true FY 2023 --09-30 This Amendment No. 2 is being filed solely to correct a typographical error in the Report of Independent Registered Public Accounting Firm (the Audit Opinion) of Turner, Stone, and Company, L.L.P. (TSC) contained in the 2023 Annual Report, by replacing December 20, 2023 with January 16, 2024 under the signature in the Audit Opinion. 0001792941

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 U.S. SECURITIES AND EXCHANGE COMMISSION

 Washington, D.C. 20549

 FORM 10-K/A

 (Amendment No. 2)

 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, 2023

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

 GENVOR INCORPORATED

 (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)

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

 Indicate by check 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

 Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth
company. See 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

 Indicate by check 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.

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

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

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

 On March 29, 2024, 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 is not eligible
for proprietary broker-dealer quotations although it was previously quoted for trading on the OTC Link ATS, and trading data is
 no t available on otcmarkets.com.

 The number of the registrant's shares of
common stock outstanding was 29,825,763
as of September 9, 2025.

 EXPLANATORY NOTE

 This Amendment No. 2 on Form 10-K/A ("Amendment
No. 2") amends the audit opinion within the Annual Report on Form 10-K for the fiscal year ended September 30, 2023 (the "2023
Annual Report") of Genvor Incorporated filed with the Securities and Exchange Commission (the "SEC") on January 16,
2024 (the "Original Filing Date") and Amendment No. 1 on Form-10-K filed with the SEC on July 31, 2025 ("Amendment No.
1") which was filed to correct a typographical error in the audit opinion included in the 2023 Annual Report, but which was not
properly corrected in Amendment No. 1. In this Amendment No. 2, unless the context indicates otherwise, the designations "Genvor,"
the "Company," "we," "us" or "our" refer to Genvor Incorporated and its subsidiaries.

 This Amendment No. 2 is being filed solely
to correct a typographical error in the Report of Independent Registered Public Accounting Firm (the "Audit Opinion") Turner,
Stone, & Company, L.L.P. ("TSC") contained in Item 8 of the 2023 Annual Report, by replacing "December 20,
2023" with "January 16, 2024" under the signature in the Audit Opinion.

 In addition, this Amendment No. 2 includes
new certifications pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 as Exhibits 31.1, 31.2, 31.3, 32.1, 32.2 and 32.3
hereto.

 Pursuant to Rule 12b-15 promulgated under
the Securities Exchange Act of 1934, as amended (the "Exchange Act"), we have repeated the entire text of Item 8 of the 2023
Annual Report in this Amendment No. 2. However, there have been no changes to the Company's consolidated financial statements and
notes thereto or the text of such item (other than the change described above replacing "December 20, 2023" with "January
16, 2024" under the signature in the Audit Opinion).

 Except as described above, no other amendments
are being made to the 2023 Annual Report. This Amendment No. 2 does not reflect events occurring after the Original Filing Date or modify
or update any disclosure contained in the 2023 Annual Report in any way other than to reflect the amendments discussed above and updates
to the cover page of the 2023 Annual Report. Accordingly, this Amendment No. 2 should be read in conjunction with the 2023 Annual
Report and our other filings with the SEC.

 Item
8. Financial Statements and Supplementary Data

 Table
of Contents

 Page

 Report
 of Independent Registered Public Accounting Firm (PCAOB ID: 76)

 Balance Sheets as of September 30, 2023 and 2022

 Statements of Operations for the year ended September 30, 2023, and for the nine months ended September 30, 2022

 Statements of Changes in Stockholders' Deficit for the year ended September 30, 2023 and for the nine months ended September
 30, 2022

 Statements of Cash Flows for the year ended September 30, 2023 and for the nine months ended September 30, 2022

 Notes
 to Consolidated Financial Statements

 Your
Vision Our Focus

 REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 To the
Board of Directors and Stockholders of

Incorporated and Subsidiaries

 Opinion
on the Consolidated Financial Statements

 We
have audited the accompanying consolidated balance sheets of Genvor Incorporated as of September 30, 2023 and 2022, and the related consolidated
statements of operations, changes in stockholders' deficit, and cash flows for the year ended September 30, 2023 and the nine months
ended September 30, 2022, and the related notes (collectively referred to as the "consolidated financial statements"). In
our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of Genvor Incorporated
as of September 30, 2023 and 2022, and the consolidated results of its operations and its cash flows for the year ended September 30,
2023 and the nine months ended September 30, 2022, in conformity with accounting principles generally accepted in the United States of
America.

 Going
Concern

 The
accompanying consolidated financial statements have been prepared assuming that the entity will continue as a going concern. As discussed
in Note 1 to the consolidated financial statements, the entity has suffered recurring losses from operations and has a net capital deficiency
that raise substantial doubt about its ability to continue as a going concern. Management's plans in regard to these matters are
also described in Note 1. The consolidated financial statements do not include any adjustments that might result from the outcome of
this uncertainty.

 Basis
for Opinion

 These
consolidated financial statements are the responsibility of the entity's management. Our responsibility is to express an opinion
on these consolidated 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 Genvor Incorporated 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 audit to obtain
reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.
Genvor Incorporated 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 entity'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 consolidated 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 consolidated 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 consolidated financial statements.
We believe that our audits provide a reasonable basis for our opinion.

 /s/ Turner,
Stone & Company, L.L.P.

 We
have served as Genvor Incorporated's auditor since 2020.

