classification for its first biofungicide candidate MPD-01 ( micro-pep.com).

 5. Hello Nature
(formerly Italpollina) ( www.hello-nature.com)

 Hello Nature is a
global provider of plant-stimulating peptides (PSP) used as biostimulants—specifically in its Hi-Q, Cerbero Green,
and Plant Stimulating Peptides lines—for broad applications in integrated and organic agriculture, including root development,
stress resilience, nutrient uptake, and yield enhancement ( hello-nature.com).

 Summary Table

 Company

 Website

 Peptide
 Product(s) / Platform

 Highlights

 Vestaron

 vestaron.com

 Spear T,
 Spear RC

 EPA-registered,
 ADM scale, targeted insect control

 BASF
 SE

 basf.com

 Inscalis,
 peptide-chemical hybrids

 Global
 reach, peptide discovery via ZedX

 Syngenta

 syngenta.com

 Fungus-targeted
 peptide discovery pipeline

 Digital
 screening, Valagro acquisition

 Micropep

 micro-pep.com

 Krisalix,
 MPD-01 biofungicide

 $51M+
 funding, EPA classification underway

 Hello
 Nature

 hello-nature.com

 Hi-Q,
 Cerbero Green, PSP biostimulants

 Biostimulants
 for root, stress, nutrient traits

 Sym Agro -
  serves horticultural and agricultural specialty markets with an assortment of fertilizers, fungicides, biologics,
and pesticides. ProBlad Verde fungicide is available in the US for use on a variety of crops, including stone fruit, cane berries,
strawberries, pome fruits, grapes, almonds, leafy greens, herbs, and tomatoes.

 Innatrix –
Products under development in their pipeline: InnaLB (Potato Late Blight) - Peptide product to stop late blight infection, by
interfering with critical late blight effectors, InnaNema (Soybean Cyst Nematode) Seed treatment product to stop nematode infection
and reproduction process on soybean roots, by RNAi technology, and nnaHLB (Citrus Greening) Peptide product to stop citrus greening
infection by interfering with critical citrus greening effector.

 Reports to Security
Holders

 We intend to furnish
our shareholders annual reports containing financial statements audited by our independent registered public accounting firm and to make
available quarterly reports containing unaudited financial statements for each of the first three quarters of each year. We file Quarterly
Reports on Form 10-Q, Annual Reports on Form 10-K and Current Reports on Form 8-K with the Securities and Exchange Commission (the "SEC")
voluntarily to disclose material information regarding the Company to the public. We may also file additional documents with the Commission
if they become necessary in the course of our company's operations.

 The public may read
and copy any materials that we file with the SEC at the SEC's Public Reference Room at 100 F Street, NE, Washington, D.C. 20549.
The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains
an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically
with the SEC. The address of that site is www.sec.gov.

 Government Regulations

 We believe that we
are and will continue to be in compliance in all material respects with applicable statutes and the regulations passed in the United
States. There are no current orders or directions relating to our company with respect to the foregoing laws and regulations.

 19 See,
e.g., Rajasekaran, K. Jaynes, J.M. and Cary, J.W. (2009) Transgenic Expression of Lytic Peptides in Food and Feed Crops to Control Phytopathogens
and pre-harvest Mycotoxin Contamination. In: Mycotoxin Prevention and Control in Agriculture, Chapter 9, pp 119-142. American Chemical
Society Symposium Vol. 1031.

 Environmental
Regulations

 While our products
and business activities do not currently violate any laws, any regulatory changes that impose additional restrictions or requirements
on us or on our products or potential customers could adversely affect us by increasing our operating costs or decreasing demand for
our products or services, which could have a material adverse effect on our results of operations.

 Employees

 As of September 30, 2025, we had two full-time
employees and two scientific employee advisors. Additionally, the Company has a fractional chief marketing officer who also assists
with corporate communications and utilizes a contracted controller.

 Property

 Genvor, Inc. operates
a research and development laboratory located in Woodland, California. The facility is part of the life-science innovation space operated
in partnership with AgStart and is made available to the Company through a lease arrangement awarded under a Bayer-supported program.
The current lease term extends through July 2026.

 The Woodland laboratory
consists of a fully equipped wet-lab environment suitable for early-stage biological research. The space includes standard benchtop laboratory
infrastructure and provides access to shared advanced instrumentation typical for molecular, biochemical, and microbiological assay development.
These capabilities support the Company's work in validating and characterizing sequenced peptides intended for use in crop protection
applications. Available equipment and shared resources include, but are not limited to, analytical instrumentation, incubation and culture
facilities, microscopy, purification systems, and other tools required for routine assay execution and screening workflows.

 The laboratory is
staffed by one full-time Ph. D.-level scientist who oversees the Company's research operations, assay development, and experimental
validation activities conducted at the site.

 The Company does not own any real property.
Other than the Woodland, California laboratory, the Company's headquarters is a virtual facility with an address in Henderson,
Nevada allowing the Company to operate with minimal overhead to support its current staff. The Company believes its existing facilities
are adequate for its current operational needs.

 Item 1A. Risk
Factors

 As a smaller reporting
company, we are not required to provide the information required by this item.

 Item 1B. Unresolved
Staff Comments.

 None.

 Item 1C. Cybersecurity

 Risk
Management and Strategy

 The
 Company has implemented several
 measures to protect against cybersecurity threats, while recognizing the importance of continuing
 to strengthen its overall security framework.

 Current
 protections include:

 Identity
Threat Detection & Response: Active monitoring for account takeover attempts and identity-based threats.

 Endpoint
Detection & Response: Continuous monitoring, detection, and response to potential endpoint threats.

 Two-Factor
Authentication: Enforced across Office 365 accounts, which comprise the majority of the Company's infrastructure.

 Managed
Device Security: Company devices are centrally managed for patching, antivirus, monitoring, and security enforcement.

 Vulnerability
Scanning & Remediation: Regular scanning of systems to identify potential weaknesses, with remediation measures applied to reduce
risk.

 Engagement
of a Third-Party MSSP: The Company
consults with an external Managed Security Services Provider for continuous support, monitoring, and guidance.

 Standard
Security Practices: Baseline controls such as password policies and antivirus software provide foundational protection.

 Planned
 enhancements include:

 Developing
a Comprehensive Cybersecurity Framework: Establishing a formal risk assessment process to better identify and manage vulnerabilities.

 Expanding
Cybersecurity Governance: Reviewing and formalizing Board-level oversight and considering additional training or expertise at the management
level.

 Governance

 Board
Oversight: The
Board of Directors currently does not have a formal structure for cybersecurity oversight. The Company intends to review and establish
appropriate oversight in the near future.

 Management's
Role: Day-to-day
cybersecurity responsibilities are managed by our Chief Executive Officer ("CEO"), with the support of an external Managed
Security Services Provider. The Company is evaluating options to enhance management's cybersecurity role through additional training
or external expertise.

 Expertise: While
current management and the Board do not have in-depth cybersecurity expertise, the Company is considering educational opportunities and
consulting resources to address this gap.

 Material Effect
from Cybersecurity Threats

 To date, no known
cybersecurity incidents have materially affected the Company's business strategy, results of operations, or financial condition.
 However, as with all companies, we remain exposed to the risk of cybersecurity threats. The controls currently in place provide a meaningful
level of protection, and the Company is committed to continuing to strengthen its cybersecurity posture as resources allow.

 Item 2. Properties

 Genvor, Inc. operates a research and development
laboratory located in Woodland, California. The facility is part of the life-science innovation space operated in partnership
with AgStart and is made available to the Company through a lease arrangement awarded under a Bayer-supported program. The current
lease term extends through July 2026.

 The Woodland laboratory consists of a
fully equipped wet-lab environment suitable for early-stage biological research. The space includes standard benchtop laboratory
infrastructure and provides access to shared advanced instrumentation typical for molecular, biochemical, and microbiological
assay development. These capabilities support the Company's work in validating and characterizing sequenced peptides intended
for use in crop protection applications. Available equipment and shared resources include, but are not limited to, analytical
instrumentation, incubation and culture facilities, microscopy, purification systems, and other tools required for routine assay
execution and screening workflows.

 The laboratory is staffed by one full-time
Ph. D.-level scientist who oversees the Company's research operations, assay development, and experimental validation activities
conducted at the site.

 The Company does not own any real property.
Other than the Woodland, California laboratory, the Company's headquarters is a virtual facility with an address in Henderson,
Nevada enabling the Company to operate with minimal overhead to support its current staff. The Company believes its existing facilities
are adequate for its current operational needs.

 Item 3.
Legal Proceedings

 Except as set forth below, as of the date
of this Annual Report, no director, officer, or affiliate is (i) a party adverse to us in any legal proceeding, or (ii) has an
adverse interest to us in any legal proceedings. Except as set forth below, management is not aware of any other material pending
legal proceedings against us or to which our property is subject.

 On February 7, 2024, the Company filed
suit against Justin Kimbrough and Prosperity Consultants, LLC, in the 14th Judicial District Court for Dallas County, Texas (case
no. DC-24-02022), alleging fraud, conversion, unjust enrichment and other causes of action. The Company and Mr. Kimbrough have
settled the claims in dispute, which required Mr. Kimbrough to return a portion of his shares of common stock to the Company totaling
331,250. On October 22, 2025, these shares were returned to the Company and were cancelled.

 On April 12, 2024, the Company filed suit
against Richard Saied, in the 192nd Judicial District Court for Dallas County, Texas (case no. DC-24-05442), alleging fraud, conversion,
unjust enrichment and other causes of action arising from the defendant's improper receipt of shares of Company common stock
under an agreement which required the defendant to provide services to the Company and which services the defendant ultimately
never provided. The Company sought monetary damages and for a constructive trust to be imposed on defendant's shares of
Company common stock and for them to be returned to the Company. On October 29, 2025, the court entered judgment in the Company's
favor, with the Company awarded reasonable and necessary attorney fees, and Mr. Saied was ordered to return the contested shares
back to the Company.

 Item 4. Mine Safety
Disclosures

 Not applicable to
our Company.

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

 Market Information

 There is no "established trading
market" for shares of the Company's common stock. Our stock was first quoted on the OTC Link ATS beginning in the
fourth fiscal quarter for the year ended September 30, 2023, but did not commence trading until approximately December 1, 2023.
Subsequently, the Company became delinquent in its SEC filing obligations, and under Rule 15c2-11, the Company's common
stock was no longer eligible for proprietary broker-dealer quotations and was no longer quoted on the OTC Link ATS. In September
2025, the Company again became current in its SEC reporting obligations, and the Company's common stock is now again quoted
on the OTC Link ATS (alternative trading system) operated by OTC Markets Group Inc. under the symbol "GNVR." No assurance
can be given that any "established trading market" for the Company's common stock will develop or be maintained.

 The range of high and low closing bid
quotations for the Company's common stock during each quarter of the fiscal years ended September 30, 2025, and 2024, has
not been included in this Item as the Company's historical quotation data for the Company's common stock is no longer
available on otcmarkets.com.

 The future sale of
the Company's presently outstanding "unregistered" and "restricted" common stock by present members of
management and persons who own more than five percent of the Company's outstanding voting securities may have an adverse effect
on any "established trading market" that may develop in the shares of the Company's common stock.

 Holders

 As of December
8, 2025, the Company had approximately 201 shareholders of record of common stock, including shares held in "street name"
by banks, brokerage clearing houses, depositories or otherwise in unregistered form.

 Transfer Agent

transfer agent is Securities Transfer Corporation, Securities Transfer Corporation, 2901 N. Dallas Parkway, Suite 380, Plano, Texas,
75093, Telephone: (469) 633-0088.

 Dividend Distributions

 We have not paid
any cash dividends on our common stock and have no present intention of paying any dividends on the shares of our common stock. Our current
policy is to retain earnings, if any, for use in our operations and in the development of our business. Our future dividend policy will
be determined from time to time by our board of directors.

 Securities authorized
for issuance under equity compensation plans.

 The Company does
not have a stock option plan.

 Penny Stock

 Our common stock
is considered "penny stock" under the rules of the Securities and Exchange Commission under the Securities Exchange Act of
1934. The SEC has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks. Penny stocks are
generally equity securities with a price of less than $5.00, other than securities registered on certain national securities exchanges
or quoted on the NASDAQ Stock Market System, provided that current price and volume information with respect to transactions in such
securities is provided by the exchange or quotation system. The penny stock rules require a broker-dealer, prior to a transaction in
a penny stock, to deliver a standardized risk disclosure document prepared by the Commission, that:

 contains
 a description of the nature and level of risks in the market for penny stocks in both public offerings and secondary trading;

 contains a description
 of the broker's or dealer's duties to the customer and of the rights and remedies available to the customer with respect
 to a violation to such duties or other requirements of Securities' laws; contains a brief, clear, narrative description of
 a dealer market, including bid and ask prices for penny stocks and the significance of the spread between the bid and ask price;

 contains a toll-free telephone
 number for inquiries on disciplinary actions;

 defines significant terms
 in the disclosure document or in the conduct of trading in penny stocks; and

 contains such other information
 and is in such form, including language, type, size and format, as the Commission shall require by rule or regulation.

 The broker-dealer
also must provide, prior to effecting any transaction in a penny stock, the customer with:

 bid and offer quotations
 for the penny stock;

 the compensation of the
 broker-dealer and its salesperson in the transaction;

 the number of shares to
 which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the marker for such stock;
 and

 monthly account statements
 showing the market value of each penny stock held in the customer's account.

 In addition, the
penny stock rules that require that prior to a transaction in a penny stock not otherwise exempt from those rules; the broker-dealer
must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's
written acknowledgement of the receipt of a risk disclosure statement, a written agreement to transactions involving penny stocks, and
a signed and dated copy of a written suitably statement.

 These disclosure
requirements may have the effect of reducing the trading activity in the secondary market for our stock.

 Related Stockholder
Matters

 Unregistered Sales of Equity Securities
During the Fourth Fiscal Quarter

 On July 8, 2025,
the Company sold 160,000 shares of its common stock at a price of $0.25 per share to a third-party investor and received proceeds of
$40,000.

 On August 4, 2025,
the Company sold 40,000 shares of its common stock at a price of $0.25 per share to a third-party investor and received proceeds of $10,000.

 On August 14, 2025,
the Company sold 80,000 shares of its common stock at a price of $0.25 per share to a third-party investor and received proceeds of $20,000.

 On August 14, 2025,
the Company issued 51,155 shares of common stock to a third-party service provider for the settlement of a $15,347 outstanding accounts
payable.

 On September 12,
2025, the Company sold 100,000 shares of its common stock at a price of $0.25 per share to a third-party investor and received proceeds
of $25,000.

 On September 30, 2025, the Company issued
250,000 shares of its common stock to Chad Pawlak, the Company's CEO, for services rendered during the three-month period
ended September 30, 2025.

 On September 30, 2025, the Company issued
20,000 shares of its common stock to Brianna Fochs, Senior Scientist, pursuant to the execution of an employment agreement.

 The offers, sales,
and issuances of the securities described above were deemed to be exempt from registration under the Securities Act in reliance
on Section 4(a)(2) of the Securities Act, or Regulation D promulgated thereunder, as transactions by an issuer not involving a public
offering. The recipients of securities in each of these transactions acquired the securities for investment only and not with a view
to or for sale in connection with any distribution thereof and appropriate legends were affixed to the securities issued in these transactions.
Each of the recipients of securities in these transactions was an accredited or sophisticated person and had adequate access, through
employment, business or other relationships, to information about us.

 Purchase of Equity
Securities

 None.

 Item 6. [Reserved]

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

 The
following discussion and analysis of our financial condition and results of operations for the years ended September 30, 2025 and 2024
should be read in conjunction with our consolidated financial statements and related notes to those consolidated financial statements
that are included elsewhere in this report. Certain information contained in the discussion and analysis set forth below includes forward-looking
statements that involve risks and uncertainties.

 Special
Note Regarding Forward-looking Statements

 All
statements other than statements of historical fact included in this Annual Report Form 10-K including, without limitation, statements
under "Management's Discussion and Analysis of Financial Condition and Results of Operations" regarding our financial
position, business strategy and the plans and objectives of management for future operations, are forward-looking statements. When used
in this Annual Report on Form 10-K, words such as "anticipate," "believe," "estimate," "expect,"
"intend" and similar expressions, as they relate to us or our management, identify forward-looking statements. Such forward-looking
statements are based on the beliefs of management, as well as assumptions made by, and information currently available to, our management.
Actual results could differ materially from those contemplated by the forward-looking statements as a result of a number of factors,
including those set forth under the risk factors and business sections in this Annual Report on Form 10-K.

