10-K/A
 AMENDMENT #1 TO FORM 10-K FOR 12/31/23

 Edgemode, Inc. Form 10-K

 UNITED
STATES

 SECURITIES
AND EXCHANGE COMMISSION

 Washington,
D.C. 20549

 FORM
10-K/A

 Amendment
No. 1

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

 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023

 OR

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

 FOR THE TRANSITION PERIOD FROM __________________
TO __________________________

 COMMISSION FILE NUMBER: 000-55647

 Edgemode, Inc.

 ( Exact
name of registrant as specified in its charter)

 Nevada

 47-4046237

 (State or other jurisdiction of

 incorporation or organization)

 (I.R.S. Employer

 Identification No.)

 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL

 33301

 (Address of principal executive offices)

 (Zip Code)

 Registrant's telephone number, including area code:

 707-687-9093

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

 Title of each class

 Trading Symbol(s)

 Name of each exchange on which registered

 None

 Not applicable

 Not applicable

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

 Common stock, par value $0.001 per share

 (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.

 Indicate by check mark if the registrant is not
required to file reports pursuant to Section 13 or Section 15(d) of the Act.

(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.

has submitted electronically every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.4.05
of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

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

 Large accelerated filer

 Accelerated filer

 Non-accelerated filer

 Smaller reporting company

 Emerging growth company

 If an emerging growth company, indicate by check
mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.

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 915 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).

is a shell company (as defined in Rule 12b-2 of the Exchange Act).

 State the aggregate market value of the voting
and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average
bid and asked prices of such common equity, as of the last business day of the registrant's most recently completed second fiscal
quarter. $3,217,231 on June 30, 2023.

 Indicate the number of shares outstanding of
each of the registrant's classes of common stock, as of the latest practicable date. 390,437,459 shares of common stock
are issued and outstanding as of April 26, 2024.

 DOCUMENTS INCORPORATED BY REFERENCE

 None.

 Form 10-K/A

 Amendment No. 1

 EXPLANATORY NOTE

 This Amendment No.
1 on Form 10-K/A (the "Amendment") amends the Annual Report on Form 10-K of Edgemode, Inc. (the "Company") is
filing this Amendment No. 1 on Form 10-K/A ("Amendment No. 1") to amend our Annual Report on Form 10-K for the year ended
December 31, 2023, as filed with the Securities and Exchange Commission on April 26, 2024 (the "Original Filing"), to
include the information required by Part III of Form 10-K. The Part III information was previously omitted from the Original Filing in
reliance on General Instruction G(3) to Form 10-K, which permits the information in the above referenced items to be incorporated in
the Form 10-K by reference from our definitive proxy statement if such statement is filed no later than 120 days after our fiscal year-end.
The information required by Items 10-14 of Part III is no longer being incorporated by reference to the proxy statement relating to our
2024 Annual Meeting of Shareholders. The reference on the cover of the Original Filing to the incorporation by reference to portions
of our definitive proxy statement into Part III of the Original Filing is hereby deleted. This Amendment No. 1 is not intended
to update any other information presented in the Original Filing. In addition, new certifications pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002 by our principal executive officer and principal financial officer are filed herewith as exhibits to this Amendment No.1.
Because no financial statements have been included in this Amendment No. 1 and this Amendment No. 1 does not contain or amend any disclosure
with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4, and 5 of the certifications have been omitted.

 Except as described above or as otherwise
expressly provided by the terms of this Amendment No. 1, no other changes have been made to the Original Filing. Except as otherwise
indicated herein, this Amendment No. 1 continues to speak as of the date of the Original Filing, and the Company has not updated the
disclosures contained therein to reflect any events that occurred subsequent to the date of the Original Filing. This Amendment No. 1
should be read in conjunction with the Original Filing and with our filings with the SEC subsequent to the Original Filing. Capitalized
terms used herein and not otherwise defined are defined as set forth in the Original Filing.

 i

 Page No.

 Item 10.

 Directors, Executive Officers and Corporate Governance.

 Item 11.