 Dallas,
Texas

 January
16, 2024

 F- 1

Balance Sheets

30,

 2023

 2022

 ASSETS

 Current
 assets:

 Cash

 $
 44,354

 $
 296,386

 Prepaid
 expenses

 21,975

 —

 Other
 current assets

 —

 2,000

 Total
 current assets

 66,329

 298,386

 Fixed
 assets, net

 15,734

 17,565

 Total
 assets

 $
 82,063

 $
 315,951

 LIABILITIES
 AND STOCKHOLDERS' DEFICIT

 Current
 liabilities:

 Convertible
 notes payable

 $
 1,319,500

 $
 1,052,000

 Accounts
 payable and accrued expenses

 388,809

 270,178

 Due
 to related party

 30,000

 3,846

 SBA
 loan

 48,750

 48,750

 USDA
 CRADA liability

 —

 246,400

 Total
 current liabilities

 1,787,059

 1,621,174

 Non-current
 liabilities:

 Convertible
 notes payable, net of discounts

 —

 89,221

 Total
 non-current liabilities

 —

 89,221

 Total
 liabilities

 1,787,059

 1,710,395

 Commitments
 and contingencies (Note 6)

 —

 Stockholders'
 deficit:

 stock, $ 0.001 par value, 20,000,000 shares authorized

 stock - series A, 10 shares authorized, 6 and 9 shares issued and outstanding as of September 30, 2023,
 and 2022, respectively

 —

 —

 stock - series B, 2,500,000 shares authorized, 2,060,536 and 0 shares issued as of September 30, 2023,
 and 2022, respectively, 1,558,024 and 0 outstanding as of September 30, 2023, and 2022, respectively

 2,061

 —

 stock, $ 0.001 par value, 300,000,000 shares authorized, 19,061,936 and 38,678,155 shares issued,
 issuable and outstanding as of September 30, 2023, and 2022, respectively

 19,062

 38,678

 Treasury
 stock, 502,512 and 0 shares of series B preferred stock at September 30, 2023, and 2022, respectively

 ( 300,000
)

 —

 Additional
 paid-in capital

 16,293,188

 14,608,815

 Accumulated
 deficit

 ( 17,719,307
)

 ( 16,041,937
)

 Total
 stockholders' deficit

 ( 1,704,996
)

 ( 1,394,444
)

 Total
 liabilities and stockholders' deficit

 $
 82,063

 $
 315,951

 The
accompanying notes are an integral part of these consolidated financial statements.

 F- 2

Statements of Operations

 For
 the

 For
 the

 Nine
 Months

 Year
 Ended

 Ended

 30,

 30,

 2023

 2022

 Revenue

 $
 —

 $
 —

 Operating
 expenses

 Professional
 fees

 377,329

 233,153

 Payroll
 related expenses

 171,856

 284,746

 Research
 and development

 —

 —

 Stock-based
 compensation

 977,235

 3,512,500

 Depreciation
 expense

 1,832

 1,374

 Other
 general and administrative expenses

 ( 89,566
)

 32,108

 Total
 operating expenses

 1,438,686

 4,063,881

 Operating
 loss

 ( 1,438,686
)

 ( 4,063,881
)

 Other
 income (expense)

 Interest
 expense

 ( 43,795
)

 ( 51,117
)

 Loss
 on debt settlement

 ( 105,000
)

 ( 5,000
)

 Late
 fee capitalized into notes payable

 ( 120,000
)

 ( 90,000
)

 Amortization
 of debt discount

 —

 ( 30,111
)

 Total
 other expense, net

 ( 268,795
)

 ( 176,228
)

 Net
 loss

 $
 ( 1,707,481
)

 $
 ( 4,240,109
)

 Basic
 and diluted net loss per common share

 $
 ( 0.07
)

 $
 ( 0.13
)

 Basic
 and diluted weighted average common shares outstanding

 19,545,725

 32,437,505

 The
accompanying notes are an integral part of these consolidated financial statements.

 F- 3

Statements of Changes in Stockholders' Deficit

 For
the Year Ended September 30, 2023, and the Nine Months Ended September 30, 2022

 A

 B

 Additional

 Accumu-

 Stock

 Stock

 Stock

 Treasury

 Paid-in

 lated

 Amount

 Amount

 Amount

 Stock

 Capital

 Deficit

 Total

 Balance, December
 31, 2021

 —

 $
 —

 —

 $
 —

 26,025,020

 $
 26,025

 $
 —

 $
 9,538,772

 $
 ( 11,801,828
)

 ( 2,237,031
)

 stock issued for services

 —

 —

 —

 —

 6,525,000

 6,525

 —

 3,505,700

 —

 3,512,225

 stock issued for cash

 —

 —

 —

 —

 305,000

 —

 164,970

 165,275

 stock issued for debt conversion

 —

 —

 —

 —

 2,622,647

 2,622

 —

 1,232,933

 —

 1,235,555

 Payment
 for reverse capitalization

 —

 —

 —

 —

 —

 —

 —

 ( 150,000
)

 —

 ( 150,000
)

 419 fund raising services

 —

 —

 —

 —

 170,000

 —

 ( 170
)

 —

 —

 Founder shares issued

 —

 —

 —

 —

 1,855,888

 1,856

 —

 ( 1,856
)

 —

 —

 of common stock for note receivable

 —

 —

 —

 —

 99,600

 —

 ( 100
)

 —

 —

 of common stock for 2021 SPA

 —

 —

 —

 —

 50,000

 —

 ( 50
)

 —

 —

 stock issued to prior S-1 investors

 —

 —

 —

 —

 975,000

 —

 48,750

 —

 49,725

 of common stock for settlements

 —

 —

 —

 —

 50,000

 —

 ( 50
)

 —

 —

 Beneficial
 conversion feature

 —

 —

 —

 —

 —

 —

 269,916

 —

 269,916

 Net
 loss for the period ended September 30, 2022

 —

 —

 —

 —

 —

 —

 —

 —

 ( 4,240,109
)

 ( 4,240,109
)

 Balance,
 September 30, 2022

 —

 $
 —

 —

 $
 —

 38,678,155

 $
 38,678

 $
 —

 $
 14,608,815

 $
 ( 16,041,937
)

 $
 ( 1,394,444
)

 Balance, September 30,
 2022

 —

 $
 —

 —

 $
 —

 38,678,155

 $
 38,678

 $
 —

 $
 14,608,815

 $
 ( 16,041,937
)

 $
 ( 1,394,444
)

 Retrospective
 adoption of ASU 2020-06

 —

 —

 —

 —

 —

 —

 —

 ( 210,779
)

 30,111

 ( 180,668
)

 of Series A preferred stock

 —

 —

 —

 —

 —

 —

 —

 —

 —

 of common stock into Series B preferred stock

 —

 —

 2,060,536

 2,061

 ( 20,605,334
)

 ( 20,605
)