 Overview

 The Company was originally
formed with the intention of seeking to acquire the assets or shares of an entity actively engaged in business which generates revenues,
in exchange for its securities. On January 11, 2021, the Company entered into an Exchange Agreement (the "Purchase Agreement")
with Genvor Inc., a Delaware corporation ("Old Genvor") to acquire (the "Acquisition") Old Genvor. On March 2,
2022, the Company and Old Genvor entered into a merger agreement (the "Merger Agreement") to consummate the Acquisition,
and pursuant to which a wholly-owned subsidiary of the Company, Genvor Acquisition Corp., a Delaware corporation ("Merger Subsidiary"),
merged (the "Merger") with and into Old Genvor, with each share of Old Genvor common stock issued immediately prior to the
time of the merger automatically converted into the right to receive one share of common stock of the Company.

 On May 27, 2022,
the Acquisition closed, Merger Subsidiary merged with and into Old Genvor, each share of Old Genvor was exchanged for the right to receive
one share of Company common stock, 35,261,871 shares of Company common stock were issued to Old Genvor's pre-merger shareholders
(the "Merger Shares"), constituting a change of control of the Company, and Old Genvor became a wholly owned subsidiary of
the Company. As a result of these transactions, the Company had 55,261,871 issued and outstanding common shares upon the closing of the
Acquisition, and subsequently the Company's original founding shareholders cancelled 18,144,112 shares of Company common stock
in connection with the Acquisition.

subsidiary, Genvor Inc., was incorporated under the laws of the State of Delaware on April 4, 2019, as "Nexion Biosciences Inc.,"
and on January 22, 2020, its name was changed to "Genvor Inc." Genvor Inc. a pioneer in AI-accelerated peptide technology
for sustainable agriculture.

 During May 2019,
Genvor Inc. acquired Nexion Biosciences LLC ("NBLLC") from its founder for nominal consideration. NBLLC was formed in the
State of Delaware on December 28, 2018.

 The Company, through
its wholly owned subsidiary Genvor Inc., is pioneering the development and commercialization of AI-accelerated peptide technology to
address critical challenges in global agriculture. Genvor's proprietary BioCypher Algorithm and extensive library of patented peptides
represent a transformative approach to sustainable crop protection and performance enhancement, targeting the estimated $220 billion
in annual global crop losses attributed to plant diseases, pests, and environmental stressors.

technology was developed by two university scientists, Dr. Clayton Yates, and Dr. Jesse Jaynes, who shared a mission to develop crop
protection technology designed to defend against crop diseases affecting both animals and humans alike.

 Recent Activity

 The Company actively
participated in prominent biotechnology conferences and significant industry events. Moreover, productive engagements with USDA partners
have enhanced our ongoing multi-year studies on seed traits in corn, focusing on combatting a wide array of pathogens, including aflatoxin.

 Our outreach efforts
extended to major agricultural enterprises, facilitating discussions on potential partnership opportunities to bring Genvor's peptide
portfolio to market. Multiple product formats are currently under evaluation and development, with our steadfast commitment to the license-first
business model. The company is collaborating with several contract manufacturing firms to develop efficient and cost-effective manufacturing
systems. This initiative aims to meet the manufacturing requirements of commercial partnerships and ensure the ability to offer economically
viable pricing that aligns with market expectations in the global agricultural sector.

 Exploration of international
animal health research collaborations is underway, including discussions with a leading animal health research company. Concurrently,
we are intensifying efforts in non-GMO product development and expediting the innovation of novel peptides.

 In
August 2024 Genvor was awarded the Golden Ticket by Bayer.

 Strategic
Collaboration with Bayer: Golden Ticket Award

 In
2024, Genvor was selected by Bayer AG as the inaugural recipient of its Golden Ticket award, a competitive innovation initiative designed
to support high-impact agricultural technologies. This award grants Genvor fully funded access to laboratory space, equipment, and expert
mentorship at Bayer's LifeHub California @AgStart, a leading AgriFoodTech innovation center.

 This
collaboration enables Genvor to accelerate development and commercialization of its proprietary peptide-based crop protection and trait
technologies. Genvor's platform leverages antimicrobial peptides (AMPs) to enhance disease resistance and crop performance through
both biological sprays and genetic trait innovation.

 Bayer's selection
of Genvor from a global pool of applicants underscores the scientific and commercial potential of our approach. The Golden Ticket program
aligns with Bayer's broader commitment to regenerative agriculture and cutting-edge crop protection solutions, providing critical
resources to advance Genvor's mission of sustainable innovation in global agriculture.

 Going Concern

 These consolidated
financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates, among other things,
the realization of assets and the satisfaction of liabilities in the normal course of business.

 Several conditions
and events cast substantial doubt about the Company's ability to continue as a going concern. The Company requires capital
for its contemplated operational and marketing activities to take place. As reflected in the accompanying consolidated financial
statements, the Company had working capital deficit of approximately $1,312,000 at September 30, 2025, and had incurred recurring
net losses and generated negative cash flows from operating activities of approximately $5,589,000 and $557,000 and $2,885,000
and $976,000 for the years ended September 30, 2025, and September 30, 2024, respectively.

 The
Company's ability to raise additional capital through debt or future issuances of capital stock is unknown. The obtainment of additional
financing, the successful development of the Company's contemplated plan of operations, and its transition, ultimately, to the
attainment of profitable operations are necessary for the Company to continue operations. The ability to successfully resolve these factors
raises substantial doubt about the Company's ability to continue as a going concern.

 The
accompanying consolidated financial statements do not include any adjustments related to the recoverability or classification of asset-carrying
amounts or the amounts and classification of liabilities that may result should we be unable to continue as a going concern.

 Critical Accounting
Policies

 Use
of Estimates

 The
preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States
of America ("U.S. GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets
and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts
of revenues and expenses during the reporting period. Changes in these estimates and assumptions may have a material impact on the consolidated
financial statements and accompanying notes. Making estimates requires management to exercise significant judgment. It is at least reasonably
possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial
statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming
events. Accordingly, the actual results could differ significantly from those estimates.

 Significant
estimates during the years ended September 30, 2025, and 2024 include the valuation of deferred tax assets and the associated valuation
allowances, and the valuation of stock-based compensation.

 Income
Taxes

 Income taxes are
accounted for pursuant to ASC 740 "Accounting for Income Taxes," which is an asset and liability approach that requires the
recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the
Company's financial statements or tax returns. The charge for taxes is based on the results for the period as adjusted for items,
which are non-assessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance
sheet date.

 Deferred tax is accounted
for using the balance sheet liability method in respect of temporary differences arising from differences between the carrying amount
of assets and liabilities in the financial statements and the corresponding tax basis used in the computation of assessable tax profit.
In principle, deferred tax liabilities are recognized for all taxable temporary differences, and deferred tax assets are recognized to
the extent that it is probable that taxable profit will be available against which deductible temporary differences can be utilized.

 Deferred tax is calculated
using tax rates that are expected to apply to the period when the asset is realized, or the liability is settled. Deferred tax is charged
or credited in the income statement, except when it is related to items credited or charged directly to equity, in which case the deferred
tax is changed to equity. Deferred tax assets and liabilities are offset when they related to income taxes levied by the same taxation
authority, and we intend to settle its current tax assets and liabilities on a net basis.

 Stock-based

 The Company accounts
for stock-based compensation by measuring and recognizing compensation expense for all share-based awards, including stock warrants and
stock grants, based on estimated grant-date fair values. The Company measures employee and non-employee awards at the date of grant,
which generally is the date at which the Company and the nonemployee reach a mutual understanding of the key terms and conditions of
a share-based payment award.

 The Company uses
the straight-line attribution method to allocate compensation cost to reporting periods over the requisite service period during which
the employee or nonemployee is required to provide services in exchange for the award. The Company has elected to account for forfeitures
of awards as they occur, with previously recognized compensation reversed in the period that the awards are forfeited.

 Recent
Accounting Standards

 For details of applicable
new accounting standards, please, refer to Recent Accounting Standards in Note 2 of our consolidated financial statements accompanying
this report.

 RESULTS OF OPERATIONS

 Comparison of Results of Operations for the Years
Ended September 30, 2025 and 2024

 Revenues

 We
did not earn any revenues during the years ended September 30, 2025 and 2024.

 Operating Expenses

 For
the years ended September 30, 2025, and 2024, operating expenses consisted of the following:

 Years Ended September 30,

 2025

 2024

 Research and development expenses

 $

 455,901

 $

 240,263

 Advertising and marketing expenses

 4,458

 84,183

 Professional fees

 320,434

 1,071,509

 Compensation and related benefits

 5,497,998

 1,317,286

 Other general and administrative

 131,060

 69,806

 $

 6,409,851

 $

 2,783,047

 For the year ended September 30, 2025, research and development expenses increased by $215,638, or 89.8%, as compared to the year ended September 30, 2024. The increase was primarily due to an increase in our research and development projects and an increase in monthly fees paid to our two scientific advisor employees. We expect that our research and development expenses will continue to increase as we work towards commercializing our products.

 For the year ended September 30, 2025, advertising and marketing expenses decreased by $79,725, or 94.7%, as compared to the year ended September 30, 2024. The decrease was primarily due to decreased advertising activities in the year ended September 30, 2025 due to lack of capital. We expect that our advertising and marketing expenses will likely remain at its current level with minimal increase in the near future.

 Professional
 fees primarily consisted of accounting, audit, legal, consulting, investor relations, and other professional fees. For the year ended
 September 30, 2025, professional fees decreased by $751,075 or 70.1% as compared to the year
 ended September 30, 2024, which was primarily attributable to a decrease in investor relations service chargers of approximately $111,000,
 a decrease in recruiter service fees of $90,000, a decrease of $231,000 in stock based compensation related to warrants issued for services,
 and a decrease in other professional fees, such as audit, legal and consulting, of approximately $319,000.

 For the year ended September 30, 2025, compensation and related benefits increased by $4,180,712, or 317.4%, as compared to the year ended September 30, 2025. The significant increase was primarily attributable to an increase in stock-based compensation with our CEO for services provided to the Company and an increase in his salary and guaranteed bonus effective January 1, 2025 resulting in approximately $13,000 of additional compensation each month and a $90,000 one-time bonus provided by the board in January 2025 for services rendered.

 Other general and administrative expenses mainly consisted of OTC listing fee, office supplies, travel and entertainment expenses, insurance and other miscellaneous items. For the year ended September 30, 2025, other general and administrative expenses increased by $61,254, or 87.7%, as compared to the year ended September 30, 2024. The increase was mainly due to an increase in insurance related expenses and a loss on disposal of property and equipment.

 Loss from Operations

 As a result of
the foregoing, for the year ended September 30, 2025, loss from operations amounted to $6,409,851, as compared to $2,783,047 for
the year ended September 30, 2024, representing an increase of $3,626,804, or 130.3%.

 Other Expense (Other
Income)

 Other expense mainly includes interest expense, default
penalties – late fees on a note payable, and other miscellaneous expense.

 Other income, net, totaled $820,810 for the year ended
September 30, 2025, as compared to other expense, net of $101,911 for the year ended September 30, 2024, an increase in other income,
net of $922,721, or 905.4%, which was primarily attributable to a decrease in interest expense of approximately $42,000, mainly driven
by the decrease in outstanding notes payable, a decrease in penalties and a gain of $875,000 on the settlement of accounts payable and
notes payable with shares of our common stock and the derecognition of a $680,000 note payable in which the statute of limitations had
lapsed. The Company obtained a legal opinion documenting the law in the state in which the debt originated. Based on such state law, the
Company has been judicially released from this obligation as the statute of limitations has lapsed on any breach of contract claims.

 Income Taxes

 We did not have
any income taxes expense for the years ended September 30, 2025 and 2024 since we incurred losses in these periods.

 Net Loss

 As
a result of the factors described above, our net loss was $5,589,041, or $0.22 per share (basic and diluted), for the year ended
September 30, 2025, as compared to $2,884,958, or $0.15 per share (basic and diluted), for the year ended September 30, 2024,
an increase of $2,704,083, or 93.7%.

 Liquidity and Capital
Resources

 We
have a limited operating history and our continued growth is dependent upon obtaining additional financing to fund future obligations
and pay liabilities arising from ordinary course business operations. In addition, the current cash balance cannot be projected to cover
our operating expenses for the next twelve months from the release date of this report. These matters raise substantial doubt about our
ability to continue as a going concern. Our ability to continue as a going concern is dependent on our ability to raise additional capital,
implement our business plan, and generate sufficient revenues. There are no assurances that we will be successful in our efforts to generate
sufficient revenues, maintain sufficient cash balance or report profitable operations or to continue as a going concern. We plan to raise
capital in the future through the sale of equity or debt to implement our business plan. However, there is no assurance these plans will
be realized and that any additional financings will be available to us on satisfactory terms and conditions, if at all.

 Liquidity
is the ability of a company to generate funds to support its current and future operations, satisfy its obligations as they come due and
otherwise operate on an ongoing basis. At September 30, 2025, and 2024, we had a cash balance of $37,231 and $373, respectively.

 The following table sets
forth a summary of changes in our working capital deficit from September 30, 2025 to September 30, 2024:

 Changes in

 2025

 2024

 Percentage

 Working capital deficit:

 Total current assets

 $

 45,822

 $

 21,678

 $

 24,144

 111.4

 %

 Total current liabilities

 1,358,204

 1,749,710

 (391,506

)

 (22.4

)%

 Working capital deficit

 $

 (1,312,382

)

 $

 (1,728,032

)

 $

 (415,650

)

 (24.05

)%

 Our working capital
deficit decreased by $415,650 to $1,312,382 at September 30, 2025 from $1,728,032 at September 30, 2024. The decrease in working
capital deficit was primarily attributable to an increase in current assets of approximately $24,000, a decrease in notes payable
from the settlement of one note with a principal amount of $217,000 with shares of common stock, the derecognition of a $680,000
note due to the statute of limitations lapsing and the Company being legally released, offset by an increase of approximately
$505,000 in accounts payable and accrued expenses, in convertible notes payable, accrued interest, accrued compensation and related
expenses and advances from related parties.

 Cash
Flows for the Year Ended September 30, 2025, Compared to the Year Ended September 30, 2024

 The
following table summarizes the key components of our cash flows for the years ended September 30, 2025, and 2024:

 Years Ended September 30,

 2025

 2024

 Net cash used in operating activities

 $

 (555,717

)

 $

 (975,641

)

 Net cash provided by financing activities

 592,575

 931,660

 Net decrease in cash

 $

 36,858

 $

 (43,981

)

 Net
cash flows used in operating activities for the year ended September 30, 2025 was $555,717, which primarily reflected our consolidated
net loss of $5,589,041, offset by changes in operating assets and liabilities of approximately $960,000 primarily consisting of
an increase in accrued compensation and related expenses and accrued interest and non-cash changes of approximately $4,073,000,
primarily due to stock-based compensation of $4,930,000, offset with gain on extinguishment of notes payable of $867,000.

 Net
cash flow used in operating activities for the year ended September 30, 2024 was $975,641, which primarily reflected our consolidated
net loss of approximately $2,885,000, and the changes in operating assets and liabilities, primarily consisting of a decrease in accrued
liabilities and other payables of approximately $236,000 due to the payments made to our related parties in the year ended September 30,
2024, offset by an increase in accrued professional fees of approximately $245,000 resulting from the increase in professional services
providers in the year ended September 30, 2024, an increase in accrued research and development fees of approximately $195,000
driven by the increased research projects in the year ended September 30, 2024, and an increase in accrued payroll liability and compensation
of approximately $238,000 which was primarily attributable to we hired a full time CEO in January 2024 and his salary was accrued and
unpaid commencing May 1, 2024, and the non-cash item adjustments, primarily consisting of late fee
capitalized into notes payable of $90,000, and stock-based compensation and service expense of approximately $1,363,000 which was
mainly attributable to the value of warrants granted and vested in the year ended September 30, 2024 of approximately $1,007,000 and the
value of our common stock granted in the year ended September 30, 2024 of approximately $356,000.

 Net cash flow provided by
financing activities was $592,575 for the year ended September 30, 2025, as compared to $931,660 for the year ended September 30, 2024.
During the year ended September 30, 2025, we received proceeds from sale of common stock and warrant exercises of $525,500 and advances
from related parties of $67,075, net of repayment. During the year ended September 30, 2024, we received proceeds from notes payable of
$20,000 and proceeds from sale of common stock of approximately $912,000.

 The following trends are
reasonably likely to result in a material decrease in our liquidity over the near to long term:

 an increase in working capital requirements to finance our current business;

 the use of capital for acquisitions and the development of business opportunities; and

 the cost of being a public company.