 Executive Compensation.

 Item 12.

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

 Item 13.

 Certain Relationships and Related Transactions, and Director Independence.

 Item 14.

 Principal Accounting Fees and Services.

 Item 15.

 Exhibits, Financial Statement Schedules.

 ii

 Item 10.

 Directors, Executive Officers and Corporate Governance.

 The following table provides information on
our current executive officers and directors:

 Name

 Age

 Positions

 Chief Executive Officer, President and Director

 Chief Financial Officer, Treasurer, Secretary and Director (Chairman)

 Each director serves until our next annual
meeting of the stockholders or unless they resign earlier. The Board of Directors ("Board") elects officers and their terms
of office are at the discretion of the Board.

 Background of Officers and Directors

 The following is a brief account of the education
and business experience during at least the past five years of our officers and directors, 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.

 Charlie Faulkner has served as our
Chief Executive Officer, President and as a director of our Board since the Merger. Mr. Faulkner has served as the Chief Executive Officer
of Edgemode Wyoming since its inception in 2020. Since December 2016, he has served as an advisor at North Block Capital Ltd ("NB
Capital"), an. investment group that provides asset management, corporate advisory services, and technology solutions, which he
co-founded in 2016. Since November 2023 he has served as chairman and chief executive officer
of TechCom, Inc., a company with no active operations and quoted on the OTC Markets (TCRI).

 Simon Wajcenberg has served as our
Chief Financial Officer, Treasurer and as a director of our Board since the Merger. Mr. Wajcenberg has served as the Executive Chairman
of, and in other executive positions at, Edgemode Wyoming since its inception in 2020. Since December 2016, he has served as an
advisor at NB Capital, which he co-founded in 2016. Since November 2023 he has served as a director and chief financial officer of TCRI.

 There are no family relationships between
any of the executive officers and directors.

 Director Independence

 Our common stock is quoted on the OTC Pink,
which does not have director independence requirements. Using the definition of independence set forth in the rules of the NASDAQ Stock
Market, neither of our directors would be considered an independent director.

 Board Leadership Structure and Board's
Role in Risk Oversight

 Our Board does not have a policy as to whether
the roles of Chairman of the Board and Chief Executive Officer should be separate or combined. However, we have chosen to separate the
Chief Executive Officer and Board Chairman positions. Currently, our Chairman is Simon Wajcenberg. Our Board has determined that its
current structure, with a separate Chairman and Chief Executive Officer, both of which are co-founders of Edgemode Wyoming, is in the
best interests of the Company and its shareholders at this time. We believe that this Board leadership structure is the most appropriate
for the Company. In the near future, we anticipate appointing independent directors. At such time, we will appoint an independent director
as the Lead Director who will have broad responsibilities and authority. At such time, we will re-evaluate the composition of the Board
and its leadership structure.

 Risk is inherent with every business, and
how well a business manages risk can ultimately determine its success. We face a number of risks, including credit risk, interest rate
risk, liquidity risk, operational risk, strategic risk and reputation risk. Management is responsible for the day-to-day management of
the risks we face and have responsibility for the oversight of risk management in their dual roles as directors.

 Committees of the Board

 Due to our size, we have not formally designated
a nominating committee, an audit committee, a compensation committee, or committees performing similar functions. The Board currently
acts as our audit committee. Since we are still a developing company, the Board is still in the process of finding an "audit committee
financial expert" as defined in Regulation S-K.

 Stockholder Nominations.

 We do not have a policy regarding the consideration
of any director candidates which may be recommended by our stockholders, including the minimum qualifications for director candidates,
nor has our board of directors established a process for identifying and evaluating director nominees, nor do we have a policy regarding
director diversity. We have not adopted a policy regarding the handling of any potential recommendation of director candidates by our
stockholders, including the procedures to be followed. Given the early stage of our business, we do not anticipate that any of our stockholders
will make such a recommendation in the near future. While there have been no nominations of additional directors proposed, in the event
such a proposal is made, all members of our Board will participate in the consideration of director nominees. In considering a director
nominee, it is likely that our Board will consider the professional and/or educational background of any nominee with a view towards
how this person might bring a different viewpoint or experience to our Board.