 —

 18,544

 —

 —

 Sale
 of common stock

 —

 —

 —

 —

 735,000

 —

 361,790

 —

 362,525

 of note payable into common stock

 —

 —

 —

 —

 122,115

 —

 78,511

 —

 78,633

 of notes payable into warrants

 —

 —

 —

 —

 —

 —

 —

 354,114

 —

 354,114

 of warrants for services

 —

 —

 —

 —

 —

 —

 —

 962,900

 —

 962,900

 of liabilities into common stock

 —

 —

 —

 —

 32,000

 —

 19,303

 —

 19,335

 of common stock for legal settlement

 —

 —

 —

 —

 100,000

 —

 99,990

 —

 100,090

 Return
 of treasury stock

 ( 3
)

 —

 ( 502,512
)

 —

 —

 —

 ( 300,000
)

 —

 —

 ( 300,000
)

 Net
 loss for the period ended September 30, 2023

 —

 —

 —

 —

 —

 —

 —

 —

 ( 1,707,481
)

 ( 1,707,481
)

 Balance,
 September 30, 2023

 $
 —

 1,558,024

 $
 2,061

 19,061,936

 $
 19,062

 $
 ( 300,000
)

 $
 16,293,188

 $
 ( 17,719,307
)

 $
 ( 1,704,996
)

 The
accompanying notes are an integral part of these consolidated financial statements.

 F- 4

Statements of Cash Flow

 For
 the

 For
 the

 Nine

 Year

 Months

 Ended

 Ended

 30,

 30,

 2023

 2022

 Cash
 flows from operating activities:

 Net
 loss

 $
 ( 1,707,481
)

 $
 ( 4,240,109
)

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

 Depreciation
 expense

 1,832

 1,374

 Stock-based
 compensation

 977,235

 3,512,500

 of liabilities into common stock

 19,335

 —

 Late
 fee capitalized into notes payable

 120,000

 90,000

 Loss
 on debt settlement

 105,000

 5,000

 stock issued for interest expense

 6,447

 —

 Effects
 of the elimination of the beneficial conversion feature

 150,556

 —

 Beneficial
 conversion feature

 —

 30,111

 Changes
 in assets and liabilities:

 Prepaid
 expenses

 ( 21,975
)

 1,331

 Prepaid
 costs for reverse capitalization

 —

 150,000

 Other
 current assets

 2,000

 ( 2,000
)

 Receivables
 from related parties

 —

 2,053

 Accounts
 payable and accrued expenses

 ( 304,437
)

 139,139

 USDA
 CRADA liability

 ( 246,400
)

 —

 Due
 to related party

 26,154

 3,846

 Net
 cash used in operating activities

 ( 871,734
)

 ( 553,235
)

 Cash
 flows from financing activities:

 Proceeds
 from notes payable

 265,000

 300,000

 Proceeds
 from sale of common stock

 354,702

 165,000

 Net
 cash provided by financing activities

 619,702

 465,000

 Net
 decrease in cash

 ( 252,032
)

 ( 88,235
)

 Cash
 at beginning of period

 296,386

 384,621

 Cash
 at end of period

 $
 44,354

 $
 296,386

 Cash
 paid for interest

 $
 —

 $
 —

 Cash
 paid for taxes

 $
 —

 $
 —

 Non-cash
 investing and financing activities:

 Discount
 on notes payable

 $
 —

 $
 269,916

 of note payable into common stock

 $
 76,325

 $
 1,235,555

 of liabilities into common stock

 $
 19,303

 $
 —

 of notes payable into warrants

 $
 350,000

 $
 —

 of common stock for debt settlement

 $
 —

 $
 49,725

 Fundraising
 services

 $
 —

 $
 170,000

 Fund

 $
 —

 $
 —

 Prepaid
 costs for reverse capitalization recognized in additional paid-in capital

 $
 —

 $
 150,000

 The
accompanying notes are an integral part of these consolidated financial statements.

 F- 5

 Notes
to Consolidated Financial Statements

30, 2023

 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 to be acquired by the Company as its wholly owned subsidiary and each share of Old Genvor common stock
would be 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 being converted into the right to receive a share of the Company
(the "Merger"). After closing of the Merger, the Company was renamed "Genvor Incorporated". Genvor develops plant-based
defense technology designed to help farmers achieve global food security.

May 2019, Old Genvor acquired Nexion Biosciences LLC ("NBLLC") from a founder for nominal consideration as a wholly owned
subsidiary. NBLLC was formed in the state of Delaware on December 28, 2018. The consolidated financial statements of the Company include
the accounts of Genvor Incorporated, Old Genvor, and its wholly owned subsidiary NBLLC. Intercompany accounts and transactions have been
eliminated upon consolidation.

 Nature
of Operations

 The
Company's business plan is that Genvor will be continuing its research and development addressing plant-based defense technology
ich then can be commercialized to help farmers and growers globally to overcome potentially catastrophic losses resulting from plant
disease, toxins, bacteria, and fungi that destroy their crops. These solutions can result in greater crop yields and economic savings,
which can assist in overcoming world-wide food scarcity.

 Basis
of Presentation

 The
Company follows the accrual basis of accounting in accordance with generally accepted accounting principles in the United States of America
("US GAAP") and has a year-end of September 30. The wholly owned subsidiary has a year-end of December 31.

 Due
to the change in fiscal year-ends, the consolidated financial statements will reflect the balance sheets and the statements of changes
in stockholders' deficit dates of September 30, 2023, and September 30, 2022, whereas the statements of operations and statements
of cash flows are for the year ended September 30, 2023, and the nine months ended September 30, 2022.

 Principles
of Consolidation

 The
consolidated financial statements include the accounts of the Company and its wholly owned subsidiary. All significant intercompany balances
and transactions have been eliminated in the consolidation. The consolidated financial statements included herein, presented in accordance
with US GAAP and stated in United States dollars, have been prepared by the Company, pursuant to the rules and regulations of the Securities
and Exchange Commission.

 F- 6

 Liquidity
and Going Concern

 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. At September 30, 2023,
the Company had an accumulated deficit of $ 17,719,307. For the year ended September 30, 2023, the Company recognized a net loss of $ 1,707,481 and
had net cash used in operating activities of $ 871,734, 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 financial
statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

 NOTE
2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 Use
of Estimates

 The
preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities, and disclosure of contingent liabilities at the date of the financial statements, and the
reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 Cash
Flow Reporting

 The
Company follows Accounting Standards Codification ("ASC 230"), Statement of Cash Flows, for cash flow reporting,
classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides
definitions of each category, and uses the indirect or reconciliation method ("indirect method") as defined by ASC 230, to
report net cash flow from operating activities by adjusting net income or loss to reconcile it to net cash flow from operating activities
by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating
cash receipts and payments and (b) all items that are included in net income or loss that do not affect operating cash receipts and payments.