 In addition, the impact that
the imposition of tariffs and changes to global trade policies could have on our results of operations is uncertain.

 Based upon our current financial
condition, we do not have sufficient cash to operate our business at the current level for the next twelve months. We intend to fund operations
through debt and/or equity financing arrangements, which may be insufficient to fund expenditures or other cash requirements. We plan
to seek additional financing in a private equity offering to secure funding for operations. There can be no assurance that we will be
successful in raising additional funding. If we are not able to secure additional funding, the implementation of our business plan will
be impaired. There can be no assurance that such additional financing will be available to us on acceptable terms or at all.

 Inflation

 The
effect of inflation on our operating results was not significant for the years ended September 30, 2025, and 2024.

 Item 7A. Quantitative and Qualitative Disclosures
about Market Risk

 As a smaller
reporting company, as defined in Rule 12b-2 of the Exchange Act, we are not required to provide the information required by this Item.

 Item 8. Financial
Statements and Supplementary Data

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

September 30, 2024 and 2023

 CONTENTS

 Report
 of Independent Registered Public Accounting Firm (PCAOB No. 474)

 Financial Statements:

 Balance Sheets - As of September 30, 2024 and 2023

 Statements of Operations - For the Years Ended September 30, 2024 and 2023

 Statements of Changes in Stockholders' Deficit - For the Years Ended September 30, 2024 and 2023

 Statements of Cash Flows –For the Years Ended September 30, 2024 and 2023

 Notes
 to Consolidated Financial Statements

 F- 1

 REPORT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM

 To the Board of Directors and Stockholders
of

 Genvor Incorporated and Subsidiaries

 Opinion on the Financial Statements

 We have audited the accompanying consolidated balance
sheets of Genvor Incorporated and Subsidiaries (the "Company") as of September 30, 2025, and 2024, and the related consolidated
statements of operations, changes in stockholders' deficit, and cash flows for the years ended September 30, 2025, and 2024, 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 September 30, 2025, and 2024, and the results of its operations and
its cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America.

 Going Concern

 The accompanying financial statements have been prepared
assuming that the entity will continue as a going concern. As discussed in Note 1 to the financial statements, the Company has suffered
recurring losses from operations, has a net capital deficiency and has not yet generated any revenues. This raises 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 to the financial statements. The 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 provides a reasonable basis for our opinion.

 Critical Audit Matters

 Critical audit matters are matters 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 our especially challenging, subjective,
or complex judgments. We determined that there are no critical audit matters.

 Novogradac
& Company LLP

 We have served as the Company's
auditor since 2024.

 Plantation,
Florida

 December 10, 2025

 F- 2

CONSOLIDATED BALANCE SHEETS

 2025

 2024

 ASSETS

 CURRENT ASSETS:

 Cash

 $
 37,231

 $

 Prepaid expense

 8,591

 21,305

 Total Current Assets

 45,822

 21,678

 NON-CURRENT ASSETS:

 Property and equipment, net

 —

 13,902

 Total Non-current Assets

 —

 13,902

 Total Assets

 $
 45,822

 $
 35,580

 LIABILITIES AND STOCKHOLDERS' DEFICIT

 CURRENT LIABILITIES:

 Convertible notes payable

 $

 $
 7,408

 Notes payable

 —

 897,000

 Accrued interest

 57,026

 9,822

 Accounts payable and accrued expenses

 366,899

 303,264

 Accrued compensation and related expenses

 781,392

 466,404

 Advances from related parties

 84,137

 17,062

 SBA loan

 48,750

 48,750

 Total Current Liabilities

 1,358,204

 1,749,710

 Total Liabilities

 1,358,204

 1,749,710

 Commitments and Contingencies (Note 7)

 STOCKHOLDERS' DEFICIT:

 Preferred stock, $ 0.001
 par value; 20,000,000 shares authorized;
 Series A Preferred Stock, 10
 shares authorized; 6
 shares issued and outstanding at September 30, 2025 and 2024

 —

 —

 Series B Preferred Stock, 2,500,000
 shares authorized; 2,060,536
 shares issued and 1,558,024
 shares outstanding at September 30, 2025 and 2024

 2,061

 2,061

 Common stock, $ 0.001
 par value; 300,000,000 shares authorized;
 30,175,763 and 20,029,608
 shares issued and outstanding at September 30, 2025 and 2024, respectively

 29,927

 20,030

 Additional paid-in capital

 25,148,936

 19,168,044

 Less: series B preferred stock held in treasury, at cost;
 502,512
 shares at September 30, 2025 and 2024

)

)

 Accumulated deficit

 ( 26,193,306
)

 ( 20,604,265
)

 Total Stockholders' Deficit

 ( 1,312,382
)

 ( 1,714,130
)

 Total Liabilities and Stockholders'
 Deficit

 $
 45,822

 $
 35,580

 See accompanying notes
to the consolidated financial statements.

 F- 3

CONSOLIDATED STATEMENTS OF OPERATIONS

 For the Years Ended

 2025

 2024

 REVENUE

 $
 —

 $
 —

 OPERATING EXPENSES:

 Research and development expenses

 455,901

 240,263

 Advertising and marketing expenses

 4,458

 84,183

 Professional fees

 320,434

 1,071,509

 Compensation and related benefits

 5,497,998

 1,317,286

 Other general and administrative expenses

 131,060

 69,806

 Total Operating Expenses

 6,409,851

 2,783,047

 LOSS FROM OPERATIONS

 ( 6,409,851
)

 ( 2,783,047
)

 OTHER EXPENSE

 Interest expense

 ( 59,812
)

 ( 17,693
)

 Net gain on settlement of accounts payable

 13,622

 —

 Gain on extinguishment of notes payable

 867,000

 5,826

 Penalties

 —

 ( 90,000
)

 Other expense

 —

 ( 44
)

 Total Other Expense

 820,810

 ( 101,911
)

 LOSS BEFORE INCOME TAXES

)

)

 INCOME TAXES

 —

 —

 NET LOSS

 $
)

 $
)

 NET LOSS PER COMMON SHARE:

 Basic and diluted

 $
 ( 0.22
)

 $
 ( 0.15
)

 WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:

 Basic and diluted

 25,695,496

 19,879,772

 See accompanying notes
to the consolidated financial statements.

 F- 4

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT

For the Years Ended September 30, 2024, and 2025

 Series
 A

 Series
 B

 Treasury
 Stock

 Preferred
 Stock

 Preferred
 Stock

 Common
 Stock

 Series
 B Preferred Stock

 Number

 Number

 Number

 Additional

 Number

 Total

 of

 of

 of

 Paid-in

 of

 Accumulated

 Stockholders'

 Shares

 Shares

 Shares

 Capital

 Shares

 Deficit

 Deficit

 Balance, September 30, 2023

 —

 2,060,536

 2,061

 19,061,936

 19,062

 16,293,188

 ( 502,512
)

)

 ( 17,719,307
)

 ( 1,704,996
)

 Sale of common stock

 —

 —

 —

 —

 956,600

 910,643

 —

 —

 —

 911,600

 Issuance of common stock erroneously omitted from prior year

 —

 —

 —

 —

 110,000

 ( 110
)

 —

 —

 —

 —

 Issuance of common stock for services

 —

 —

 —

 —

 301,072

 355,949

 —

 —

 —

 356,250

 Issuance of warrants for services

 —

 —

 —

 —

 —

 —

 1,007,100

 —

 —

 —

 1,007,100

 Issuance of warrants for conversion of note payable

 —

 —

 —

 —

 —

 —

 329,418

 —

 —

 —

 329,418

 Issuance of common stock for conversion of note payable

 —

 —

 —

 —

 40,000

 48,023

 —

 —

 —

 48,063

 Conversion of debt for common stock subscribed

 —

 —

 —

 —

 —

 —

 210,000

 —

 —

 —

 210,000

 Cancellation of common stock

 —

 —

 —

 —

 ( 500,000
)

 ( 500
)

 —

 —

 —

 —

 Issuance of common stock upon exercise of stock warrants

 —

 —

 —

 —

 60,000

 —

 —

 —

 —

 Allocated value of warrants related to issuance of convertible debt

 —

 —

 —

 —

 —

 —

 13,333

 —

 —

 —

 13,333

 Net loss for the year

 —

 —

 —

 —

 —

 —

 —

 —

 —

)

)

 F- 5

 Balance, September 30, 2024

 $
 —

 2,060,536

 $
 2,061

 20,029,608

 $
 20,030

 $
 19,168,044

 ( 502,512
)

)

 ( 20,604,265
)

 ( 1,714,130
)

 Issuance of common stock for settlement of accrued compensation

 —

 —

 —

 —

 137,500

 137,362

 —

 —

 —

 137,500

 Issuance of common stock for compensation

 —

 —

 —

 —

 5,507,500

 5,257

 4,924,743

 —

 —

 —

 4,930,000

 Issuance of common stock for cash

 —

 —

 —

 —

 2,100,000

 2,100

 522,900

 —

 —

 —

 525,000

 Issuance of common stock for conversion of accrued compensation

 —

 —

 —

 —

 1,300,000

 1,300

 323,700

 —

 —

 —

 325,000

 Issuance of common stock for settlement of note payable

 —

 —

 —

 —

 120,000

 29,880

 —

 —

 —

 30,000

 Issuance of common stock for settlement of accounts payable

 —

 —

 —

 —

 171,155

 42,617

 —

 —

 —

 42,789

 Issuances from previous period conversions

 —

 —

 —

 —

 310,000

 ( 310
)

 —

 —

 —

 —

 Issuance of common stock for warrant exercise

 —

 —

 —

 —

 500,000

 —

 —

 —

 —

 Net loss

 —

 —

 —

 —

 —

 —

 —

 —

 —

)

)

 Balance, September 30, 2025

 $

 —

 2,060,536

 $

 2,061

 30,175,763

 $
 29,927

 $
 25,148,936

 ( 502,512
)

)

 ( 26,193,306
)

 $
 ( 1,312,382
)

 See accompanying notes
to the consolidated financial statements.

 F- 6

CONSOLIDATED STATEMENTS OF CASH FLOWS

 For the Years Ended

 2025

 2024

 CASH FLOWS FROM OPERATING ACTIVITIES:

 Net loss

 $

)

 $

)

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

 Depreciation expense

 1,376

 1,832

 Late fee related to notes payable

 —

 90,000

 Gain on settlement of accounts payable with common stock

 ( 16,460)

 ( 5,826

)

 Amortization of debt discount

 12,592

 Stock-based compensation and service expense

 4,930,000

 1,363,350

 Non-cash other expense

 —

 16,832

 Gain on extinguishment of notes payable

 ( 867,000

)

 —

 Loss on disposal of property and equipment

 12,528

 —

 Changes in operating assets and liabilities:

 Prepaid expense

 12,714

 —

 Accrued interest

 47,204

 Accrued professional fees

 —

 244,955

 Accrued research and development fees

 —

 194,656

 Accounts payable and accrued expenses

 122,882

 ( 236,360

)

 Accrued compensation and related expenses

 777,488

 238,346

 NET CASH USED IN OPERATING ACTIVITIES

 ( 555,717

)

 ( 975,641

)

 CASH FLOWS FROM FINANCING ACTIVITIES

 Proceeds from issuance of convertible debt and warrants

 —

 Advances from related parties

 86,071

 —

 Repayments to related parties

 ( 18,996

)

 —

 Proceeds from sale of common stock

 525,000

 911,600

 Proceeds from common stock warrant exercises

 NET CASH PROVIDED BY FINANCING ACTIVITIES

 592,575

 931,660

 NET INCREASE ( DECREASE) IN CASH

 36,858

 ( 43,981

)

 CASH - beginning of year

 44,354

 CASH - end of year

 $

 37,231

 $

 SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

 Cash paid for:

 Interest

 $

 $

 —

 Income taxes

 $

 $

 —

 NON-CASH OPERATING AND FINANCING ACTIVITIES:

 Note payable settled with common stock

 $

 217,000

 $

 48,063

 Conversion of debt for common stock subscribed

 $

 —

 $

 210,000

 Conversion of liabilities into common stock

 $

 —

 $

 —

 Conversion of notes payable into warrants

 $

 —

 $

 329,418

 Allocated value of warrants related to convertible debt

 $

 —

 $

 13,333

 Accrued compensation settled with common stock

 $

 137,500

 $

 —

 Accrued compensation converted to common stock

 $

 325,000

 $

 —

 Accounts payable settled with common stock

 $

 59,249

 $

 —

 Common stock issued from prior year settlements

 $

 $

 —

 See accompanying notes
to the consolidated financial statements.

 F- 7

 NOTE
1 – ORGANIZATION AND BASIS OF PRESENTATION

 Company Background

 On May 27, 2022,
Genvor Incorporated, formerly known as Allure Worldwide, Inc. (the "Company" or "Genvor" or "we"),
a Nevada corporation, Genvor Acquisition, Corp., a Delaware corporation and a wholly owned subsidiary of the Company ("Merger Sub"),
and Genvor Inc., a Delaware corporation ("Old Genvor"), completed their previously announced merger transaction pursuant
to which the Company acquired Old Genvor (the "Acquisition"), and Old Genvor became a wholly-owned subsidiary of the Company.
The Acquisition was completed pursuant to an Exchange Agreement, dated as of January 11, 2021 (the "Acquisition Agreement"),
pursuant to which Old Genvor was acquired by the Company as its wholly owned subsidiary and each share of Old Genvor common stock was
exchanged for a share of the Company's common stock, and a merger agreement, dated March 2, 2022 (the "Merger Agreement"),
pursuant to which Merger Sub merged with and into Old Genvor, with Old Genvor continuing as a wholly owned subsidiary of the Company
and the surviving corporation of the merger, and each share of Old Genvor was converted into the right to receive a share of the Company
(the "Merger"). After closing of the Merger, the Company was renamed "Genvor Incorporated."

 For accounting purposes,
Old Genvor was the surviving entity. The transaction was accounted for as a recapitalization of Old Genvor, pursuant to which Old Genvor
was treated as the accounting acquirer, surviving and continuing entity although the Company was the legal acquirer. The Company did
not recognize goodwill or any intangible assets in connection with this transaction. Accordingly, the Company's historical financial
statements are those of Old Genvor and its wholly owned subsidiary, Nexion Biosciences LLC ("NBLLC") immediately following
the consummation of this reverse merger transaction.

 During May 2019,
Old Genvor acquired NBLLC from a founder for nominal consideration as a wholly owned subsidiary. NBLLC was formed in the state of Delaware
on December 28, 2018. Currently, NBLLC is dormant.

 Genvor develops plant-based
defense technology designed to help farmers achieve global food security.

 Business Plan
and Strategy

 Genvor's business
strategy focuses on the continued research and development of plant-based defense technologies designed to address major threats to global
crop production, including plant diseases, toxins, bacteria, and fungi. These innovations aim to support farmers and growers worldwide
by reducing crop loss, improving yields, and enhancing economic outcomes, ultimately contributing to solutions for global food security.

 The Company is advancing
its portfolio of antimicrobial peptide (AMP) technologies by designing and validating minimum viable products (MVPs) and expanding its
collaborations to include foliar application models, seed traits, and seed treatment platforms. In parallel, Genvor is leveraging its
proprietary peptide library to address additional high-value market opportunities in crop protection—such as insect control, biostimulants,
and nutrient use efficiency—as well as adjacent applications in animal health and feed efficiency.

 Genvor's commercial
model is centered around forming joint development agreements (JDAs) and strategic joint ventures targeted at specific problems, crops,
animal applications, or geographic markets. These partnerships are intended to accelerate product development and commercialization while
expanding market access.

 Basis of Presentation
and Principles of Consolidation

 The accompanying
consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in
the United States of America ("U.S. GAAP") and with the rules and regulations of the United States Securities and Exchange
Commission for financial information.

consolidated financial statements include the accounts of Genvor Incorporated, Old Genvor and its wholly owned subsidiary NBLLC. All
intercompany accounts and transactions have been eliminated in consolidation.

 F- 8

 NOTE
1 – ORGANIZATION AND BASIS OF PRESENTATION (continued)

 Liquidity and Going Concern

 Liquidity
is the ability of a company to generate funds to support its current and future operations, satisfy its obligations and otherwise operate
on an ongoing basis. At September 30, 2025, the Company had cash of $ 37,231.

 The
accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates,
among other things, the realization of assets and satisfaction of liabilities in the normal course of business. As reflected in the accompanying
consolidated financial statements, the Company had a working capital deficit of approximately $ 1,312,000 at September 30, 2025 and generated a net loss and used cash
in operating activities of approximately $ 5,589,000 and $ 556,000,
respectively, during the year ended September 30, 2025 with no revenues earned, and limited operational history. These matters, among
others, raise substantial doubt about the Company's ability to continue as a going concern.