 Code of Ethics and Conduct

 Our Board has adopted a Code of Ethics that
applies to all of our employees, including our Chief Executive Officer and Chief Financial Officer. Although not required, the Code of
Ethics also applies to our directors. The Code of Ethics provides written standards that we believe are reasonably designed to deter
wrongdoing and promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between
personal and professional relationships, full, fair, accurate, timely and understandable disclosure and compliance with laws, rules and
regulations, including insider trading, corporate opportunities and whistleblowing or the prompt reporting of illegal or unethical behavior.
We will provide a copy, without charge, to anyone that requests a copy of our Code of Ethics in writing by contacting Edgemode, Inc.,
110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301, Attention: Corporate Secretary.

 Anti-Hedging Policies

 Under the Company's Insider Trading Policy, all officers,
directors and employees are prohibited from engaging in hedging, pledging or shoring transactions.

 Director Compensation

 In fiscal 2023, we did not pay any compensation
to our directors for their service on the Board.

 Item 11.

 Executive Compensation.

 Set forth below is the information regarding
the compensation paid, distributed or accrued by the Company for the fiscal year ended December 31, 2023 to the Company's Chief
Executive Officer (principal executive officer) serving during the last fiscal year and the other two most highly compensated executive
officers serving at the end of the last fiscal year whose compensation exceeded $100,000 (the "Named Executive Officers").
The Company only had two executive officers serving in 2023.

 Summary Compensation Table

 Name and
 Principal Position
 (a)

 Year
 (b)

 Salary
 ($)(c)

 Bonus
 ($)(d)

 Stock
 Awards

 ($)(e)(1)

 Option
 Awards
 ($)(f)(1)

 Non-Equity
 Inventive Plan Compen-
 sation
 ($)(g)

 Non-Qualified
 Deferred Compen-
 sation Earnings
 ($)(h)

 All Other
 Compen-
 sation

 ($)(i)

 Total
 ($)(j)

 2023

 600,000
 (3)

 –

 –

 2,407,017

 –

 –

 –

 3,007,017

 Chief Executive Officer

 2022

 652,500
 (3)

 –

 –

 17,448,504

 –

 –

 –

 18,101,004

 2023

 600,000
 (3)

 –

 –

 2,407,017

 –

 –

 3,007,017

 Chief Financial Officer

 2022

 696,500
 (3)

 –

 –

 17,448,504

 –

 –

 91,898
 (2)

 18,236,902

 (1)

 Amounts reported represent the aggregate grant date fair value of awards granted without
 regards to forfeitures granted to the Named Executive Officers, computed in accordance with ASC 718. This amount does not reflect
 the actual economic value realized by the Named Executive Officers. For each Named Executive Officer – the 2022 issuances includes
 76,619,603 stock options exercisable at $0.10 per share and 31,979,352 stock options initially exercisable at $0.40 per share and
 amended on January 25, 2023 to $0.06 per share. The 2023 issuance includes 77,000,000 stock options exercisable at $0.04 per share.

 (2)

 Represents cryptocurrency amounts transferred to Simon for compensation expense.

 (3)

 As of December 31, 2023 and 2022 the Company owed the executive officers of the Company $661,201
 and $487,159 in accrued payroll for services performed, respectively.

 In January 2023, the 31,979,352 stock option
grants to each of Messrs. Faulkner and Wajcenberg included in the Outstanding Equity Awards at 2023 Fiscal Year End table below were
repriced from $0.40 to $0.06.

 In March 2023, the Company granted to each
of Messrs. Faulkner and Wajcenberg 77,000,000 five-year stock options which vest when the Company purchases at least $15 million of crypto
mining equipment. The options are exercisable at $0.04 per share.