 Cash

 Cash
is comprised of cash balances. Cash is held at major financial institutions and is subject to credit risk to the extent that those balances
exceed applicable Federal Deposit Insurance Corporation ("FDIC") insurance amounts of $250,000. From time to time, the Company
has certain cash balances, including restricted cash, that may exceed insured limits. The Company utilizes large banking institutions
that are reputable, therefore mitigating the risks.

 The
Company maintains its cash balances at one financial institution that is insured by the FDIC. At September 30, 2023, the Company's
cash balances were not in excess of federally insured limits.

 Fixed
Assets

 Fixed
assets are comprised of furniture and equipment which are stated at cost. Depreciation is provided by the straight-line method over the
useful lives of the related assets, approximately seven years. Expenditures for minor enhancements and maintenance are expensed as incurred.

 F- 7

 Stock-Based
Compensation

 The
Company accounts for stock-based instruments issued to employees in accordance with ASC Topic 718, Compensation – Stock
Compensation, and Certain Redeemable Financial Instruments. ASC Topic 718 requires companies to recognize in the statement of operations
the grant-date fair value of stock options and other equity-based compensation issued to employees. The value of the portion of an award
that is ultimately expected to vest is recognized as an expense over the requisite service periods using the straight-line attribution
method.

 The
Company measures compensation cost for all employee stock-based awards at their fair values on the date of grant. Stock-based awards
issued to non-employees are measured at their fair values on the date of grant and are re-measured at each reporting period through their
vesting dates, as applicable. The fair value of stock-based awards is recognized as expense over the service period, net of estimated
forfeitures, using the straight-line method.

 Fair
Value of Financial Instruments

 The
book values of cash, accounts receivable, and accounts payable approximate their respective fair values due to the short-term nature
of these instruments. The fair value hierarchy under GAAP distinguishes between assumptions based on market data (observable inputs)
and an entity's own assumptions (unobservable inputs).

 The
hierarchy consists of three levels

 Level
 one — Quoted market prices in active markets for identical assets or liabilities;

 Level
 two — Inputs other than level one inputs that are either directly or indirectly observable; and

 Level
 three — Unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect
 those assumptions that a market participant would use.

 Determining
which category an asset or liability falls within the hierarchy requires significant judgment. We evaluate our hierarchy disclosures
each quarter.

 Financial
Instruments

 The
Company's financial instruments include cash and cash equivalents, payables, and accrued interest and short-term and long-term
notes payable and are accounted for under the provisions of ASC 825, Financial Instruments. The carrying amount of these
financial instruments, as reflected in the accompanying consolidated balance sheets approximates fair value.

 Long-lived
Assets

 The
Company's long-lived assets and other assets (consisting of furniture, equipment, and a patent) are reviewed for impairment in
accordance with the guidance of the ASC 360, Property, Plant, and Equipment, and ASC 205, Presentation of Financial
Statements. The Company tests for impairment losses on long-lived assets used in operations whenever events or changes in circumstances
indicate that the carrying amount of the asset may not be recoverable. The recoverability of an asset to be held and used is measured
by a comparison of the carrying amount of an asset to the future undiscounted cash flows expected to be generated by the asset. If such
an asset is considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the
asset exceeds its fair value. Impairment evaluations involve management's estimates on asset useful lives and future cash flows.
Actual useful lives and cash flows could be different from those estimated by management, which could have a material effect on our reporting
results and financial positions. Fair value is determined through various valuation techniques including discounted cash flow models,
quoted market values and third-party independent appraisals, as considered necessary. During the year ended September 30, 2023, and the
nine months ended September 30, 2022, the Company had not experienced impairment losses on its long-lived assets.

 Research
and Development

 The
Company expenses the cost of research and development as incurred. Research and development expenses consist primarily of professional
service costs associated with the development of plant-based defense technology products. For the year ended September 30, 2023, and
the nine months ended September 30, 2022, the Company had $ 0 and $ 0 in research and development expenses, respectively.

 F- 8

 Patents

 Any
patent costs for internally developed patents will be expensed as incurred. Costs to maintain and defend patents are recorded as administrative
expenses in the statement of operations.

 Purchased
patents are recorded at cost and reviewed for impairment in accordance with the guidance of the ASC 360,

 Income
Taxes

 The
Company accounts for income taxes in accordance with FASB ASC 740, Income Taxes. Deferred tax assets and liabilities are
recognized for the future tax consequences attributable to temporary differences between the financial statements carrying amounts of
existing assets and liabilities and loss carryforwards and their respective tax bases.

 Deferred
tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income (loss) in the years in which those
temporary differences are expected to be recovered or settled.

 The
effect of a change in tax rules on deferred tax assets and liabilities is recognized in operations in the year of change. A valuation
allowance is recorded when it is "more likely-than-not" that a deferred tax asset will not be realized.

 Tax
benefits of uncertain tax positions are recognized only if it is more likely than not that the Company will be able to sustain a position
taken on an income tax return. The Company has no liability for uncertain tax positions as of September 30, 2022. Interest and penalties,
if any, related to unrecognized tax benefits would be recognized as interest expense. The Company does not have any accrued interest
or penalties associated with unrecognized tax benefits, nor was any significant interest expense recognized during the nine months ended
September 30, 2022.

 Loss
Per Share of Common Stock

 Basic
net loss per common share is computed using the weighted average number of common shares outstanding. Diluted earnings per share ("EPS")
include additional dilution from common stock equivalents, such as stock issuable pursuant to the exercise of stock options, warrants
and convertible notes. Common stock equivalents are not included in the computation of diluted earnings per share when the Company reports
a loss because to do so would be anti-dilutive for the periods presented. The Company had total potential additional dilutive securities
outstanding at September 30, 2023 and 2022 of $ 500,000 and $ 300,000, respectively.