 While
the Company is currently developing its products and technologies, the Company's cash position may not be significant enough to
support the Company's daily operations. Management intends to raise additional funds by way of additional public and/or private
offerings of its stock. Management believes that the actions presently being taken to further implement its business plan, develop its
products and technologies, and generate revenues should provide the opportunity for the Company to continue as a going concern. While
the Company believes in the viability of its strategy to generate revenues and in its ability to raise additional funds in the future,
there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company's
ability to further implement its business plan and generate cash flows from financing activities or operating activities.

 The
accompanying consolidated financial statements do not include any adjustments related to the recoverability or classification of asset-carrying
amounts or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern.

 NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 Use
of Estimates

 The preparation of
consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements
and the reported amounts of revenues and expenses during the reporting period. Changes in these estimates and assumptions may have a
material impact on the consolidated financial statements and accompanying notes. Making estimates requires management to exercise significant
judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed
at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to
one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.

 Significant estimates
during the years ended September 30, 2025, and 2024 include the valuation of deferred tax assets and the associated valuation allowances,
and the valuation of stock-based compensation.

 Cash
and Cash Equivalents

 For purposes of the
consolidated statements of cash flows, the Company considers all highly liquid instruments with a maturity of three months or less when
purchased and money market accounts to be cash equivalents. The Company had no cash equivalents at September 30, 2025, and 2024.

 The Company maintains
its cash on deposits with bank and financial institution within the United States that at times may exceed federally-insured limits of
$ 250,000.
The Company manages this credit risk by concentrating its cash balances in high quality financial institutions and by periodically evaluating
the credit quality of the primary financial institutions holding such deposits. The Company has not experienced any losses in such bank
accounts and believes it is not exposed to any risks on its cash in bank accounts. At September 30, 2025, the Company's cash balances
were not in excess of the federally-insured limits.

 F- 9

 NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 Fair
Value of Financial Instruments and Fair Value Measurements

 The
Company adopted the guidance of Accounting Standards Codification ("ASC") 820 for fair value measurements which clarifies
the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs
used in measuring fair value as follows:

 Level 1-Inputs are unadjusted
 quoted prices in active markets for identical assets or liabilities available at the measurement date.

 Level 2-Inputs are unadjusted
 quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities
 in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable
 market data.

 Level 3-Inputs are unobservable
 inputs which reflect the reporting entity's own assumptions on what assumptions the market participants would use in pricing
 the asset or liability based on the best available information.

 The fair value of
the Company's assets and liabilities, which qualify as financial instruments under ASC Topic 820, "Fair Value Measurement,"
approximates the carrying amounts represented in the accompanying consolidated financial statements, primarily due to their short-term
nature.

 ASC 825-10 "Financial
Instruments", allows entities to voluntarily choose to measure certain financial assets and liabilities at fair value (fair value
option). The fair value option may be elected on an instrument-by-instrument basis and is irrevocable, unless a new election date occurs.
If the fair value option is elected for an instrument, unrealized gains and losses for that instrument should be reported in earnings
at each subsequent reporting date. The Company did not elect to apply the fair value option to any outstanding instruments.

 Property
and Equipment

 Property and equipment are carried at
cost less accumulated depreciation, and are depreciated on a straight-line basis over the estimated useful lives of the
assets. The cost of repairs and maintenance is expensed as incurred; major replacements and improvements are capitalized.
When assets are retired or disposed of, the cost and accumulated depreciation are removed from the accounts, and any
resulting gains or losses are included in income in the period of disposition. During the year ended September 30, 2025, we
disposed of property and equipment with a net book value of $ 12,528, which has been reflected as a loss on disposal and
included in other general and administrative expenses on the accompanying consolidated statements of operations. The Company examines the possibility of decreases in the value of fixed assets when events or changes
in circumstances reflect the fact that their recorded value may not be recoverable.

 Impairment
of Long-lived Assets

 In accordance with
ASC Topic 360, the Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying
amount of the assets may not be fully recoverable, or at least annually. The Company recognizes an impairment loss when the sum of expected
undiscounted future cash flows is less than the carrying amount of the asset. The amount of impairment is measured as the difference
between the asset's estimated fair value and its book value. During the years ended September 30, 2025, and 2024, the Company did
not incur any impairment charges on its long-lived assets.

 Research
and Development

 Expenditures for
research and product development costs are expensed as incurred. The Company incurred research and development expenses of $ 455,901 and $ 240,263 in the years ended September 30, 2025, and 2024, respectively.

 Advertising
and Marketing Costs

 All costs related
to advertising and marketing are expensed as incurred. For the years ended September 30, 2025 and 2024, advertising and marketing costs
amounted to $ 4,458 and
$ 84,183,
respectively.

 Commitments
and Contingencies

 In the normal course
of business, the Company is subject to contingencies, such as legal proceedings and claims arising out of its business, that cover a
wide range of matters. Liabilities for such contingencies are recorded when it is probable that a liability has been incurred and the
amount of the assessment can be reasonably estimated.

 F- 10

 NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 Stock-based

 The Company accounts
for stock-based compensation by measuring and recognizing compensation expense for all share-based awards, including stock warrants and
stock grants, based on estimated grant-date fair values. The Company measures employee and nonemployee awards at the date of grant, which
generally is the date at which the Company and the nonemployee reach a mutual understanding of the key terms and conditions of a share-based
payment award.

 The Company uses
the straight-line attribution method to allocate compensation cost to reporting periods over the requisite service period during which
the employee or nonemployee is required to provide services in exchange for the award. The Company has elected to account for forfeitures
of awards as they occur, with previously recognized compensation reversed in the period that the awards are forfeited.

 Income
Taxes

 The Company accounts
for income taxes using the asset/liability method prescribed by ASC 740, "Income Taxes." Under this method, deferred tax
assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities
using enacted tax rates that will be in effect in the period in which the differences are expected to reverse. The Company records a
valuation allowance to offset deferred tax assets if, based on the weight of available evidence, it is more-likely-than-not that some
portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates is recognized
as income or loss in the period that includes the enactment date.

 The Company follows
the accounting guidance for uncertainty in income taxes using the provisions of ASC 740 "Income Taxes". Using that guidance,
the benefit for tax positions taken can only be recognized in the financial statements when it is more likely than not the position will
be sustained upon examination by the tax authorities. As of September 30, 2025 and 2024, the Company had no significant uncertain tax
positions which would require either recognition of a liability or disclosure in the financial statements. The Company recognizes interest
and penalties related to significant uncertain income tax positions in income tax expense. However, no such interest and penalties were recorded as of September 30,
2025 and 2024.

 Per
Share Data

 ASC Topic 260 "Earnings
per Share," requires presentation of both basic and diluted earnings per share ("EPS") with a reconciliation of the
numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. Basic EPS excludes
dilution. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised
or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity.

 Basic net loss per
share is computed by dividing net loss available to common stockholders by the weighted average number of shares of common stock outstanding
during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock,
common stock equivalents and potentially dilutive securities outstanding during each period. For the years ended September 30, 2025 and
2024, potentially dilutive common shares consist of the common shares issuable upon the conversion of convertible preferred stock and
convertible notes (using the if-converted method) and exercise of common stock warrants (using the treasury stock method). Common stock
equivalents are not included in the calculation of diluted net loss per share if their effect would be anti-dilutive. In a period in
which the Company has a net loss, all potentially dilutive securities are excluded from the computation of diluted shares outstanding
as they would have had an anti-dilutive impact.

 The following table
summarizes the securities that were excluded from the diluted per share calculation because the effect of including these potential shares
was antidilutive:

 Schedule of antidilutive shares

 Years Ended September 30,

 2025

 2024

 Warrants to purchase common stock

 3,150,000

 3,650,000

 Series A convertible preferred stock

 Series B convertible preferred stock

 15,580,240

 15,580,223

 Shares attributable to convertible notes

 Potentially dilutive securities

 18,750,246

 19,250,229

 F- 11

 NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 Segment
Reporting

 The segment reporting
structure uses the Company's management reporting structure as its foundation to reflect how the Company manages the business internally.
During the years ended September 30, 2025 and 2024, the Company is organized into one strategic business unit. Operating segments are
defined as components of an enterprise for which separate financial information is available and evaluated regularly by the chief operating
decision maker ("CODM") in deciding how to make operating decisions, allocate resources and assess performance. The Company's
Chief Executive Officer ("CEO") is its CODM.

 Reclassification

 Certain prior period
amounts have been reclassified to conform to the current period presentation, including breakouts within current liabilities, breakouts
within operating expenses, and breakouts within the statement of cash flows. These reclassifications have no effect on the previously
reported financial position, results of operations and cash flows.

 Recent
Accounting Standards

 In November 2023,
the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Improvements
to Reportable Segment Disclosures, which enhances reportable segment disclosure requirements, including significant segment expenses
and interim disclosures ("Topic 280"). The guidance allows for disclosure of multiple measures of a reportable segment's
profit or loss, and it requires that public entities with a single reportable segment provide all disclosures required by the ASU and
all existing disclosures in Topic 280. ASC 2023-07 is effective for fiscal years beginning after December 15, 2023 and for interim reporting
periods starting after December 15, 2024, with early adoption permitted. The Company adopted the new standard effective January 1, 2025
on a retrospective basis. The adoption of this ASU affects only the Company's disclosures, with no impacts to its financial condition
or results of operations.

 In December 2023,
the FASB ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This guidance is intended to enhance the
transparency and decision-usefulness of income tax disclosures. The amendments in ASU 2023-09 address investor requests for enhanced
income tax information primarily through changes to disclosure regarding rate reconciliation and income taxes paid both in the U.S. and
in foreign jurisdictions. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 on a prospective basis, with the
option to apply the standard retrospectively. Early adoption is permitted. The Company expects that the adoption will not have a material
impact on its consolidated financial statements.

 In November 2024,
the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses ("DISE") a new accounting standard to improve
the disclosures about an entity's expenses and address requests from investors for more detailed information about the types of
expenses included in commonly presented expense captions. The new standard is effective for annual reporting periods beginning after
December 15, 2026, and interim reporting periods beginning after December 15, 2027, with retrospective application permitted. The Company
is evaluating the disclosure requirements related to the new standard and its impact on our consolidated financial statements.

 Other accounting
standards that have been issued or proposed by FASB that do not require adoption until a future date are not expected to have a material
impact on the consolidated financial statements upon adoption. The Company does not discuss recent pronouncements that are not anticipated
to have an impact on or are unrelated to its consolidated financial condition, results of operations, cash flows or disclosures.

 NOTE
3 – BORROWINGS

 Notes Payable

 From time to time,
the Company entered into unsecured notes payable with individual investors. The terms of these notes are listed below.

 Schedule
 of unsecured notes payable

 Interest

 Note
 Balance as of September 30,

 Noteholder

 Origination

 Maturity

 Rate

 2025

 2024

 Brent Lilienthal
 (*)

 2019

 12/31/2021

 %

 $

 -

 $

 217,000

 Mel Wentz (**)

 3/19/2019

 4/29/2019

 %

 —

 680,000

 Kirk Huntsman (***)

 3/1/2019

 2/29/2020

 %

 —

 —

 John Hare (***)

 4/29/2019

 unspecified

 %

 —

 —

 Barkley Capital LLC
 (***)

 9/13/2023

 3/13/2024

 %

 —

 —

 Chris Peterman (****)

 9/9/2024

 9/9/2025

 %

 Total principal amount

 $

 $

 917,000

 Less: unamortized debt
 discount

 —

 ( 12,592

)

 $

 $

 904,508

 F- 12

 NOTE
3 – BORROWINGS (continued)

 Notes
Payable (continued)

 (*)

 On May
 15, 2025, the Company and Brent Lilienthal entered into a settlement agreement, pursuant to which, the Company settled $217,000 debt
 owed by issuance of 120,000 shares of common stock of the Company (see Note 4).

 (**)

 During
 the year ended September 30, 2025, the Company recognized a gain on the extinguishment of the $680,000 note payable with Mr. Wentz
 The Company obtained a legal opinion documenting the law in the state in which the debt originated. Based on such state law, the
 Company has been judicially released from this obligation as the statute of limitations has lapsed on any breach of contract claims.
 This has been reflected in gain on extinguishment of notes payable on the consolidated statements of operations. Further, on July
 14, 2025, the Company received a letter from a third party legal counsel which stated the loan agreement appears to be invalid under
 Texas usury laws. Therefore, commencing on July 1, 2024, a monthly penalty of $10,000 was no longer accrued.

 (***)

 These
 notes were converted into shares of common stock or stock warrants of the Company during the year ended September 30, 2024.

 (****)

 On
 September 9, 2024, the Company and Chris Peterman entered into a convertible promissory note agreement (the "Convertible Note"),
 providing for the issuance of a Convertible Note in the principal amount of $20,000. The Convertible Note was due on September
 9, 2025 (see Note 8). Principal amount is convertible into shares of common stock of the Company at a conversion price of $1.00 per
 share. In addition, the Company issued Chris Peterman a stock purchase warrant to acquire 40,000 shares of common stock of the Company
 at a per share price of $0.01 ("Pre-Funded Warrants"). The Pre-Funded Warrants were exercisable at September 9, 2025
 and until the Pre-Funded Warrants are exercised in full (see Note 8). In accordance with ASC 470-20-25-2, proceeds from the sale
 of a debt instrument with stock purchase warrants are allocated to the two elements based on the relative fair values of the debt
 instrument without the warrants and of the warrants themselves at time of issuance. The portion of the proceeds so allocated to the
 warrants are accounted for as additional paid-in capital. The remainder of the proceeds are allocated to the debt instrument portion
 of the transaction. The fair value of the warrants issued to the investor was $40,000. Therefore, the Company recorded debt discount
 of $13,333 related to the warrants relative fair value issued to the investor, which was amortized into interest expense over the
 term of the convertible promissory note agreement. For the years ended September 30, 2025 and 2024, amortization of debt discount
 related to the Convertible Note payable amounted to $12,592 and $741, respectively, which has been included in interest expense on
 the accompanying consolidated statements of operations.

 On December 15, 2023,
Kirk Huntsman converted his note with the principal amount of $ 32,500 and unpaid interest of $ 15,563 into 40,000 shares of common stock of the Company (see Note 4).

 On November 11, 2023,
John Hare converted its note with the principal amount of $ 300,000 into 300,000 warrants of the Company (see Note 4).

 On March 9, 2024,
Barkley Capital LLC converted its note with the principal amount of $ 200,000 and unpaid interest of $ 10,000 into 210,000
 shares of common stock of the Company (see Note
4).

 Interest expense
on the notes payable totaled $ 2,092 and
$ 17,693 for
the years ended September 30, 2025 and 2024, respectively. Default penalties - late fees totaled $ 0 and $ 90,000 for the years ended September 30, 2025 and 2024, respectively.
These late fees are in dispute and have been included in note payable on the accompanying consolidated balance sheets.

 As of September 30,
2025 and 2024 accrued interest on the notes payable was $ 2,213 and $ 121 and all related to the Convertible Note.

 Commercial Loan

 On April 9, 2020,
the Company received a loan from the Small Business Administration pursuant to the Paycheck Protection Program ("PPP") in
the principal amount of $ 48,750.
The note bears interest at a variable rate of approximately 1 %
and matured in April
2022. The note is currently in default. Forgiveness
for the loan was applied for and is pending.

 NOTE
4 – STOCKHOLDERS' DEFICIT

 Preferred Stock

 The authorized
preferred stock of the Company consists of 20,000,000 shares with a $ 0.001 par value.

 F- 13

 NOTE 4 –
 STOCKHOLDERS' DEFICIT (continued)

 Preferred
Stock (continued)

 Series A Preferred
Stock

 On August 10, 2022,
the Company designated 10 shares of its preferred stock as Series A Preferred Stock ("Series
A"). Each share of Series A entitles the holder to ten million (10,000,000) votes on all matters submitted to a vote of the stockholders
of the Corporation. When and as any dividend or distribution is declared or paid by the Company on the common stock, the Series A holders
are entitled to participate in such dividend or distribution. Each
Series A share is convertible, at the option of the holder, into one share of fully paid and non-assessable common stock. Upon any liquidation, dissolution, or winding-up of the Company,
the Series A holders are entitled to receive out the assets of the Company, for each share of Series A, an amount equal to par value
before any distribution or payment shall be made to the holder of any junior securities (including common stock and all other equity
or equity equivalent securities of the Company).