 Compensation Agreements with our Current
Executive Officers

 Edgemode Wyoming employed Charlie Faulkner
and Simon Wajcenberg pursuant to oral employment agreements with monthly salaries which began at $10,000 per month in early 2021 and
were increased to $30,000 per month in October 2021. In connection with the closing of the Merger Agreement, the Company entered into
formal Employment Agreements with Charlie Faulkner and Simon Wajcenberg which provided for annual base salaries of $600,000 each and
the grant to each of 31,979,352 five-year vested stock options with an exercise price of $0.40 per share. These options were repriced
to $0.06 per share.

 Termination Provisions

 Messrs. Faulkner and Wajcenberg are entitled
to certain benefits in connection with a termination of their employment upon death, disability, dismissal without cause, or constructive
termination. In any such termination, the executive will receive 12 months base salary and any performance bonus that he would have been
due at the time of termination. In certain circumstances, the termination provision is subject to a cure period. Cause is generally defined
as (i) committing or participating in an injurious act of fraud, gross neglect, misrepresentation, embezzlement or dishonesty against
the Company; (ii) participating in any injurious act or acting recklessly or in a manner which was grossly negligent against the Company;
engaging in a criminal enterprise involving moral turpitude, financial or securities fraud; (iii) felony conviction; and (iv) material
failure to follow the directives of the Board.

 Outstanding Equity Awards at Fiscal Year End

 Listed below is information with respect to unexercised options
that have not vested, and equity incentive plan awards for each Named Executive Officer outstanding as of December 31, 2023:

 Outstanding Equity Awards At 2023 Fiscal
Year-End

 Name
 (a)

 Number of Securities
 Underlying

 Unexercised
 Options (#)
 Exercisable
 (b)

 Number
 of Securities Underlying Unexercised Options
 (#)
 Unexercisable
 (c)

 Equity Incentive
 Plan Awards:

 Number of Securities
 Underlying Unexercised
 Unearned Options
 (#)
 (d)

 Option
 Exercise Price
 ($)(e)

 Option
 Expiration Date
 (f)

 Number
 of Shares or Units of Stock That Have Not Vested (#)
 (g)

 Market
 Value of Shares or Units of Stock That Have Not Vested
 ($)(h)

 Equity
 Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested
 (#)
 (i)

 Equity
 Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That
 Have Not Vested (#)
 (j)

 31,979,352

 –

 –

 0.06

 1/31/2027

 –

 –

 –

 –

 –

 76,619,603
 (1)

 –

 0.10

 9/12/2027

 –

 –

 –

 –

 77,000,000
 (1)

 0.04

 3/1/2028

 31,979,352

 –

 –

 0.06

 1/31/2027

 –

 –

 –

 –

 –

 76,619,603
 (1)

 –

 0.10

 9/12/2027

 –

 –

 –

 –

 77,000,000
 (1)

 0.04

 3/1/2028

 (1)

 Based on the terms as of December 31, 2023, these options vest upon the Company acquiring $15 million in
 cryptomining equipment.

 Item 12.

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

 The following table sets forth certain information
regarding beneficial ownership of the Company's common stock as of April 29, 2024, by (i) each person who is known by the Company
to own beneficially more than 5% of any classes of outstanding common stock, (ii) each director of the Company, (iii) each of the Named
Executive Officers, and (iv) all directors and executive officers of the Company as a group. Based on 390,437,459 shares of common
stock outstanding as of April 29, 2024. Beneficial ownership is determined in accordance with Rule 13d-3 and 13d-5 under the Exchange
Act, and the information is not necessarily indicative of beneficial ownership for any other purpose. Under SEC rules, a person is considered
a "beneficial owner" of a security if that person has or shares power to vote or direct the voting of such security or the
power to dispose or direct the disposition of such security. A person is also considered to be a beneficial owner of any securities of
which the person has a right to acquire beneficial ownership within 60 days. We believe that each individual or entity named has sole
investment and voting power with respect to the securities indicated as beneficially owned by them, subject to community property laws,
where applicable, except where otherwise noted in the footnotes to this table. Unless otherwise specified in the notes to this table,
the address for each person is: c/o Edgemode, Inc., 110 E. Broward Blvd., #1700, Ft. Lauderdale, Florida 33301, Attention: Corporate
Secretary.