 Recent
Accounting Pronouncements

 In
August 2020, the FASB issued Accounting Standards Updates ("ASU") 2020-06, Debt with Conversion and Other Options,
which simplifies accounting for convertible instruments. The new guidance eliminates two of the three models in ASC 470-20 that require
separating embedded conversion features from convertible instruments. The guidance also addresses how convertible instruments are accounted
for in the diluted earnings per share calculation. The guidance is effective for fiscal years beginning after December 15, 2021. The
Company evaluated the impact of ASU 2020-06 on its consolidated financial statements as it was adopted in 2022 and the impact can be
seen on the Consolidated Statements of Changes in Stockholders' Deficit as it affected additional paid-in capital, $ 210,779, offset
in accumulated deficit, $ 30,111.

 Recently
Issued Accounting Standards: Management does not believe that any recently issued, but not yet effective, accounting standards if currently
adopted would have a material effect on the accompanying consolidated financial statements.

 F- 9

 NOTE
3 – BORROWINGS

 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; and
it is currently in default. Forgiveness for the loan was applied for and is pending. The principal amount of the loan was based on the
consulting agreement salary between Nexion Biosciences, Inc., organized in the state of Florida ("NBFL") (a related party)
and the CEO.

 Payable
for Patent

 Notes
Payable

 From
time to time, the Company's subsidiary, Genvor Inc., entered into unsecured notes payable with individual investors. Only Noteholder
E (below) has security in the form of a personal guarantee by the CEO and prior consultant (Note 7). The terms of these notes are listed
below. Several of the notes are convertible into shares of the Company's common stock as detailed in the following schedule.

 Schedule of unsecured notes payable

 Balance

 Convertible

 Interest

 Loan

 into

 Noteholder

 Origination

 Maturity

 Rate

 Balance

 (c)

 Brent
 Lilienthal (a) (b)

 2019

 12/31/2021

 %

 $

 217,000

 N/A

 Mel
 Wentz (a) (b)

 03/19/2019

 04/29/2019

 %

 570,000

 N/A

 Kirk
 Huntsman (a)

 03/01/2019

 02/29/2020

 %

 32,500

 N/A

 John
 Hare (d)

 04/29/2019

 unspecified

 %

 300,000

 30,000

 Barkley
 Capital LLC

 09/13/2023

 03/13/2024

 %

 200,000

 134,000

 1,319,500

 164,000

 (d)
 Debt discount

 -

 $

 1,319,500

 (a)

 Past
 due at September 30, 2023

 (b)

 Amount
 owed in dispute

 (c)

 Convertible
 into common stock of the subsidiary, Genvor Incorporated

 (d)

 Debt
 discount

 The
notes do not have default provisions except for Mel Wentz receives a default penalty of $ 10,000 each month the note goes unpaid.

 The
Company is currently disputing amounts claimed to be owed to two noteholders, Brent Lilienthal, and Mel Wentz, under state usury laws
(See Note 6).

 On
September 13, 2023, the Company entered into a convertible promissory note with Barkley Capital LLC for $ 200,000. The note matures on March
13, 2024, and bears interest of 10 %. The note is convertible into 134,000 shares of common stock at a value of $1.50 per
share.

the nine months ended September 30, 2022, $ 989,000 principal and $ 146,946 interest was converted into 2,316,147 common
stock shares of the Company. One note holder had a change in settlement terms, resulting in the recognition of $ 5,000 loss on debt
settlement in the accompanying statement of operations for the nine months ended September 30, 2022.

the year ended September 30, 2023, $ 76,325 was
converted into 122,115 common stock shares of the Company. Additionally, $ 350,000 principal and $ 4,114 interest were
converted into 1,400,000 warrants for common stock of the Company.

 F- 10

 Interest
expense totaled $ 163,795 and $ 141,117, respectively, for the year ended September 30, 2023, and the nine months ended September
30, 2022, including default penalties. Late fees totaled $ 120,000 and $ 90,000, respectively, for the year ended September 30, 2023,
and the nine months ended September 30, 2022. These late fees are in dispute and part of (a) and (b) above.

 NOTE
4 – STOCKHOLDERS' DEFICIT

Stock

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

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 Chief Executive Officer), 3 shares; Dr. Clayton
Yates (Chief Scientific Officer and Chairman), 3 shares; and Dr. Jesse Jaynes (Chief Research Officer and Director), 3 shares.
See Note 7.

 On
September 28, 2023, as part of the Settlement Agreement with Bradley White (see Notes 6 and 7), Mr. White returned to the Company for
cancellation of 3 shares of Series A preferred stock.

 As
of September 30, 2023, and 2022, there were 6 and 9 shares of Series A preferred stock issued and outstanding, respectively.

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. See Note 10.

 On
October 19, 2022, the following shareholders converted shares of common stock of the Company into shares of Series B to modify the common
shares outstanding 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

 Exchanged

 B

 Issued

 Jaynes
 Investment LLC (a)

 2,000,000

 200,000

 ACT
 Holdings LLC (a)

 7,312,612

 731,262

 LASB
 Family Trust (a)

 3,800,112

 380,012

 Jesse
 Michael Jaynes (a)

 4,767,611

 476,762

 Bradley
 White (a)

 1,225,000

 122,500

 PJ
 Advisory Group

 1,500,000

 150,000

 Total

 20,605,335

 2,060,536

 (a)

 Related
 parties

 F- 11

 The
conversion of the common stock into Series B was valued at par, respectively, offset to additional paid-in capital. Series B is convertible
into common stock into the original amount of common stock converted therefore there is no change in the amount of common stock outstanding
on a fully diluted basis.

 On
September 28, 2023, as part of the Settlement Agreement with Bradley White (see Notes 6 and 7), Mr. White returned to the Company for
cancellation of 502,512 shares of Series B preferred stock; however, the shares have not been canceled and are being held in
treasury stock.

 There
were 2,060,536 issued and 1,558,024 outstanding at September 30, 2023 and 0 shares as of September 30,
2022.

Stock

 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.

 On
April 21, 2022, the Company issued 569 shares of common stock to an individual under a transfer and exchange agreement for
a note receivable held in NBFL (see Note 3). At the transfer date, the latest sale of common stock was at $ 0.50, accordingly the shares
were valued at $ 285, and the note was written off since NBFL has since dissolved.

 In
connection with the Merger (see Notes 1 and 8), the founding shareholders of the Company cancelled 18,144,112 shares of common
stock, retaining 5%, or 1,855,888 shares of common stock, as of June 30, 2022. The cancellation is presented in the accompanying
statements of changes in stockholders' deficit within the line item "Retroactive application of recapitalization."