 The preferred stock
was issued on August 16, 2022, as follows: Bradley White (former CEO), 3 shares; Dr. Clayton Yates, 3 shares; and Dr. Jesse Jaynes, 3 shares.

 On September 28,
2023, Mr. White returned his 3 shares of Series A preferred stock which were than cancelled

 As of both September
30, 2025, and 2024, there were 6 shares
of Series A preferred stock issued and outstanding.

 Series B Preferred
Stock

 On October 19, 2022,
the Company filed a Certificate of Designation with the State of Nevada to designate its Series B Preferred Stock ("Series B").
The designation authorized 2,500,000 shares of Series B. Each
share of Series B shall have 10 votes on all matters submitted to a vote of the stockholders of the Company. Each
share of Series B is convertible into 10 shares of common stock of the Company.

 On October 19, 2022,
the following shareholders converted shares of common stock of the Company into shares of Series B to reduce the outstanding common stock
issued by the Company, as follows:

 Schedule of shareholders
 converted shares of common stock into shares of Series B

 Name

 Common
 Shares Exchanged

 Series
 B Issued

 Jaynes Investment LLC (*)

 2,000,000

 200,000

 ACT Holdings LLC (*)

 7,312,612

 731,262

 LASB Family Trust (*)

 3,800,111

 380,012

 Jesse Michael Jaynes (*)

 4,767,611

 476,762

 Bradley White (*)

 1,225,000

 122,500

 PJ Advisory Group

 1,500,000

 150,000

 Total

 20,605,334

 2,060,536

 (*)

 Related parties

 On September 28,
2023, Mr. White and the LASB Family Trust returned to the Company for cancellation of 502,512 shares of Series B preferred stock. As of September 30, 2025
and 2024, the shares have not been canceled and are being held in treasury stock (see Note 8).

 There were 2,060,536 issued and 1,558,024 outstanding as of both September 30, 2025 and 2024.

 The authorized common
stock of the Company consists of 300,000,000 shares with a $ 0.001 par value. All common stock shares are non-assessable and have
one vote per share.

 F- 14

 NOTE 4 –
 STOCKHOLDERS' DEFICIT (continued)

Sold for Cash

September 30, 2025, the Company sold an aggregate of 2,100,000 shares
of its common stock at a price of $ 0.25 per
share to investors and received gross proceeds of $ 525,000.

September 30, 2024, the Company sold an aggregate of 956,600 shares
of its common stock at an average price of $ 0.95 per
share to investors and received gross proceeds of $ 911,600.

 On July 14, 2023,
the Company issued 4,665 shares of common stock for the conversion of accrued interest
of $ 2,333.

 On September 16,
2023, the Company issued 75,000 shares of common stock for the settlement of a debt and accrued
interest for $ 25,000.

Issued for Services

September 30, 2025, the Company issued a total of 137,500 shares of its common stock for $ 137,500 serviced rendered by our CEO that were accrued as compensation
as of September 30, 2024.

 During the year
ended September 30, 2025, the Company issued a total of 5,487,500 shares
of its common stock for services rendered by our CEO under terms of his employment agreement (see Note 7). These shares were valued at $ 4,925,000,
the estimated fair market value on the grant dates using the most recent third-party sale of common stock on the dates of grant, and
reflected the value as stock-based compensation expense, which is included in compensation and related expenses for the year ended
September 30, 2025 on the consolidated statements of operations.

 During the year ended September 30, 2025, the Company
issued 20,000 shares of common stock to an employee pursuant to the execution of an employment agreement. These shares were valued at
$ 20,000, the estimated fair market value on the grant dates using the most recent third-party sale of common stock on the dates of grant,
and reflected the value as stock-based compensation expense, which is included in compensation and related expenses for the year ended
September 30, 2025 on the consolidated statements of operations.

September 30, 2024, the Company issued a total of 301,072 shares of its common stock for services rendered, including
 225,000 shares to related parties of the Company. These shares were
valued at $ 356,250,
the estimated fair market value on the grant dates using the most recent third-party sale of common stock on the dates of grant, and
reflected the value as stock-based compensation expense.

Issued for Accrued Compensation Converted

 In May 2025, the
Company issued 1,300,000 shares
of its common stock upon the conversion of accrued compensation outstanding with our CEO of $ 125,000 and
a total of $ 200,000 of
accrued bonuses with our two scientific advisor employees. These bonuses were earned and approved by the board in May 2025 pursuant to
a milestone defined in their employment agreements, being met (see Note 6). The conversion ratio of $.25 was
based on recent stock sales and therefore no gain or loss was recorded on this conversion.

 No such share issuances
occurred during the year ended September 30, 2024.

Issued for Accounts Payable Settlements and Notes Payable Conversions

September 30, 2025, the Company issued an aggregate of 171,155 shares
of common stock with an estimated fair value of $ 42,789 based on recent sales of common stock for the settlement of
$ 59,249 of
outstanding accounts payable balances. The settlement resulted in a net gain of approximately $ 16,460,
which is included in net gain on settlement of accounts payable on the consolidated statements of operations.

 In May 2025, Brent
Lilienthal converted his note payable with the principal amount of $ 217,000 into 120,000 shares
of common stock with an estimated fair value of $ 30,000 based
on recent sales of common stock (see Note 3). The conversion resulted in a gain of approximately $ 187,000 which is included in gain on extinguishment of notes payable
on the consolidated statements of operations.

 On December 15, 2023,
an investor converted a note with a principal amount of $ 32,500 and accrued interest of $ 15,563 into 40,000 shares of common stock of the Company (see Note 3).

 On March 9, 2024,
an investor converted a note with a principal amount of $ 200,000 and accrued interest of $ 10,000 into 210,000 shares of common stock of the Company (see Note 3). These shares
of common stock were not issued until June 2025 (see I ssuance of Common Stock below).

 Issuance of

 In May and June 2025,
the Company issued 310,000 shares
of common stock for the conversion of $ 220,000 of
principal and accrued interest that occurred during the fiscal year ended September 30, 2024 for which the shares had not been issued.

Cancellation

September 30, 2024, two shareholders returned an aggregate of 500,000 shares of common stock of the Company that they received incorrectly
in a prior year. In connection with the
cancellation of these common shares, the Company decreased common stock by the par value of $500 with a corresponding increase in additional
paid-in capital of $500.

Issued for Warrant Exercise

 In April 2025, the
Company issued 500,000 shares
of its common stock upon the exercise of warrants with an exercise price of $.001 and received proceeds of $ 500.

 In March 2024, the
Company issued 60,000 shares of its common stock upon exercise of warrants and received
proceeds of $60.

 Warrants Issued
for Debt Conversion

 On November 11, 2023,
an investor converted a note with a principal amount of $ 300,000 into 300,000 warrants
of the Company (see Note 3).

 F- 15

 NOTE 4 –
 STOCKHOLDERS' DEFICIT (continued)

 Warrants
Issued for Services

September 30, 2024, the Company granted a total of 1,007,100 common stock warrants, with an exercise price of $0.001, for
services rendered, including 650,000 warrants to related parties of the Company. The aggregate fair
values of the warrants granted during the year ended September 30, 2025 was $ 1,007,100,
of which, $ 650,000 was recorded as compensation and related benefits and $ 357,100 was recorded as professional fees.

September 30, 2025, no common stock warrants were issued for services.

 Warrants Issued
for Debt Conversion

 The following
table represents stock warrant activity as of and for the year ended September 30, 2025:

 Schedule
 of stock warrant activity

 Numbe r
 of Warrants

 Weighted
 Average Exercise Price

 Outstanding at September
 30, 2024

 3,650,000

 $

 0.001

 Expired

 -

 0.001

 Exercised

 ( 500,000

)

 ( 0.001

)

 Outstanding at September 30, 2025

 3,150,000

 $

 0.001

 Warrants exercisable at September 30,
 2025

 3,150,000

 $

 0.001

 There is no
"established trading market" for shares of the Company's common stock at September 30, 2025. Therefore, the aggregate
intrinsic values for both the stock warrants outstanding and stock warrants exercisable at September 30, 2025 cannot be calculated.

 NOTE
5 – INCOME TAXES

 As of September 30,
2025 and 2024, the Company has net operating loss carry forwards of approximately $ 6,340,849 and $ 3,911,000,
respectively, which may be available to reduce future years' taxable income through 2044. The Company's net operating loss
carry forwards may be subject to annual limitations, which could reduce or defer the utilization of the losses because of an ownership
change as defined in Section 382 of the Internal Revenue Code.

tax expense differs from the "expected" tax expense for federal income tax purposes (computed by applying the United States
federal tax rate of 21 %
to loss before taxes for fiscal year 2025 and 2024), as follows:

 Schedule of income tax expense

 2025

 2024

 Tax expense (benefit) at the statutory rate

 $
 ( 135,754
)

 $
 ( 296,947
)

 State income taxes, net of federal income tax benefit

 ( 16,808
)

 ( 36,765
)

 Change in valuation allowance

 152,562

 333,712

 Total

 $
 —

 $
 —

 F- 16

 NOTE
5 – INCOME TAXES (continued)

 The tax effects of
the temporary differences between reportable financial statement income and taxable income are recognized as deferred tax assets and
liabilities.

 The Company is open
for audit by the U.S. Internal Revenue Service and U.S. state tax jurisdictions from tax year 2021 to tax year 2024,

 The tax effect of
significant components of the Company's deferred tax assets and liabilities at September 30, 2025 and 2024, are as follows:

 Schedule of deferred tax
 assets and liabilities

 September
 30,

 2025

 2024

 Net operating loss carryforward

 $

 1,496,440

 $

 922,926

 Total deferred tax assets

 1,496,440

 922,926

 Less: deferred tax asset valuation allowance

 ( 1,496,440

)

 ( 922,926

)

 Total net deferred taxes

 $

 —

 $

 —

 In assessing the
realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred
tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income
during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax
liabilities, projected future taxable income and tax planning strategies in making this assessment.

 Because of the
historical losses of the Company, the net deferred tax assets for 2025 and 2024 were fully offset by a 100% valuation allowance. The
valuation allowance for the remaining net deferred tax assets was $ 6,340,849 and
$ 3,020,766 as
of September 30, 2025, and 2024, respectively.

 NOTE
6 – RELATED PARTY TRANSACTIONS

 Accrued

 The
Company has employment agreements with its CEO and two scientific advisors (see Note 6).

 Effective
January 1, 2025, an amendment to the CEO's employment agreement was executed and amended the following provisions: (i)
annual salary was increased from $300,000 to $350,000, (ii) a guaranteed calendar year bonus equal to 30% of his annual salary was established
versus milestone-based bonuses, and (iii) the CEO now receives 500,000 shares of common stock every six months that he remains with the
Company.

 Effective
January 1, 2025, the scientific advisors aggregate monthly compensation was increased to $ 17,500 from
$ 10,000.

 Any
accrued compensation amounts earn interest at 8 %.
The CEO and scientific advisors can convert any accrued compensation into shares of common stock at a conversion rate equal to the fair
market value on the date of conversion (see Note 4).

 As
of September30, 2025 and September 30, 2024, accrued compensation and related expenses owed to the CEO and scientific advisors pursuant
to employment agreements totaled $ 742,488 and
$ 466,404,
respectively.

 As
of September 30, 2025 and September 30, 2024, the Company owed its former chief business officer and interim chief financial officer,
Judith Miller, $ 38,904 primarily from accrued compensation.

 Advances
from Related Parties

 The
Company's CEO and scientific advisors make working capital advances as needed which bear interest at 8 %
per annum and are short-term in nature, unsecured and repayable on demand. During the years ended September 30, 2025, the Company received
$ 86,071 of
advances from these related parties and repaid $ 18,996 of
these advances. There were no advances or repayments made during the year ended September 30, 2024. As of September 30, 2025 and September
30, 2024, advances owed to the CEO and scientific advisors totaled $ 84,137 and
$ 17,062,
respectively, and are reflected on the accompanying consolidated balance sheets as advances from related parties.

 Accrued
Interest

 The
accrued compensation and advances received from the CEO and two scientific advisors, collectively referred to as the "employees"
bear interest at 8 %.
As of September 30, 2025 and September 30, 2024, accrued interest due these employees was $ 54,814 and
$ 9,705,
respectively, which is included in accrued interest on the consolidated balance sheets. During the year ended September 30, 2025 and
2024, interest expense with these employees amounted to $ 45,127 and
$ 4,942,
respectively, which is included in interest expense on the consolidated statements of operations.

 Settlement

 On
September 28, 2023, the Company entered into a settlement agreement with Mr. White, a former CEO of the Company, who was terminated on
June 20, 2023. As part of the settlement agreement, Mr. White was to receive a total settlement of $ 300,000,
payable in tranches of $ 50,000,
beginning on September 28, 2023, or within seven days, and each subsequent payment on the monthly anniversary of the settlement agreement
execution. In exchange for the settlement, Mr. White returned to the Company for cancellation the following: 3 shares
of Series A preferred stock and 502,512 shares
of Series B preferred stock. As of September 30, 2024, the Company still owed Bradley White $ 50,000 which
has been included in accounts payable and accrued expenses on the accompanying condensed consolidated balance sheets. On June 11, 2025,
the Company executed a release and settlement agreement with Mr. White. Pursuant to the settlement agreement, the Company agreed to pay
$ 55,000 for
the settlement of all amounts outstanding with this individual and recognized a loss of $ 5,000 which
has been netted with the gain on settlement of accounts payable on the consolidated statements of operations.

 F- 17

 NOTE
7 – COMMITMENTS AND CONTINGENCIES

 Litigation

 From time to time,
the Company is subject to ordinary routine litigation incidental to its normal business operations. The Company is not currently a party
to any material legal proceedings, except as set forth below.

 On February 7, 2024,
the Company filed suit against Justin Kimbrough and Prosperity Consultants, LLC, in the 14th Judicial District Court for Dallas County,
Texas (case no. DC-24-02022), alleging fraud, conversion, unjust enrichment and other causes of action arising from the defendants'
improper receipt of shares of Company common stock under agreements which required the defendants to provide services to the Company
and which services the defendants ultimately never provided. The Company is seeking monetary damages and for a constructive trust to
be imposed on defendants' shares of Company common stock and for them to be returned to the Company. The Company and Mr. Kimbrough
have settled the claims in dispute, which will require Mr. Kimbrough to return a portion of his shares of common stock to the Company.
The Company and Mr. Kimbrough are currently working on executing upon the settlement terms before dismissal. The Company and Mr. Kimbrough
have settled the claims in dispute, which will require Mr. Kimbrough to return a portion of his shares of common stock to the Company
(see Note 8). The Company and Mr. Kimbrough are currently working on executing upon the settlement terms before dismissal.

 On April 12, 2024,
the Company filed suit against Richard Saied, in the 192nd Judicial District Court for Dallas County, Texas (case no. DC-24-05442), alleging
fraud, conversion, unjust enrichment and other causes of action arising from the defendant's improper receipt of shares of Company
common stock under an agreement which required the defendant to provide services to the Company and which services the defendant ultimately
never provided. The Company is seeking monetary damages and for a constructive trust to be imposed on defendant's shares of Company
common stock and for them to be returned to the Company. This matter was settled on October 29, 2025 in the Company's favor. Mr.
Saied has been ordered by the court to reimburse the Company for reasonable and necessary attorney fees and to return the Contested Shares
back to the Company.

 On October 13, 2024, Judith Miller sent the Company
a letter demanding payment for amounts she claimed she was owed under her prior employment agreement with the Company. The Company disputes
the allegations in the letter and intends to defend itself as necessary.

 Employment Agreements

 On January 17, 2024,
Ms. Miller resigned as the Company's Interim Chief Executive Officer and was appointed as a member of the Company's
Board of Directors, as the Chief Business Officer of the Company, and as the Interim Chief Financial Officer of the Company. Pursuant
to the Miller Employment Agreement, which superseded Ms. Miller's prior Executive Consulting Agreement with the Company dated June
20, 2023, Ms. Miller acted as Chief Business Officer and Interim Chief Financial Officer of the Company until the agreement was terminated
in May 2024 in accordance with its terms (see Note 6 for amounts owed and outstanding under this agreement).