 Title of Class

 Name of Beneficial Holder

 Amount of Beneficial
 Ownership

 Percentage Beneficially Owned

 5% Shareholders:

 Common Stock

 Christina Dixon (1)

 27,172,687

 7.0%

 Directors and Named Executive Officers

 Common Stock

 Charlie Faulkner (2)

 87,045,385

 20.6%

 Common Stock

 Simon Wajcenberg (3)

 100,231,874

 23.7%

 All directors and officers as a group (2 persons)

 187,277,169

 41.2%

 (1)

 Address is 3115, Five Dollar Road, Evansville, Indiana.

 (2)

 Includes 31,979,352 vested stock options.

 (3)

 Includes 31,979,352 vested stock options. Includes shares beneficially owned by his wife.

 Changes in Control

 We do not currently have any arrangements
which if consummated may result in a change of control of our Company.

 Securities Authorized for Issuance under
Equity Compensation Plans

 As of December 31, 2023, the Company had no
equity compensation plan.

 Item 13.

 Certain Relationships and Related Transactions, and Director Independence.

 Pursuant to the terms of the Merger Agreement,
Mr. Isaacs provided services to the Company in a consultancy capacity at a fee of $11,500 per month and was issued a stock option grant
to purchase up to 19,987,095 shares of the Company's common stock, at an exercise price of $0.40 per share. In addition, Mr. Isaacs
received a $250,000 cash bonus and the Company entered into a contract with a company owed by Joe Isaacs to perform services for total
value of $240,000, which were expensed during the year ended December 31, 2022. During the year ended December 31, 2023, the Company
and Mr. Isaacs, entered into a settlement and release agreement whereby Mr. Isaacs agreed to a reduction in the compensation to a total
of $55,000, subject to the Company making payments on or before May 14, 2023 and June 14, 2023. During the year ended, December 31, 2023,
the Company made total payments in the aggregate of $65,000 in accordance with the terms of the settlement agreement. No additional amounts
are owed to Mr. Isaacs as of December 31, 2023.

 On January 31, 2022, the Company granted options
to the officers and a consultant of the Company to purchase up to 65,920,895 shares of the Company's stock, vesting immediately,
at an exercise price of $0.40 per share. On January 25, 2023, the Company amended stock option grants dated January 31, 2022 to each
of Charlie Faulkner and Simon Wajcenberg, the Chief Executive Officer and Chief Financial Officer of the Company, respectively. The amendment
reduces the exercise price of the options from $0.40 per share to $0.06 per share.

 On September 12, 2022, the Company granted
options to the officers of the Company to purchase up to 153,239,206 shares of the Company's stock, which vest upon the Company
listing its shares on the NASDAQ Global Market, New York Stock Exchange, or another equivalent market, at an exercise price of $0.10
per share. On March 3, 2023, the Company amended stock option grants dated September 12, 2022 to each of Charlie Faulkner and Simon Wajcenberg,
the Chief Executive Officer and Chief Financial Officer of the Company, respectively. The amendment provides for the vesting to be only
upon the closing of the purchase of at least $15 million of crypto mining equipment, rather than conditioned on an uplisting of the Company's
shares on the NASDAQ Global Market, New York Stock Exchange, or another equivalent market.

 On March 3, 2023, the Company granted to each
of Charlie Faulkner and Simon Wajcenberg, the Chief Executive Officer and Chief Financial Officer of the Company, respectively, options
to purchase up to 77,000,000 shares of the Company's common stock at an exercise price of $0.04 per share, exercisable for five
years (the "Stock Options"). The Stock Options shall each be a non-qualified option and shall become vested and exercisable
upon the Company closing on the purchase of at least $15 million of crypto mining equipment.

 As of December 31, 2023 and 2022 the Company
owed the executive officers of the Company $661,201 and $487,159 in accrued payroll for services performed, respectively.