July 2022, the Company entered into a transfer and exchange agreement with an individual to issue 99,600 shares of common stock
for the note receivable held in NBFL. Since NBFL had minimal assets and was dissolved during the year ended December 31, 2019, the note
receivable was immediately written-off. Based on the latest SPA price per share, the stock was valued at $ 1.00 per share, or $ 99,600.

 On
September 8, 2022, the Company issued 100,000 shares of common stock to a prior Nexion contractor. This was regarding a claim
against the predecessor management and the Company opted as a settlement to issue the common stock.

Issued for Services

the year ended September 30, 2023, and the nine months ended September 30, 2022, the Company issued 0 and 751,500 shares
of common stock, respectively, for business advisory services received, valued at $ 0 and $ 325,750, respectively.

 On
February 18, 2022, the Company issued 20,000 shares of common stock, valued at $ 10,000 (based on the latest third-party
sale of common stock) to an investor for stock compensation. Additionally, 5,000 shares were issued to a debt holder as incentive,
valued at $ 2,500 (based on the latest third-party sale of common stock), recorded in interest expense in the accompanying consolidated
statement of operations for the nine months ended September 30, 2022.

 On
March 8, 2022, the Company issued 2,000,000 shares of common stock to each of its three directors, for a total of 6,000,000 shares
issued valued at $ 3,000,000 (based on the latest third-party sale of common stock). The issuances are recorded in stock compensation
in the accompanying consolidated statement of operations.

April 2022, the Company issued 5,000 shares of common stock to a consultant valued at $ 2,500 and recorded in stock compensation
in the accompanying consolidated statement of operations.

 On
May 27, 2022, the Company issued 500,000 shares of common stock for consulting services. Based on the latest third-party sale
of common stock, this resulted in $ 500,000 stock-based compensation.

 On
September 13, 2022, the Company issued 170,000 shares of common stock to Scott Gann for services.

 F- 12

 Stock
Issued for Cash

 From
October through December 2021, the Company entered into fourteen stock purchase agreements ("SPA") for the issuance of a
total of 1,475,020 shares of common stock at prices ranging from $ 0.40 -$ 0.50. The proceeds received under these SPAs totaled
$ 570,005.

January and February 2022, the Company entered into six SPAs for the issuance of a total of 280,000 shares of common stock
at $ 0.50. The proceeds received under these SPAs totaled $ 140,000.

 On
May 12, 2022, the Company entered into an SPA for the issuance of 25,000 shares of common stock for $ 25,000, or $ 1.00 per
share.

July 2022, the Company issued 975,000 common stock shares to the prior S-1 investors pursuant to their subscription agreements.

July 2022, the Company issued 50,000 shares of common stock to a shareholder pursuant to a December 2021 SPA.

 On
November 17, 2022, the Company issued 300,000 shares of common stock to an investor for $ 150,000.

 On
May 3, 2023, the Company issued 100,000 shares of common stock to an investor for $ 50,000.

 On
May 12, 2023, the Company issued 15,000 shares of common stock to an investor for $ 15,000.

 On
May 29, 2023, the Company issued 10,000 shares of common stock to an investor for $ 10,000.

 On
July 12, 2023, the Company issued 20,000 shares of common stock to an investor for $ 10,000.

 On
July 13, 2023, the Company issued 20,000 shares of common stock to an investor for $ 10,000.

 On
July 14, 2023, the Company issued 50,000 shares of common stock to an investor for $ 25,000.

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

 On
July 17, 2023, the Company issued 25,000 shares of common stock to an investor for $ 10,000.

 On
July 17, 2023, the Company issued 50,000 shares of common stock to an investor for
$ 25,000.

 On
August 25, 2023, the Company issued 50,000 shares of common stock to an investor for $ 25,000.

 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.

 On
September 19, 2023, the Company issued 20,000 shares of common stock to an investor for $ 20,000.

 Other
Stock Issuances

 On
June 14, 2023, the Company issued 25,000 shares of common stock related to the conversion of a note payable for $ 12,500.

 On
July 1, 2023, the Company issued 29,665 shares of common stock related to the conversion of a note payable and accrued interest
for $ 14,833.

 Stock
Options and Warrants

the year ended September 30, 2023, the Company issued 2,362,900 warrants for common stock of the Company. The issuance was
for the following:

 Services
 - 162,900 warrants for common stock with an exercise price of $ 0.001, valued at $ 142,900

 Services
 by related party – 600,000 warrants for common with an exercise price of $ 0.001, valued at $ 600,000

 Settlement
 of debt – 200,000 warrants for common stock with an exercise price of $ 0.001, valued at $ 200,000

 of notes payable and accrued interest – 1,400,000 warrants for common stock with an exercise price of $ 0.001, valued
 at $ 359,414

 F- 13

 NOTE
5 – FEDERAL INCOME TAX

 As
of September 30, 2023, and 2022, the Company has net operating loss carry forwards of approximately $ 2,497,000 and $ 2,133,000, respectively,
which may be available to reduce future years' taxable income through 2043. 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.

 The
Company's 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 2023 and 2022), as follows:

 Schedule of income tax expense

 30,

 30,

 2023

 2022

 Tax expense (benefit)
 at the statutory rate

 $
 ( 101,591
)

 $
 ( 204,559
)

 State income taxes, net of
 federal income tax benefit

 ( 12,578
)

 ( 25,326
)

 Change
 in valuation allowance

 114,169

 229,885

 Total

 $
 —

 $
 —

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

 The
tax years 2023 and 2022 remain open for examination by federal agencies and other jurisdictions in which it operates.

 The
tax effect of significant components of the Company's deferred tax assets and liabilities at September 30, 2023 and 2022, are as
follows:

 Schedule of deferred tax assets and liabilities

 30,

 30,

 2023

 2022

 Net
 operating loss carryforward

 $
 589,214

 $
 503,471

 Total gross deferred tax assets

 589,214

 503,471

 Less:
 Deferred tax asset valuation allowance

 ( 589,214
)

 ( 503,471
)

 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 earnings history of the Company, the net deferred tax assets for 2023 and 2022 were fully offset by a 100% valuation
allowance. The valuation allowance for the remaining net deferred tax assets was $ 2,687,054 and $ 2,572,885 as of September
30, 2023, and 2022, respectively.