 On January 17, 2024, the
Company executed an advisor agreement with Dr. Jesse Jaynes, a director of the Company (the "Jaynes Advisor Agreement").
Dr. Jaynes will be compensated as follows: (i) Dr. Jaynes will be paid a $50,000 signing bonus; (ii) Dr. Jaynes will be paid $5,000 per
month (increased to $9,167 effective January 1, 2025); (iii) Dr. Jaynes will be paid $100,000 and 25,000 shares of Company common stock
upon the completion of formulation and production of a peptide topical spray (biological fungicide) that is effective in its utilization
of AMPs treating plant disease, for any of the identified spectrums of crops that are targeted by the Company; (iv) Dr. Jaynes will be
paid $100,000 and 25,000 shares of Company common stock upon the receipt of regulatory approval from any of those federal agencies required
by United States, such as the United States Environmental Protection Agency (the EPA), the United States Department of Agriculture (the
USDA), and/or the United States Food and Drug Administration (the FDA), for the commercialization of the topical spray; (v) Dr. Jaynes
will be paid $100,000 and 25,000 shares of Company common stock upon the commercial sale of a minimum of $10,000,000 of the topical spray;
and (vi) Dr. Jaynes will be paid $100,000 and 25,000 shares of Company common stock upon the receipt of regulatory approval from any
of those federal agencies required by the United States, such as the EPA, USDA, and/or the FDA, for the commercialization of the first
seed trait based upon the Company's patents and targeted spectrums of crops.

 On January 17, 2024, the
Company executed an advisor agreement with Dr. Clayton Yates, a director of the Company (the "Yates Advisor Agreement").
Dr. Yates will be compensated as follows: (i) Dr. Yates will be paid a $50,000 signing bonus; (ii) Dr. Yates will be paid $5,000 per
month (increased to $8,333 effective January 1, 2025); (iii) Dr. Yates will be paid $100,000 and 25,000 shares of Company common stock
upon the completion of formulation and production of a peptide topical spray (biological fungicide) that is effective in its utilization
of AMPs treating plant disease, for any of the identified spectrums of crops that are targeted by the Company; (iv) Dr. Yates will be
paid $100,000 and 25,000 shares of Company common stock upon the receipt of regulatory approval from any of those federal agencies required
by United States, such as the United States Environmental Protection Agency (the EPA), the United States Department of Agriculture (the
USDA), and/or the United States Food and Drug Administration (the FDA), for the commercialization of the topical spray; (v) Dr. Yates
will be paid $100,000 and 25,000 shares of Company common stock upon the commercial sale of a minimum of $10,000,000 of the topical spray;
and (vi) Dr. Yates will be paid $100,000 and 25,000 shares of Company common stock upon the receipt of regulatory approval from any of
those federal agencies required by the United States, such as the EPA, USDA, and/or the FDA, for the commercialization of the first seed
trait based upon the Company's patents and targeted spectrums of crops.

September 30, 2025, the board of directors approved a $ 100,000 bonus for Yates and Jaynes each. As disclosed in note 3, Yates
and Jaynes converted this bonus into 400,000 shares of common stock each.

 On January 17,
2024, the
Company appointed Chad Pawlak as Chief Executive Officer of the Company. Pursuant to the Pawlak Employment Agreement, Mr. Pawlak
will act as Chief Executive Officer of the Company until the agreement is terminated in accordance with its terms, and Mr. Pawlak
will be compensated as follows: (i) Mr. Pawlak will receive a base salary of $300,000 per year; (ii) Mr. Pawlak will be eligible for
annual incentive bonus awards of up to 30% of Mr. Pawlak's then-current base salary in the discretion of the compensation
committee of the Board, provided that such bonus for the first year of employment shall be earned for the completion of formulation
and production of a peptide topical spray (biological fungicide) that is effective in its utilization of AMPs treating plant
disease, for any of the identified spectrums of crops that are targeted by the Company (the "First Milestone"), and
the bonus for the second year of employment shall be earned for the receipt of regulatory approval from any of those federal
agencies required by United States, such as the United States Environmental Protection Agency (the EPA), the United States
Department of Agriculture (the USDA), and/or the United States Food and Drug Administration (the FDA), for the commercialization of
the topical spray (the "Second Milestone"); (iii) Mr. Pawlak will initially receive 50,000 shares of Company common
stock, and 950,000 shares of Company common stock which shall vest monthly for a period of 36 months (25,000 shares a month for
months 1-34, and 50,000 shares a month for months 35-36); (iv) Mr. Pawlak will receive an additional equity award of 1,000,000
shares of Company common stock upon achievement of the First Milestone; (v) Mr. Pawlak will receive an additional equity award of
1,000,000 shares of Company common stock upon achievement of the Second Milestone; (vi) Mr. Pawlak will receive an additional equity
award of 1,000,000 shares of Company common stock upon the commercial sale of a minimum of $10,000,000 of the topical spray; and
(vii) Mr. Pawlak will receive an additional equity award of 1,000,000 shares of Company common stock upon the receipt of regulatory
approval from any of those federal agencies required by the United States, such as the EPA, USDA, and/or the FDA, for the
commercialization of the first seed trait based upon the Company's patents and targeted spectrums of crops. On December 20,
2024, the board of directors approved the issuance of the 5,000,000 shares available to Mr. Pawlak under the original terms of his
Employment Agreement for services rendered (see Note 4). Effective January 1, 2025, an amendment to the CEO's employment
agreement was executed and amended the following provisions: (i) annual salary was increased from $300,000 to $350,000, (ii) a
guaranteed calendar year bonus equal to 30% of his annual salary was established versus milestone-based bonuses, and (iii) the CEO
now receives 500,000 shares of common stock every six months that he remains with the Company.

 Refer to Note 6 for
disclosure of amounts outstanding and due under these employment agreements as of September 30, 2025. See also Note 4 for certain amounts
accrued under these employment agreements that were converted into shares of common stock during the three months ended September 30,
2025.

 F- 18

 NOTE
8 – SUBSEQUENT EVENTS

 The
Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the financial statements
were issued. Based upon this review, other than as described below, the Company did not identify any subsequent events that would require
adjustment or disclosure in the financial statements.

 Subsequent
to September 30, 2025, the Company sold 520,000 shares of common stock for $ 0.50 per share and received gross proceeds of $ 260,000.

 Subsequent
to September 30, 2025, the Company issued 1,440,000 shares of common stock for the exercise of warrants with an
average exercise price of $ 0.001.

 Subsequent
to September 30, 2025, the Company issued 530,000 shares of common stock with an estimated fair value of $ 136,250 based on recent stock sales for consulting services provided
of which $ 126,250 of these services was accrued as September 30, 2025.

 On
October 9, 2025, the holder of the convertible note payable (see note 3) exercised his conversion option and converted the principal
and accrued interest outstanding on the convertible note payable into 22,092 shares of common stock.

 On
October 8 2025, a holder of Series B preferred stock exercised their conversion option and received 1,500,000 shares of common stock upon conversion.

 On
October 22, 2025, 331,250 shares of common stock held by Mr. Kimbough were cancelled
pursuant to the terms of a legal settlement reached with Mr. Kimbough (see Note 7).

 On December 1, 2025, one
of our scientific advisors elected to convert $ 186,000 of outstanding liabilities representing accrued salary, accrued interest and working
capital advances into 124,000 shares of common stock. The conversion ratio was based on the Over-the-Counter market price on the conversion
date.

 On December 3, 2025, the
Company issued 200,000 shares of common stock to a consultant for $ 100,000 of advisory services rendered.

 F- 19

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

 We have had no disagreements
with our accountants required to be disclosed pursuant to Item 304 of Regulation S-K.

 Item 9A. Controls
and Procedures

 Evaluation of
Disclosure Controls and Procedures

Chief Executive Officer and Chief Financial Officer, who is the same person, has evaluated the effectiveness of the Company's disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the year ended September 30, 2025.
Based upon such evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period,
the Company's disclosure controls and procedures were not effective as required under Rules 13a-15(e) and 15d-15(e) under the Exchange
Act.

 Management's
Annual Report on Internal Control over Financial Reporting

 The management of
the Company is responsible for the preparation of the financial statements and related financial information appearing in this Annual
Report on Form 10-K. The financial statements and notes have been prepared in conformity with accounting principles generally accepted
in the United States of America. The management of the Company is also responsible for establishing and maintaining adequate internal
control over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. A company's internal control
over financial reporting is defined as a process designed to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Our internal
control over financial reporting includes those policies and procedures that:

 Pertain to the maintenance
 of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company;

 Provide reasonable assurance
 that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting
 principles, and that receipts and expenditures of the issuer are being made only in accordance with authorizations of management
 and the board of directors of the Company; and

 Provide reasonable assurance
 regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could
 have a material effect on the financial statements.

 Management, including
the Chief Executive Officer and Chief Financial Officer does not expect that the Company's disclosure controls, and internal controls
will prevent all error and all fraud. Because of its inherent limitations, a system of internal control over financial reporting can
provide only reasonable, not absolute, assurance that the objectives of the control system are met and may not prevent or detect misstatements.
Further, over time, control may become inadequate because of changes in conditions or the degree of compliance with the policies or procedures
may deteriorate.

 With the participation
of the Chief Executive Officer and Chief Financial Officer, our management evaluated the effectiveness of the Company's internal
control over financial reporting as of September 30, 2025, based upon the framework in Internal Control –Integrated Framework issued
by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in 2013. Based on that evaluation, our management has
concluded that, as of September 30, 2025, the Company had material weaknesses in its internal control over financial reporting and the
Company's internal control over financial reporting was not effective. Specifically, management identified the following material
weaknesses at September 30, 2025:

 Lack of oversight by independent
 directors in the establishment and monitoring of required internal controls and procedures;

 Lack of functioning audit
 committee, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures;

 Insufficient personnel
 resources within the accounting function to segregate the duties over financial transaction processing and reporting and to allow
 for proper monitoring controls over accounting;

 Insufficient written policies
 and procedures over accounting transaction processing and period end financial disclosure and reporting processes.

 To remediate our
internal control weaknesses, management intends to implement the following measures:

 The Company will add sufficient
 number of independent directors to the board and appoint an audit committee.

 The Company will add sufficient
 knowledgeable accounting personnel to properly segregate duties and to affect a timely, accurate preparation of the financial statements.

 Upon the hiring of additional
 accounting personnel, the Company will develop and maintain adequate written accounting policies and procedures.

 The additional hiring
is contingent upon the Company's efforts to obtain additional funding through equity or debt for its continued operational activities
and corporate expenses. Management provides no assurances that it will be able to do so.

 We understand that
remediation of material weaknesses and deficiencies in internal controls are a continuing work in progress due to the issuance of new
standards and promulgations. However, remediation of any known deficiency is among our highest priorities. Our management will periodically
assess the progress and sufficiency of our ongoing initiatives and adjust as and when necessary.

 As a smaller reporting
company, we are not required to provide, and this annual report does not include an attestation report of our registered public accounting
firm regarding internal control over financial reporting.

 Changes in Internal
Control over Financial Reporting

 There were no changes
in our internal control over financial reporting that occurred during the period covered by this report that have materially affected,
or are reasonably likely to materially affect, our internal control over financial reporting.

 Limitations on
the Effectiveness of Controls

management, including the CEO and Chief Financial Officer ("CFO"), does not expect that our disclosure controls and procedures
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. Further,
the design of the control system must reflect that there are resource constraints and that the benefits must be considered relative to
their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that
all control issues and instances of fraud, if any, within the company 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 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.

 None.

 Item 9C. Disclosure
Regarding Foreign Jurisdictions That Prevent Inspections.

 Not applicable.

 Item 10. Directors,
Executive Officers, and Corporate Governance.

 The following table
sets forth information with respect to persons who are serving as directors and officers of the Company. Each director holds office until
the next annual meeting of shareholders or until his successor has been elected and qualified.

 Name

 Age

 Position

 Chief
 Executive Officer (1), Interim Chief Financial Officer (2), Director (3)

 Clayton
 Yates

 Director
 (4)

 Jesse
 Jaynes

 Chief
 Research Officer (4), Director (4), Chief Scientific Officer (1)

 (1)

 Appointed on January 17,
 2024.

 (2)

 Assumed CFO role on May
 29, 2024, upon Judith Miller's termination on that date.

 (3)

 Appointed on November 12,
 2024.

 (4)

 Appointed on January 12,
 2021.

 Biographies of
Directors and Officers

 The following is
a brief account of the education and business experience during at least the past five years of each director, executive officer, and
key employee of our company, indicating the person's principal occupation during that period, and the name and principal business
of the organization in which such occupation and employment were carried out.

 Chad Pawlak brings
over 30 years of experience with a proven track record of driving revenue growth and fostering strategic partnerships across agribusiness
and sustainability – particularly in soil and water conservation. He has a deep understanding of regenerative agriculture, biotechnology,
crop cultivation and consumer packaged goods (CPG). Most recently, he was CEO of Locus Agricultural Solutions (from August 2021 to October
2023), an agricultural biological company, where he led the strategic growth plan through cross-functional collaboration, resulting in
over 350,000 acres of enrollment in a nature-based carbon credit project utilizing a biological product as the practice change. From
January 2018-October 2019, Chad was a member of the Board of INUS Protein, a North American supplier, blending partner and product development
resource for insect protein powders in food and feed use. Chad also has previous experience as the U.S.-Canada Crop & Plant Protection
Business Director Lead - Botanicals for MGK (a part of Valent USA & Sumitomo Chemical) (2018-2019). In this role, he was responsible
for the overall design of the strategic business plan of the $30 million Botanical & Organic Crop Protection segments in the U.S.
& Canada. He holds an MBA from the Jack Welch Management Institute and BS & AOS in Marketing and Advertising/Public Relations
from Johnson & Wales University.

 Dr. Clayton Yates,
Ph. D.

 Dr. Clayton Yates,
Ph. D., co-founded Genvor and is Chairman of the Board of Genvor. His research is currently funded by the National Cancer Institute (NCI)
and Department of Defense (DOD) Congressionally Medical Directed Research Programs. Dr. Yates is also a scientist at Tuskegee University,
focused on identifying molecular targets for therapeutic intervention in prostate, breast, and pancreatic cancers. Dr. Yates received
his initial training at the University of Pittsburgh School of Medicine in the Department of Cellular and Molecular Pathology. He completed
additional training in Tissue Engineering and Regenerative Medicine jointly from the McGowan Institute for Regenerative Medicine and
Massachusetts Institute of Technology (MIT). Dr. Yates completed his post-doctoral training at Emory University School of Medicine in
the Department of Molecular Urology.

 Dr. Jesse Jaynes,
Ph. D.

 Dr. Jesse Jaynes,
Ph. D., co-founded Genvor as well, and he leads the research for Genvor and manages ongoing, critical communication with our outside research
and development partners and associations. Dr. Jaynes is one of the world's leading authorities on therapeutic peptide design and
has vast experience in drug development for various applications, including agriculture, animal health, wound healing, and oncology.
Dr. Jaynes' research is funded by USDA, NSF, and NIH. He has more than 60 United States and foreign patents and has authored over
100 scientific journal articles. Over the past 15 years, Dr. Jaynes has served on the board of numerous life science companies and is
currently the Chief Technology Officer for the National Cancer Coalition. Dr. Jaynes is a Professor of Biochemistry at Tuskegee University.
Dr. Jaynes completed his doctoral training at Brigham Young University, Utah.

 There are no family
relationships among any of our directors and executive officers.

 Our directors are
elected at the annual meeting of the shareholders, with vacancies filled by the Board of Directors, and they serve until their successors
are elected and qualified, or their earlier resignation or removal. Officers are appointed by the board of directors and serve at the
discretion of the board of directors or until their earlier resignation or removal. Any action required can be taken at any annual or
special meeting of stockholders of the corporation which may be taken without a meeting, without prior notice and without a vote, if
consent of consents in writing setting forth the action so taken, shall be signed by the holders of the outstanding stock having not
less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares entitled
to vote thereon were present and voted and shall be delivered to the corporation by delivery to its registered office, its principle
place of business, or an officer or agent of the corporation having custody of the book in which the proceedings of meetings are recorded.

of Directors and Officers

 Section 78.138 of
the Nevada Revised Statutes ("NRS") provides that a director or officer will not be individually liable unless it is proven
that (i) the director's or officer's acts or omissions constituted a breach of his or her fiduciary duties, and (ii) such
breach involved intentional misconduct, fraud or a knowing violation of the law. Section 78.7502 of NRS permits a company to indemnify
its directors and officers against expenses, judgments, fines and amounts paid in settlement actually and reasonably incurred in connection
with a threatened, pending or completed action, suit or proceeding if the officer or director (i) is not liable pursuant to NRS 78.138
or (ii) acted in good faith and in a manner the officer or director reasonably believed to be in or not opposed to the best interests
of the corporation and, if a criminal action or proceeding, had no reasonable cause to believe the conduct of the officer or director
was unlawful. Section 78.751 of NRS permits a Nevada company to indemnify its officers and directors against expenses incurred by them
in defending a civil or criminal action, suit or proceeding as they are incurred and in advance of final disposition thereof, upon receipt
of an undertaking by or on behalf of the officer or director to repay the amount if it is ultimately determined by a court of competent
jurisdiction that such officer or director is not entitled to be indemnified by the company. Section 78.751 of NRS further permits the
company to grant its directors and officers additional rights of indemnification under its articles of incorporation or bylaws or otherwise.
Section 78.752 of NRS provides that a Nevada company may purchase and maintain insurance or make other financial arrangements on behalf
of any person who is or was a director, officer, employee or agent of the company, or is or was serving at the request of the company
as a director, officer, employee or agent of another company, partnership, joint venture, trust or other enterprise, for any liability
asserted against him and liability and expenses incurred by him in his capacity as a director, officer, employee or agent, or arising
out of his status as such, whether or not the company has the authority to indemnify him against such liability and expenses.