 During the year ended December 31, 2023, the
executive officers of the Company advanced $16,000 to the Company for working capital needs. The advances are non-interest bearing and
are due on demand.

 Item 14.

 Principal Accountant Fees and Services.

 The following table sets forth the aggregate
fees paid for or accrued by the Company for audit and other services provided by M&K CPAS, PLLC, our principal auditor for fiscal
2023 and 2022.

 2023
 ($)

 2022
 ($)

 Audit Fees – M&K CPAS, PLLC

 56,550

 76,250

 Audit Related Fees – M&K CPAS, PLLC

 –

 –

 Tax Fees

 –

 –

 All Other Fees

 –

 –

 Total

 56,550

 76,250

 Audit Fees — This category includes
the audit of our annual financial statements, review of financial statements included in our Quarterly Reports on Form 10-Q and services
that are normally provided by the independent registered public accounting firm in connection with engagements for those fiscal years.

 Our Board has adopted a procedure for pre-approval
of all fees charged by our independent registered public accounting firm. Under the procedure, the Board approves the engagement letter
with respect to audit, tax and review services. Other fees are subject to pre-approval by the Board, or, in the period between meetings,
by a designated member of the Board. Any such approval by the designated member is disclosed to the entire Board at the next meeting.
The audit and tax fees paid to the auditors with respect to 2023 and 2022 were pre-approved by the entire Board.

 Item 15.

 Exhibits, Financial Statement Schedules.

 (1)

 Financial Statements. See Index to Consolidated
 Financial Statements, which appears on page F-1 hereof. The financial statements listed in the accompanying Index to Consolidated Financial
 Statements are filed herewith in response to this Item.

 (2)

 Financial Statements Schedules. All schedules
 are omitted because they are not applicable or because the required information is contained in the Consolidated Financial Statements
 or notes included herein.

 (3)

 Exhibits.

 EXHIBIT INDEX

 Incorporated by Reference

 Filed or Furnished

 Exhibit #

 Exhibit Description

 Form

 Date

 Number

 Herewith

 2.1

 Agreement and Plan of Merger and Reorganization (1)

 12/8/2021

 2.1

 3.1

 Certificate of Incorporation, As Amended and Restated

 4/12/2022

 3.1

 3.2

 Bylaws

 3.2

 3.2(a)

 Amendment No. 1 to the Bylaws

 4/15/2022

 3.1

 3.3

 Certificate of Designation of Series B Preferred Stock filed July 20, 2022

 7/27/2022

 3.1

 4.1

 Description of Securities

 4/12/2022

 4.1

 10.1

 Form of Executive Employment Agreement (2)

 10.1

 10.2

 Consulting Agreement - Isaacs (2)

 10.2

 10.3

 Form of Option Agreement

 10.3

 10.4

 Form of Note Conversion

 10.4

 10.5

 Compute North Master Agreement

 10.5

 10.6

 Trinity Mining Technologies

 10.6

 10.7

 2CRSI Agreements

 10.7

 10.8

 Series A Preferred Stock Purchase Agreement, dated as of July 18, 2022, by and between Edgemode, Inc. and 1800 Diagonal Lending LLC

 7/27/2022

 10.1

 10.9

 Series B Preferred Stock Purchase Agreement, effective as of August 26, 2022, by and between Edgemode, Inc. and 1800 Diagonal Lending LLC

 8/29/2022

 10.1

 10.10

 Charlie Faulkner Stock Option Grant dated September 12, 2022 (2)

 9/12/2022

 10.1

 10.11

 Simon Wajcenberg Stock Option Grant dated September 12, 2022 (2)

 9/12/2022

 10.2

 10.12

 Common Stock Purchase Agreement between EdgeMode, Inc. and Alumni Capital LP dated September 19, 2022

 9/23/2022

 10.1

 10.13

 Series B Preferred Stock Purchase Agreement, effective as of September 28, 2022, by and between Edgemode, Inc. and 1800 Diagonal Lending LLC