 F- 14

 NOTE
6 – COMMITMENTS AND CONTINGENCIES

 From
time to time, the Company may be involved in litigation in the ordinary course of business. The Company is not currently involved in
any litigation that we believe could have a material adverse effect on its financial condition or results of operations.

 The
Company is currently disputing amounts claimed to be owed to two noteholders, Brent Lilienthal, and Mel Wentz, under state usury laws
(see Note 3).

 Subscription
Agreement and Cash Held in Escrow

 On
February 20, 2019, the Company entered into a subscription escrow agreement (the "Trust Agreement") with Branch Banking and
Trust Company ("BB&T"). This Trust Agreement was established for the subscription agreement proceeds raised and escrowed
pursuant to the Company's prior Rule 419 S-1 offering. The balance held in trust at September 30, 2023 and 2022, totaled $ 19,705.

 Upon
completion of the Merger (see Notes 1 and 8), the Company issued 975,000 common stock shares to the investors in that prior
S-1 offering during July 2022 and were released to the Company.

 Consulting
Agreements

the year ended September 30, 2023, and the nine months ended September 30, 2022, the Company paid the former CEO $ 171,856 and $ 284,746,
respectively, pursuant to a consulting agreement carried over from related party NBFL. The agreement provides for an annual salary of
$ 150,000 which increases based on certain capital raise thresholds. At September 30, 2023 and 2022, accrued payroll owed to the
CEO totaled $ 0 and $ 0, respectively, as presented in the accompanying consolidated balance sheets.

 On
July 24, 2020, the Company entered into a consulting agreement for business development activities, networking, negotiations, and strategic
planning. The compensation pursuant to the agreement was $ 20,000 monthly. During the year ended September 30, 2023, and the nine
months ended September 30, 2022, $ 0 and $ 144,975, respectively, was paid to the consultant. During the nine months ended September
30, 2022, the Company issued 500,000 shares of common stock, valued at $ 325,750, to settle the amounts owed to the consultant
(Note 4).

 On
October 5, 2023, the Company entered into an Interim CEO & Executive Consultant Agreement (the
" Executive Consulting Agreement ") with Judith S. Miller, pursuant to which
Judith S. Miller would serve as the Company's Interim CEO, and with the Executive Consulting Agreement intended to be considered
effective as of June 20, 2023, the date of Ms. Miller's original appointment as Interim CEO of the Company. Under the Executive
Consulting Agreement, which can be terminated at any time with or without cause by the Company and upon 30 days' advance written
notice by Ms. Miller, Ms. Miller will act as the Interim CEO of the Company and, among other management duties, assist the Company in
recruiting a full-time CEO and/or agricultural biotechnology management professional. Following the appointment of a full-time CEO, Ms.
Miller will be retained as an executive consultant for a period of 6 months thereafter.

 Office
Lease

 The
Company entered into a sublease agreement with the above consultant (providing business development assistance from 2019-2020) effective
August 1, 2019, subject to the terms and conditions of the office lease held by the consultant at 15540 Quorum Drive #2624, Addison,
Texas. On January 1, 2019, the Company adopted ASC 842 requiring this lease to be recorded as an asset and corresponding liability on
its balance sheet. The Company records rent expense associated with this lease on the straight-line basis in conjunction with the terms
of the underlying lease. A discount rate was not used in the determination of the right of use asset and liability since its effect would
not be significant. The lease moved to a month-to-month basis beginning in September 2021 at $ 2,810 per month in addition to common
area maintenance charges. During the year ended September 30, 2023, and the nine months ended September 30, 2022, we incurred $ 10,187 and
$ 30,240, respectively, in office rental expenses.

 Research
and Development Agreement

September 2020, the Company assumed a Cooperative Research and Development Agreement ("CRADA") with the United States Department
of Agriculture ("USDA"), Agricultural Research Service ("ARS"). Under this agreement, the Company committed to
funding the remaining amount due. As of September 30, 2023, and 2022, $ 0 and $ 246,400, respectively, remained outstanding and is
presented in the accompanying consolidated balance sheets as USDA CRADA liability.

 F- 15

 Settlement
Agreement

 On
September 28, 2023, the Company entered into a Settlement Agreement with Bradley White, former CEO and director 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 of the following: 3 shares
of Series A preferred stock and 502,512 shares of Series B preferred stock. See Notes 4 and 7.

 NOTE
7 – RELATED PARTY TRANSACTIONS

 Consulting
Agreement

 On
October 5, 2023, the Company entered into an Interim CEO & Executive Consultant Agreement (the
"Executive Consulting Agreement") with Judith S. Miller, pursuant to which Judith S. Miller would serve as the Company's
Interim CEO, and with the Executive Consulting Agreement intended to be considered effective as of June 20, 2023, the date of Ms. Miller's
original appointment as Interim CEO of the Company. Under the Executive Consulting Agreement, which can be terminated at any time with
or without cause by the Company and upon 30 days' advance written notice by Ms. Miller, Ms. Miller will act as the Interim CEO
of the Company and, among other management duties, assist the Company in recruiting a full-time CEO and/or agricultural biotechnology
management professional. Following the appointment of a full-time CEO, Ms. Miller will be retained as an executive consultant for a period
of 6 months thereafter. For the year ended September 30, 2023, Ms. Miller has earned $ 65,000 of
which $ 14,500 is a payable as of September 30, 2023.

 Share
Issuances to the Board of Directors

 On
March 8, 2022, the Company issued 2,000,000 shares of common stock to each of its three directors, for a total of 6,000,000 shares
issued valued at $ 3,000,000 (based on the latest third-party sale of common stock). The issuances are recorded in stock compensation
in the accompanying consolidated statement of operations.

 The
Company issued Series A preferred stock on August 16, 2022, as follows: Bradley White (former Chief Executive Officer), 3 shares;
Dr. Clayton Yates (Chief Scientific Officer and Chairman), 3 shares; and Dr. Jesse Jaynes (Chief Research Officer and Director), 3 shares.
See Note 4.