 Our Articles of Incorporation
provide that no director or officer of the Company will be personally liable to the Company or any of its stockholders for damages for
breach of fiduciary duty as a director or officer; provided, however, that the foregoing provision shall not eliminate or limit the liability
of a director or officer (i) for acts or omissions which involve intentional misconduct, fraud or knowing violation of law, or (ii) the
payment of dividends in violation of Section 78.300 of NRS. In addition, our Bylaws implement the indemnification and insurance provisions
permitted by Chapter 78 of the NRS by providing that the Company shall indemnify its directors to the fullest extent permitted by the
NRS and may, if and to the extent authorized by the board of directors, so indemnify its officers and any other person whom it has the
power to indemnify against liability, reasonable expense or other matter whatsoever; and the Company may at the discretion of the board
of directors purchase and maintain insurance on behalf of any person who holds or who has held any position identified in the paragraph
above against any and all liability incurred by such person in any such position or arising out of his status as such.

 Insofar as indemnification
by us for liabilities arising under the Securities Act may be permitted to our directors, officers or persons controlling the company
pursuant to provisions of our articles of incorporation and bylaws, or otherwise, we have been advised that in the opinion of the SEC,
such indemnification is against public policy as expressed in the Securities Act and is therefore unenforceable. In the event that a
claim for indemnification by such director, officer or controlling person of us in the successful defense of any action, suit or proceeding
is asserted by such director, officer or controlling person in connection with the securities being offered, we will, unless in the opinion
of our counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by us is against public policy as expressed in the Securities Act and will be governed by the final adjudication
of such issue.

 Director Compensation

 During the years
ended September 30, 2025 and 2024, we did not have an independent director. Directors that were employees were not paid any fees for
their role as directors.

 Involvement on
Certain Material Legal Proceedings During the Last Five Years

 No director, officer,
significant employee, or consultant has been convicted in a criminal proceeding, exclusive of traffic violations.

 No bankruptcy petitions
have been filed by or against any business or property of any director, officer, significant employee, or consultant of the Company nor
has any bankruptcy petition been filed against a partnership or business association where these persons were general partners or executive
officers.

 No director, officer,
significant employee, or consultant has been permanently or temporarily enjoined, barred, suspended, or otherwise limited from involvement
in any type of business, securities, or banking activities.

 No director, officer
or significant employee has been convicted of violating a federal or state securities or commodities law.

 Directors'
and Officers' Liability Insurance

 The Company purchased
directors' and officers' liability insurance, effective January 8, 2025, to insure our directors and officers against liability
for acts or omissions in their capacities as directors or officers.

 Code of Ethics

 We intend to adopt
a code of ethics that applies to our officers, directors, and employees, including our principal executive officer and principal accounting
officer, but have not done so to date due to our relatively small size. We intend to adopt a written code of ethics in the near future.

 Corporate Governance
and Board Independence

 Our Board of Directors
consists of three directors and has not established a Nominating or Governance Committees as standing committees. The Board does not
have an executive committee or any committees performing a similar function. We are not currently listed on a national securities exchange
or in an inter-dealer quotation system that has requirements that a majority of the board of directors be independent.

 Due to our lack of
operations and size, and since we are not currently listed on a national securities exchange, we are not subject to any listing requirements
mandating the establishment of any particular committees; all functions of a nominating/governance committee were performed by our whole
board of directors. Our board of directors intends to appoint such persons and form such committees as are required to meet the corporate
governance requirements imposed by the national securities exchanges as necessary. Our board of directors does not believe that it is
necessary to have such committees at the early stage of the company's development, and our board of directors believes that the
functions of such committees can be adequately performed by the members of our board of directors.

 We believe that our
board of directors is capable of analyzing and evaluating our financial statements and understanding internal controls and procedures
for financial reporting. We believe that retaining an independent director who would qualify as an "audit committee financial expert"
would be overly costly and burdensome and is not warranted in our circumstances given the early stages of our development and the fact
that we have not generated any material revenues to date.

 Board Leadership
Structure and the Board's Role in Risk Oversight.

 The Board of Directors
is led by a chairman. The Board believes its current leadership structure best serves the objectives of the Board's oversight of
management, the Board's ability to carry out its roles and responsibilities on behalf of the Company's shareholders, and
the Company's overall governance. The Board periodically reviews the leadership structure to determine whether it continues to
best serve the Company and its shareholders.

 Audit Committee
and Financial Expert; Committees

 The Company does
not have an audit committee. We are not a "listed company" under SEC rules and are therefore not required to have an audit
committee comprised of independent directors.

 The Company has no
nominating or compensation committees at this time. The entire Board participates in the nomination and audit oversight processes and
considers executive and director compensation. Given the size of the Company and its stage of development, the entire Board is involved
in such decision-making processes. Thus, there is a potential conflict of interest in that our directors and officers have the authority
to determine issues concerning management compensation, nominations, and audit issues that may affect management decisions. We are not
aware of any other conflicts of interest with any of our executive officers or directors.

 Compliance with
Section 16(A) of the Exchange Act

 Section 16(a) of
the Exchange Act requires the Company's directors, executive officers and persons who beneficially own 10% or more of a class of
securities registered under Section 12 of the Exchange Act to file reports of beneficial ownership and changes in beneficial ownership
with the SEC. Directors, executive officers and greater than 10% stockholders are required by the rules and regulations of the SEC to
furnish the Company with copies of all reports filed by them in compliance with Section 16(a).

 Based solely on our
review of certain reports filed with the Securities and Exchange Commission pursuant to Section 16(a) of the Securities Exchange Act
of 1934, as amended, the reports required to be filed with respect to transactions in our common stock during the fiscal year ended September
30, 2025, were timely.

 Family relationships

 There are no family relationships among
any of our officers or directors.

 Item 11. Executive

 The table below sets
forth, for the years ended September 30, 2025 ("2025") and 2024 ("2024"), the compensation earned by our executive
officers and former executive officers.

 Name
 and Principal Position

 Year

 Salary

 Stock
 Awards

 Option
 and Warrant Awards

 All

 Other Compensation

 Total

 ($)

 ($)

 ($)

 ($)

 ($)

 2025

 506,250

 4,925,000

 5,431,250

 Chief Executive Officer (1)

 2024

 214,345

 262,500

 —

 —

 476,845

 Dr. Clayton Yates

 2025

 190,000

 —

 —

 —

 190,000

 Former Chief Scientific Officer, Director (2)

 2024

 92,500

 —

 —

 —

 92,500

 Dr. Jesse Jaynes

 2025

 197,500

 —

 —

 —

 197,500

 Chief Research Officer, Chief Scientific Officer, Director
 (3)

 2024

 92,500

 —

 —

 —

 92,500

 Judith S. Miller, Esq.

 2025

 —

 —

 —

 —

 —

 Former Interim Chief Executive Officer and Chief Financial
 Officer (4)

 2024

 121,000

 100,000

 600,000

 —

 821,000

 Bradley White

 2025

 —

 —

 —

 —

 —

 Former Chief Executive Officer, Chief Financial Officer,
 and Director (5)

 2024

 80,625

 —

 —

 66,348

 146,973

 (1)

 Appointed as CEO on January
 17, 2024, and assumed CFO role on May 29, 2024. Mr. Pawlak's 2025 compensation consisted of cash of $506,250 and 5,502,500
 vested shares of common stock with an estimated fair value of $4,925,000 based on recent sales of common stock to third parties.
 Mr. Pawlak's 2024 compensation consisted of cash of $214,345 and 262,500 shares vested and valued at $262,500.

 (2)

 Appointed as Chief Scientific
 Officer and Chairman of the Board on January 12, 2021, and resigned as Chief Scientific Officer on January 17, 2024. Dr. Yates's
 2025 and 2024 compensation consisted of cash of $190,000 and $92,500, respectively.

 (3)

 Appointed as Chief Research
 Officer and Director on January 12, 2021, and appointed as Chief Scientific Officer on January 17, 2024. Dr. Jaynes's 2024
 compensation consisted of cash of $197,500 and $92,500, respectively.

 (4)

 Interim CEO from June 20,
 2023 through January 17, 2024, and Interim CFO and Chief Business Officer through May 29, 2024. Ms. Miller's 2024 compensation
 consisted of cash of $121,000 and 100,000 shares vested and valued at $100,000 and 600,000 warrants vested and valued at $600,000.
 Ms. Miller's 2023 compensation consisted of cash of $65,000 and 600,000 warrants vested and valued at $600,000.

 (5)

 CEO from January 12, 2021
 through June 20, 2023. Mr. White's 2023 compensation consisted of salary of $80,625 paid by cash and $66,348 of Mr. White's
 personal expenses paid by the Company.

 The Company has not
entered into employment or similar agreements with any of our executive officers or directors except as follows:

 Effective as of January
17, 2024, the Company entered into (i) indemnification agreements with Mr. Pawlak, Ms. Miller, Dr. Jaynes and Dr. Yates (the "Indemnification
Agreements"), (ii) an employment agreement with Mr. Pawlak (the "Pawlak Employment Agreement"), (iii) an employment
agreement with Ms. Miller (the "Miller Employment Agreement"), (iv) a science advisor agreement with Dr. Jaynes (the "Jaynes
Advisor Agreement"), and (v) a science advisor agreement with Dr. Yates (the "Yates Advisor Agreement").

 Pursuant to the Indemnification
Agreements, the Company agreed to indemnify the officers and directors to the fullest extent permitted by law for claims arising in part
out of the fact that the officer or director is or was a director of the Company.

 Pursuant to the Pawlak
Employment Agreement, Mr. Pawlak will act as Chief Executive Officer of the Company until the agreement is terminated in accordance with
its terms, and Mr. Pawlak will be compensated as follows: (i) Mr. Pawlak will receive a base salary of $300,000 per year; (ii) Mr. Pawlak
will be eligible for annual incentive bonus awards of up to 30% of Mr. Pawlak's then-current base salary in the discretion of the
compensation committee of the Board, provided that such bonus for the first year of employment shall be earned for the completion of
formulation and production of a peptide topical spray (biological fungicide) that is effective in its utilization of AMPs treating plant
disease, for any of the identified spectrums of crops that are targeted by the Company (the "First Milestone"), and the bonus
for the second year of employment shall be earned for the receipt of regulatory approval from any of those federal agencies required
by United States, such as the United States Environmental Protection Agency (the EPA), the United States Department of Agriculture (the
USDA), and/or the United States Food and Drug Administration (the FDA), for the commercialization of the topical spray (the "Second
Milestone"); (iii) Mr. Pawlak will initially receive 50,000 shares of Company common stock, and 950,000 shares of Company common
stock which shall vest monthly for a period of 36 months (25,000 shares a month for months 1-34, and 50,000 shares a month for months
35-36); (iv) Mr. Pawlak will receive an additional equity award of 1,000,000 shares of Company common stock upon achievement of the First
Milestone; (v) Mr. Pawlak will receive an additional equity award of 1,000,000 shares of Company common stock upon achievement of the
Second Milestone; (vi) Mr. Pawlak will receive an additional equity award of 1,000,000 shares of Company common stock upon the commercial
sale of a minimum of $10,000,000 of the topical spray; and (vii) Mr. Pawlak will receive an additional equity award of 1,000,000 shares
of Company common stock upon the receipt of regulatory approval from any of those federal agencies required by the United States, such
as the EPA, USDA, and/or the FDA, for the commercialization of the first seed trait based upon the Company's patents and targeted
spectrums of crops. Effective January 1, 2025, an amendment to the CEO's employment agreement was executed and amended the following
provisions: (i) annual salary was increased from $300,000 to $350,000, (ii) a guaranteed calendar year bonus equal to 30% of his annual
salary was established versus milestone-based bonuses, and (iii) the CEO now receives 500,000 shares of common stock every six months
that he remains with the Company.

 Pursuant to the Miller
Employment Agreement, which superseded Ms. Miller's prior Executive Consulting Agreement with the Company dated June 20, 2023,
Ms. Miller was to act as Chief Business Officer and Interim Chief Financial Officer of the Company until the agreement is terminated
in accordance with its terms, and Ms. Miller was to be compensated as follows: (i) Ms. Miller will receive a base salary of $180,000
per year; (ii) Ms. Miller will be issued 25,000 shares of Company common stock per month for a period of one year; (iii) Ms. Miller will
receive an additional equity award of 250,000 shares of Company common stock upon the Company receiving the results of the scientific
studies conducted by Southern Gardens/US Sugar for further use by the Company; (iv) Ms. Miller will receive an additional equity award
of 50,000 shares of Company common stock upon the Company raising each tranche $1,000,000 up to an aggregate of $10,000,000; (v) Ms.
Miller will receive an additional equity award of 50,000 shares of Company common stock upon the Company raising $2,500,000; (vi) Ms.
Miller will receive an additional equity award of 100,000 shares of Company common stock upon the Company raising $6,000,000, and (vii)
Ms. Miller will receive an additional equity award of 100,000 shares of Company common stock upon the Company raising $10,000,000. Ms.
Miller's employment was terminated on or about May 29, 2024.

 Pursuant to Jaynes
Advisor Agreement, which has an initial term of three years, Dr. Jaynes will act as scientific advisor to the Company, and be compensated
as follows: (i) Dr. Jaynes will be paid a $50,000 signing bonus; (ii) Dr. Jaynes will be paid $5,000 per month (increased to $9,167 effective
January 1, 2025); (iii) Dr. Jaynes will be paid $100,000 and 25,000 shares of Company common stock upon the completion of formulation
and production of a peptide topical spray (biological fungicide) that is effective in its utilization of AMPs treating plant disease,
for any of the identified spectrums of crops that are targeted by the Company; (iv) Dr. Jaynes will be paid $100,000 and 25,000 shares
of Company common stock upon the receipt of regulatory approval from any of those federal agencies required by United States, such as
the United States Environmental Protection Agency (the EPA), the United States Department of Agriculture (the USDA), and/or the United
States Food and Drug Administration (the FDA), for the commercialization of the topical spray; (v) Dr. Jaynes will be paid $100,000 and
25,000 shares of Company common stock upon the commercial sale of a minimum of $10,000,000 of the topical spray; and (vi) Dr. Jaynes
will be paid $100,000 and 25,000 shares of Company common stock upon the receipt of regulatory approval from any of those federal agencies
required by the United States, such as the EPA, USDA, and/or the FDA, for the commercialization of the first seed trait based upon the
Company's patents and targeted spectrums of crops.

 Pursuant to Yates
Advisor Agreement, which has an initial term of three years, Dr. Yates will act as scientific advisor to the Company, and be compensated
as follows: (i) Dr. Yates will be paid a $50,000 signing bonus; (ii) Dr. Yates will be paid $5,000 per month (increased to $8,333 effective
January 1, 2025); (iii) Dr. Yates will be paid $100,000 and 25,000 shares of Company common stock upon the completion of formulation
and production of a peptide topical spray (biological fungicide) that is effective in its utilization of AMPs treating plant disease,
for any of the identified spectrums of crops that are targeted by the Company; (iv) Dr. Yates will be paid $100,000 and 25,000 shares
of Company common stock upon the receipt of regulatory approval from any of those federal agencies required by United States, such as
the United States Environmental Protection Agency (the EPA), the United States Department of Agriculture (the USDA), and/or the United
States Food and Drug Administration (the FDA), for the commercialization of the topical spray; (v) Dr. Yates will be paid $100,000 and
25,000 shares of Company common stock upon the commercial sale of a minimum of $10,000,000 of the topical spray; and (vi) Dr. Yates will
be paid $100,000 and 25,000 shares of Company common stock upon the receipt of regulatory approval from any of those federal agencies
required by the United States, such as the EPA, USDA, and/or the FDA, for the commercialization of the first seed trait based upon the
Company's patents and targeted spectrums of crops.