 9/28/2022

 10.1

 Incorporated by Reference

 Filed or Furnished

 Exhibit #

 Exhibit Description

 Form

 Date

 Number

 Herewith

 10.14

 Amendment to Charlie Faulkner Stock Option Grant dated January 25, 2023 (2)

 1/26/2023

 10.1

 10.15

 Amendment to Simon Wajcenberg Stock Option Grant dated January 25, 2023 (2)

 1/26/2023

 10.2

 10.16

 Stock Option Grant to Charlie Faulkner dated March 3, 2023 (2)

 3/7/2023

 10.1

 10.17

 Stock Option Grant to Simon Wajcenberg dated March 3, 2023 (2)

 3/7/2023

 10.2

 10.18

 Amendment to Charlie Faulkner Stock Option Grant dated January 25, 2023 (2)

 3/7/2023

 10.3

 10.19

 Amendment to Simon Wajcenberg Stock Option Grant dated January 25, 2023 (2)

 3/7/2023

 10.4

 10.20

 Securities Purchase Agreement between Edgemode, Inc. and 1800 Diagonal Lending LLC effective April 20, 2023 for purchase of Promissory Note

 4/24/2023

 10.1

 10.21

 Promissory Note issued by Edgemode, Inc. in favor of 1800 Diagonal Lending LLC effective April 20, 2023

 4/24/2023

 10.2

 10.22

 Securities Purchase Agreement between Edgemode, Inc. and 1800 Diagonal Lending LLC dated April 20, 2023 for purchase of Convertible Promissory Note

 4/24/2023

 10.3

 10.23

 Convertible Promissory Note issued by Edgemode, Inc. in favor of 1800 Diagonal Lending LLC effective April 20, 2023

 4/24/2023

 10.4

 10.24

 Form of Securities Purchase Agreement for purchase of Promissory Note

 4/28/2023

 10.1

 10.25

 Form of Promissory Note

 4/28/2023

 10.2

 10.26

 Securities Purchase Agreement between Edgemode, Inc. and 1800 Diagonal Lending LLC effective August 4, 2024

 8/8/2023

 10.1

 10.27

 Promissory Note issued by Edgemode, Inc. in favor of 1800 Diagonal Lending LLC effective August 4, 2023

 8/8/2023

 10.2

 14.1

 Code of Ethics and Business Conduct

 4/17/2023

 14.1

 16.1

 Letter from MaloneBailey, LLP to the SEC dated January 7, 2022

 1/7/2022

 16.1

 19.1

 Insider Trading Policy

 Filed

 21.1

 List of Subsidiaries

 4/17/2023

 21.1

 31.1

 Certification of Principal Executive Officer (Section 302)

 Filed

 31.2

 Certification of Principal Financial Officer (Section 302)

 Filed

 32.1

 Certification of Principal Executive Officer (Section 906) (3)

 Furnished

 32.2

 Certification of Principal Financial Officer (Section 906) (3)

 Furnished

 101.INS

 Filed

 101.SCH

 Filed

 101.CAL

 Filed

 101.DEF

 Filed

 101.LAB

 Filed

 101.PRE

 Filed

 Filed

 ______________________

 (1)

 Exhibits and/or Schedules have been omitted. The Company hereby agrees to furnish to the Staff of the Securities and Exchange Commission upon request any omitted information.

 (2)

 Management contract or compensatory agreement plan or arrangement.

 (3)

 This exhibit is being furnished rather than filed and shall not be deemed incorporated by reference into any filing, in accordance with Item 601 of Regulation S-K.

 Previously filed with our 2023 Form 10-K, originally filed with the
SEC on April 26, 2024, which is being amended hereby.

 Copies of this report (including the financial
statements) and any of the exhibits referred to above will be furnished at no cost to our stockholders who make a written request to Edgemode,
Inc., 110 E. Broward Blvd., Suite 1700, Ft. Lauderdale, FL 33301, Attention: Corporate Secretary.

 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 on April 30, 2024.

 EDGEMODE, INC.

 Date:

 April 30, 2024

 /s/ Charlie Faulkner

 Chief Executive Officer

 (Principal Executive Officer)