 On
October 19, 2022, the following shareholders converted shares of common stock of the Company into shares of Series B to modify the common
shares outstanding 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

 Exchanged

 B
 Issued

 Jaynes Investment
 LLC (a)

 2,000,000

 200,000

 ACT Holdings LLC (a)

 7,312,612

 731,262

 LASB Family Trust (a)

 3,800,112

 380,012

 Jesse Michael Jaynes (a)

 4,767,611

 476,762

 Bradley White (a)

 1,225,000

 122,500

 PJ Advisory
 Group

 1,500,000

 150,000

 Total

 20,605,335

 2,060,536

 (a)

 Related
 parties

 On
September 28, 2023, as part of the Settlement Agreement, Bradley White returned for cancellation 3 shares of Series A preferred
stock and 502,512 shares of Series B preferred stock.

 Services
from Related Parties

 The
daughter of the CEO and Board member was paid $ 21,900 and $ 16,925, respectively, for clerical services provided during the nine
months ended September 30, 2022, and the year ended December 31, 2021.

 Receivables
from Related Parties

2018, Robert Bubeck, former CEO, paid $ 3,846 of expenses on behalf of the Company. The amount due to related party at both September
30, 2023, and 2022 is $ 3,846 and is due on demand and non-interest bearing.

 F- 16

 Settlement
Agreement

 On
September 28, 2023, the Company entered into a Settlement Agreement with Bradley White, former CEO and director 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 anniversary date of the
Settlement Agreement. In exchange for the settlement, Mr. White returned to the Company for cancellation of the following: 3 shares
of Series A preferred stock and 502,512 shares of Series B preferred stock. See Notes 4 and 6.

 NOTE
8 – MERGER WITH OLD GENVOR

 On
May 27, 2022, the Company, formerly known as Allure Worldwide, Inc., Merger Sub, and Old Genvor completed the Acquisition and Merger
transaction (Note 1). The transaction was completed pursuant to 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 in the Merger. Immediately
upon completion of the Merger, the former stockholders of Old Genvor stockholders held a majority of the common stock and voting interest
of the combined company.

 In
the Merger, the Company issued shares of its common stock to Old Genvor stockholders at an exchange ratio of 1:1 (with each share of
Old Genvor common stock automatically converted in the merger into the right to receive a share of Company common stock, and a total
of 35,261,871 shares of Company common stock issued to Old Genvor's pre-merger stockholders). Pursuant to the original
Acquisition agreement and Merger, the Company's founding shareholders retained 5 % of the Company's outstanding shares
of common stock, or 1,855,888 shares (Note 4). After closing the Acquisition and for a period of two years following commencement
of trading of the Company's common stock, the Company and Old Genvor agreed that the Company will make additional issuances of
the Company's common stock to the founding shareholders to ensure that in the aggregate they maintain their 5 % ownership of
the Company's outstanding common stock.

 Pursuant
to business combination accounting for reverse acquisitions, the Company accounted for the Merger as a capital transaction (reverse recapitalization)
rather than a business combination (or asset acquisition). Since the Company was formerly a special purpose acquisition company ("SPAC")
with no assets and only expenses related to maintaining its public shell company status, and Old Genvor has cash, other assets, a contract
with the USDA (Note 6), and has raised funds from investors, Old Genvor was determined to be the accounting acquirer. Because a reverse
recapitalization is equivalent to the issuance of shares by the private operating company for the net monetary assets of the public shell
company, the transaction costs incurred by Old Genvor to affect the recapitalization were recognized as a reduction in additional paid-in
capital rather than expensed as incurred. The assets and liabilities of Old Genvor were consolidated with the Company at their book value,
the equity accounts were retroactively adjusted to reflect the equity of the Company, with a balancing adjustment through the additional
paid-in capital account.

the nine months ended September 30, 2022, and the year ended December 31, 2021, the Company paid $ 140,000 and $ 10,000, respectively,
in anticipation of closing the Acquisition. The total $ 150,000 was recognized in additional paid-in capital as of the date of the
Merger.

 NOTE
9 – INTELLECTUAL PROPERTIES

 The
Company was granted a patent (#11083775) on August 10, 2021, by the United States Patent and Trademark Office. The patent was assigned
by the inventors to the Company and The United States of America, as represented by the Secretary of Agriculture.

 NOTE
10 – SUBSEQUENT EVENTS

 The
Company has evaluated subsequent events from the balance sheet through the date of this filing and determined there were no events to
disclose except the following.

 On
November 1, 2023, the Company issued 20,000 shares of common stock for $ 20,000.

 On
November 1, 2023, the Company issued 50,000 shares of common stock for $ 50,000.

 On
November 1, 2023, the Company issued 20,000 shares of common stock for $ 20,000.

 On
November 1, 2023, the Company issued 20,000 shares of common stock for $ 20,000.

 On
November 8, 2023, the Company issued 20,000 shares of common stock for $ 20,000.

 On
November 8, 2023, the Company issued 25,000 shares of common stock for $ 25,000.

 On
November 8, 2023, the Company issued 20,000 shares of common stock for $ 20,000.

 On
November 8, 2023, the Company issued 20,000 shares of common stock for $ 20,000.

 On
November 10, 2023, the Company issued 25,600 shares of common stock for $ 25,600.

 On
November 13, 2023, the Company issued 20,000 shares of common stock for $ 20,000.

 On
November 21, 2023, the Company issued 250,000 warrants for common stock to Good Works Funding, Inc., which may be deemed to be beneficially
owned by Judith S. Miller, a milestone on their consulting agreement.

 On
December 8, 2023, the Company issued 50,000 shares of common stock for $ 50,000.

 On December 11, 2023, the Company issued 10,000 shares
of common stock for $ 10,000.

 On December 13, 2023, the Company issued 100,000 shares of common stock for $ 100,000.

 On December 14, 2023, the Company issued 50,000 shares of common stock for $ 50,000.

 On December 20, 2023, the Company issued 53,000 shares of common stock
for $ 53,000.

 On December 26, 2023, the Company issued 50,000 shares of common stock for $ 50,000.

 On January 8, 2024, the Company issued 8,000 shares of common stock for $ 8,000.

 F- 17

 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/
 Chad Pawlak

 9, 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/
 Chad Pawlak

 9, 2025

 Chad
 Pawlak

 Chief
 Executive Officer, Chief Financial Officer & Director

 Date

 /s/
 Clayton Yates

 9, 2025

 Clayton
 Yates

 Date

 Director

 /s/ Jesse
 Jaynes

 September 9,
 2025

 Jesse
 Jaynes

 Director

 Date

 F- 18