 Outstanding Equity
Awards

 No executive officer
named above had any unexercised options or stock that had not vested, or equity incentive plan awards outstanding as of September 30,
2025.

 Director Compensation

 No member of our
board of directors received any compensation for his or her services as a director during the fiscal years ending September 30, 2025
and 2024, nor do they currently receive any compensation for such services.

 Equity Incentive
Plans

 Long-Term Incentive
Plans. The Company does not provide its officers or employees with pension, stock appreciation rights, long-term incentive or
other plans, nor does it provide non-qualified deferred compensation to its officers or employees, and therefore, the Summary Compensation
Table above does not include columns for nonequity incentive plan compensation and nonqualified deferred compensation earnings since
there were none.

 Employee Pension,
Profit Sharing or other Retirement Plans. The Company does not have a defined benefit, pension plan, profit sharing or other
retirement plan, although it may adopt one or more of such plans in the future.

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

 Beneficial ownership
is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities. In
accordance with SEC rules, shares of our common stock which may be acquired upon exercise of stock options or warrants which are currently
exercisable or which become exercisable within 60 days of the date of the applicable table below are deemed beneficially owned by the
holders of such options and warrants and are deemed outstanding for the purpose of computing the percentage of ownership of such person,
but are not treated as outstanding for the purpose of computing the percentage of ownership of any other person. Subject to community
property laws, where applicable, the persons or entities named in the tables below have sole voting and investment power with respect
to all shares of our common stock indicated as beneficially owned by them.

 The following
table sets forth certain information, as of September 30, 2025 with respect to the beneficial ownership of the outstanding common
stock by:

 Each of our named executive
 officers and directors;

 Our directors and executive
 officers as a group; and

 Holders of more than 5%
 of our common stock

 Except as otherwise
indicated, each of the stockholders listed below has sole voting and investment power over the shares beneficially owned.

 Title of Class

 Name of Beneficial Owner (1)

 No. of Shares of Class Beneficially Owned

 Percentage of Class (2)

 Chad Pawlak* (3)

 6,225,000

 20.6

 %

 Dr. Clayton Yates* (4)

 7,712,623

 20.6

 %

 Dr. Jesse Jaynes* (5)

 7,167,623

 19.4

 %

 All officers and directors as a group (3 persons)

 21,105,246

 47.7

 %

 Other shareholders owning 5% or more:

 John Coutris (6)

 1,789,843

 5.7

 %

 Dr. Clayton Yates* (7)

 731,262

 46.9

 %

 Dr. Jesse Jaynes* (8)

 676,762

 43.4

 %

 All officers and directors as a group (2 persons)

 1,408,024

 90.4

 %

 Other shareholders owning 5% or more:

 John Coutris (9)

 150,000

 9.6

 %

 Series A Preferred Stock

 Dr. Clayton Yates*

 %

 Series A Preferred Stock

 Dr. Jesse Jaynes*

 %

 Series A Preferred Stock

 All officers and directors as a group (2 persons)

 %

 *Officer and/or director of our company

 (1)

 Except as otherwise indicated,
 the address of each beneficial owner is c/o Genvor Incorporated, 1550 W Horizon Ridge Pkwy, Ste R #3040, Henderson, NV 89012.

 (2)

 Applicable percentage ownership is based on 30,175,763 shares of our common stock, 1,558,024 shares of
our Series B Preferred Stock, and 6 shares of Series A Preferred Stock outstanding as of September 30, 2025, together with securities
exercisable or convertible into shares of our common stock within 60 days of September 30, 2025 for each stockholder. Beneficial
ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect
to securities. Shares of common stock that are currently exercisable or exercisable within 60 days of September 30, 2025 are deemed
to be beneficially owned by the person holding such securities for the purpose of computing the percentage of ownership of such
person, but are not treated as outstanding for the purpose of computing the percentage ownership of any other person.

 (3)

 Mr. Pawlak holds 6,225,000
 shares of common stock.

 (4)

 Interests shown include (i) 7,312,620 shares of common stock issuable upon conversion of 731,262 shares of Series B Preferred Stock held in the name of ACT Holdings LLC, which may be deemed to be beneficially owned by Dr. Yates, (ii) 400,000 shares of common stock held in the name of ACT Holdings LLC, which may be deemed to be beneficially owned by Dr. Yates, and (iii) 3 shares of common stock issuable upon conversion of 3 shares of Series A Preferred Stock held directly by Dr. Yates.

 (5)

 Interests include (i) 2,000,000 shares of common stock issuable upon conversion of 200,000 shares of Series B Preferred Stock held in the name of Jaynes Investment LLC, which may be deemed to be beneficially owned by Dr. Jaynes, (ii) 4,767,620 shares of common stock issuable upon conversion of 476,762 shares of Series B Preferred Stock held jointly in the name of Dr. Jaynes and his spouse, (iii) 400,000 shares of common stock held jointly in the name of Dr. Jaynes and his spouse, and (iv) 3 shares of common stock issuable upon conversion of 3 shares of Series A Preferred Stock held directly by Dr. Jaynes.

 (6)

 Interests shown include (i) 1,500,000 shares of common stock issuable upon conversion of 150,000 shares
of Series B Preferred Stock held in the name of PJ Advisory Group, which may be deemed to be beneficially owned by Mr. Coutris,
(ii) 198,637 shares of common stock held in the name of John Coutris, and (iii) 91,206 shares of common stock held in the name
of Callie Coutris, Mr. Coutris's spouse. The address of John Coutris, Callie Coutris, and PJ Advisory Group is 7227 Centenery
Ave., Dallas, Texas, 75225.

 (7)

 Interests shown include 731,262 shares of Series B Preferred Stock held in the name of ACT Holdings LLC, which may be deemed to be beneficially owned by Dr. Yates.

 (8)

 Interests include (i) 200,000 shares of Series B Preferred Stock held in the name of Jaynes Investment LLC, which may be deemed to be beneficially owned by Dr. Jaynes, and (ii) 476,762 shares of Series B Preferred Stock held jointly in the name of Dr. Jaynes and his spouse.

 (9)

 Interests shown include 150,000 shares of Series B Preferred Stock held in the name of PJ Advisory Group, which may be deemed to be beneficially owned by Mr. Coutris.

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

 The Company has employment
agreements with its CEO, Chad Pawlak, and our two scientific advisors, Dr. Jesse Jaynes and Dr. Clayton Yates.

 Effective
January 1, 2025, an amendment to the CEO's employment agreement was executed and amended the following provisions: (i) annual
salary was increased from $300,000 to $350,000, (ii) a guaranteed calendar year bonus equal to 30% of his annual salary was established
versus milestone-based bonuses, and (iii) the CEO now receives 500,000 shares of common stock every six months that he remains with the
Company.

 Effective
January 1, 2025, the scientific advisors aggregate monthly compensation was increased to $17,500 from $10,000.

 Any
accrued compensation amounts earn interest at 8%. The CEO and scientific advisors can convert any accrued compensation into shares
of common stock at a conversion rate equal to the fair market value on the date of conversion.

 As
of September30, 2025 and September 30, 2024, accrued compensation and related expenses owed to the CEO and scientific advisors pursuant
to employment agreements totaled $742,486 and $466,404, respectively.

 As
of September 30, 2025 and September 30, 2024, the Company owed its former chief business officer and interim chief financial officer,
Judith Miller, $38,904 primarily from accrued compensation.

 The
Company's CEO and scientific advisors make working capital advances as needed which bear interest at 8% per annum and are
short-term in nature, unsecured and repayable on demand. During the years ended September 30, 2025, the Company received $86,071of advances
from these related parties and repaid $18,996 of these advances. There were no advances or repayments made during the year ended
September 30, 2024. As of September 30, 2025 and September 30, 2024, advances owed to the CEO and scientific advisors totaled $84,137 and
$13,218, respectively, and are reflected on the accompanying consolidated balance sheets as advances from related parties.

 The
accrued compensation and advances received from the CEO and two scientific advisors, collectively referred to as the "employees"
bear interest at 8%. As of September 30, 2025 and September 30, 2024, accrued interest due these employees was $54,814 and
$9,705, respectively, which is included in accrued interest on the consolidated balance sheets. During the year ended September 30, 2025
and 2024, interest expense with these employees amounted to $45,127 and $4,942, respectively, which is included in interest expense
on the consolidated statements of operations.

 On
September 28, 2023, the Company entered into a settlement agreement with Mr. White, a former CEO of the Company, who was terminated on
June 20, 2023. As part of the settlement agreement, Mr. White was to receive a total settlement of $300,000, payable in tranches of $50,000,
beginning on September 28, 2023, or within seven days, and each subsequent payment on the monthly anniversary of the settlement agreement
execution. In exchange for the settlement, Mr. White returned to the Company for cancellation the following: 3 shares of Series
A preferred stock and 502,512 shares of Series B preferred stock. As of September 30, 2024, the Company still owed Bradley
White $50,000 which has been included in accounts payable and accrued expenses on the accompanying condensed consolidated balance
sheets. On June 11, 2025, the Company executed a release and settlement agreement with Mr. White. Pursuant to the settlement agreement,
the Company agreed to pay $55,000 for the settlement of all amounts outstanding with this individual and recognized a loss of $5,000 which
has been netted with the gain on settlement of accounts payable on the consolidated statements of operations.

 In May 2025, the Company issued 500,000 shares
of its common stock upon the conversion of accrued compensation outstanding with our CEO of $125,000, and an aggregate of 800,000
shares of its common stock upon the conversion of a total of $200,000 of accrued bonuses outstanding with our two scientific advisor
employees. The $100,000 bonuses earned by both scientific advisors were approved by the board in May 2025 pursuant to a milestone defined
in their employment agreements, being met. The conversion ratio of $.25 was based on recent stock sales and therefore no gain or
loss was recorded on this conversion.

 During the year ended September 30, 2025,
the Company issued a total of 137,500 shares of its common stock for $137,500 serviced rendered by our CEO that were accrued as compensation
as of September 30, 2024.

 During the year ended September 30, 2025,
the Company issued a total of 5,487,500 shares of its common stock for services rendered by our CEO under terms of his employment agreement.
These shares were valued at $4,925,000, the estimated fair market value on the grant dates using the most recent third-party sale of common
stock on the dates of grant.

 On December 1, 2025, Dr.
Jesse Jaynes elected to convert $186,000 of outstanding liabilities representing accrued salary, accrued interest and working capital
advances into 124,000 shares of common stock. The conversion ratio was based on the Over-the-Counter market price on the conversion date.

 As of September 30,
2025, and 2024, the Company owed Robert Bubeck, its former CEO, $0 and $3,846, respectively, for expenses paid by Rober on behalf of
the Company, which have been included in accrued liabilities and other payables – related parties on the accompanying consolidated
balance sheets.

 All amounts due to
Judith Miller, Bradley White, and Robert Bubeck are short-term in nature, non-interest bearing, unsecured and repayable on demand.

 Director Independence

 We currently do not
have any independent directors, as the term "independent" is defined in Section 803A of the NYSE American Company Guide.
The Board has made its determination as to director independence based on the definition of "independence" as defined under
the rules of the New York Stock Exchange ("NYSE") and NYSE American.

 Item 14. Principal
Accounting Fees and Services.

 The following table
sets forth the fees billed by our principal independent accountants for the years ended September 30, 2025 and 2024, for the categories
of services indicated.

 2025

 2024

 Audit fees

 $
 65,685

 $
 81,000

 Audit related fees

 —

 —

 Tax fees

 —

 —

 All other fees

 —

 —

 Total

 $
 65,685

 $
 81,000

 On December 16, 2020,
we engaged Turner, Stone & Company, L.L.P. ("Turner") of Dallas, Texas, as our independent registered public accounting
firm. On March 17, 2024, we dismissed Turner, and on or about March 20, 2024, we engaged Novogradac & Company LLP as our independent
registered public accounting firm.

 Audit fees. Consists
of fees billed for the audit of our annual financial statements and review of our interim financial information and services that are
normally provided by the accountant in connection with year-end and quarter-end statutory and regulatory filings or engagements.

 Audit-related
fees. Consists of fees billed for services relating to review of other regulatory filings including registration statements, periodic
reports and audit related consulting.

 Tax fees. Consists
of professional services rendered by our principal accountant for tax compliance, tax advice and tax planning.

 Other fees. Other
services provided by our accountants.

 Item 15. Exhibits

 Exhibit

 Description

 3.1

 Florida
 Articles of Incorporation (incorporated by reference to Exhibit 3.A to our Registration Statement on Form S-1, filed on May 4, 2020)

 3.2

 Nevada
 Articles of Incorporation (incorporated by reference to Exhibit 3.2 to our Quarterly Report on Form 10-Q, filed on July 20, 2021)

 3.3

 Certificate
 of Correction to Nevada Articles of Incorporation (incorporated by reference to Exhibit 3.3 to our Quarterly Report on Form 10-Q,
 filed on July 20, 2021)

 3.4

 Certificate
 of Amendment to Articles of Incorporation, filed June 24, 2022 (incorporated by reference to Exhibit 3.1 to our Current Report on
 Form 8-K filed on July 1, 2022)

 3.5

 Bylaws
 (incorporated by reference to Exhibit 3.B to our Registration Statement on Form S-1, filed on May 4, 2020)

 10.1*

 Exchange
 Agreement, by and between the Company and Genvor Inc. (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K
 filed on February 1, 2021)

 10.2*

 Agreement
 and Plan of Merger, by and between the Company, Genvor Inc., and Genvor Acquisition Corp. (incorporated by reference to Exhibit 10.2
 to our Annual Report on Form 10-K filed on March 21, 2022)

 10.3

 Employment
 Agreement, by and between Genvor Incorporated and Chad Pawlak, dated January 17, 2024 (incorporated by reference to Exhibit 10.1
 to Current Report on Form 8-K filed on January 23, 2024)

 10.4

 Employment
 Agreement, by and between Genvor Incorporated and Judith S. Miller, dated January 17, 2024 (incorporated by reference to Exhibit
 10.2 to Current Report on Form 8-K filed on January 23, 2024)

 10.5

 Science
 Advisor Agreement, by and between Genvor Incorporated and Jesse Jaynes, dated January 16, 2024 (incorporated by reference to Exhibit
 10.3 to Current Report on Form 8-K filed on January 23, 2024)

 10.6

 Science
 Advisor Agreement, by and between Genvor Incorporated and Clayton Yates, dated January 16, 2024 (incorporated by reference to Exhibit
 10.4 to Current Report on Form 8-K filed on January 23, 2024)

 10.7

 Agreement, by and between Genvor Incorporated and Chad Pawlak, dated January 17, 2024 (incorporated by reference to Exhibit 10.5
 to Current Report on Form 8-K filed on January 23, 2024)

 10.8

 Agreement, by and between Genvor Incorporated and Judith S. Miller, dated January 17, 2024 (incorporated by reference to Exhibit
 10.6 to Current Report on Form 8-K filed on January 23, 2024)

 10.9

 Agreement, by and between Genvor Incorporated and Jesse Jaynes, dated January 17, 2024 (incorporated by reference to Exhibit 10.7
 to Current Report on Form 8-K filed on January 23, 2024)

 10.10

 Agreement, by and between Genvor Incorporated and Clayton Yates, dated January 17, 2024 (incorporated by reference to Exhibit 10.8
 to Current Report on Form 8-K filed on January 23, 2024)

 31.1**

 Certification of CEO required by Rule 13a-14(1) or
 Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 31.2**

 Certification of CFO required by Rule
 13a-14(1) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act
 of 2002

 32.1**

 Certification of CEO pursuant to Section 906 of the
 Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63

 32.2**

 Certification of CFO pursuant to Section 906 of the
 Sarbanes-Oxley Act of 2002 and Section 1350 of 18 U.S.C. 63

 101.INS***

 101.SCH***

 101.CAL***

 101.DEF***

 101.LAB***

 101.PRE***

 * Certain schedules
and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished
supplementally to the Securities and Exchange Commission upon request; provided, however that the Company may request confidential treatment
pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any schedule or exhibit so furnished.

 ** Filed herewith.

Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes
of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended, and otherwise is not subject to liability under these sections.

 Item 16. Form 10-K Summary

 None.

 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.

 /s/

 December
 10, 2025

 Chief
 Executive Officer and

 Date

 Chief
 Financial Officer

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

 /s/

 December
 10, 2025

 Chief Executive Officer, Chief Financial Officer &
 Director

 Date

 /s/ Clayton Yates

 December 10, 2025

 Director

 Date

 /s/ Jesse
 Jaynes

 December 10,
 2025

 Director

 Date