UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

FOR THE YEAR ENDED DECEMBER 31, ~~2023~~2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 333-238326

FARMHOUSE, INC.

(Exact name of registrant as specified in its charter)

Nevada

46-3321759

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer Identification No.)

548 Market Street, Suite 90355, San Francisco, CA 94104

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (888) 420-6856

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

None		N/A
Title of each class to be so registered		Name of each exchange on which each class is to be registered

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

Common Stock, $0.0001

(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 [X]

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 [X]

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 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 [X] No [ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding twelve months (or for such shorter period that the registrant was required to submit and post such files).

Yes [X] No [ ]

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

Large accelerated filer	[ ]	Accelerated filer	[ ]	Non-accelerated filer	[X]
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. ☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

Yes ☐ No [X]

As of ~~June~~March 3031, ~~2024~~2025, the last business day of the registrant’s most recently completed quarter, the aggregate market value of the voting common stock held by non-affiliates of the registrant was approximately $21,~~925,000~~979 based on the closing price ~~per~~of ~~share (or~~ $0.~~28),~~0002 per share of the registrant’s common stock as quoted by the ~~OTCQB~~OTC market.

As of ~~July~~June 1020, ~~2024~~2025, the date of this Report, there were 17,~~728~~925,~~450~~950 shares of the registrant’s common stock, par value $0.0001 per share, issued and outstanding.

FARMHOUSE, INC.

TABLE OF CONTENTS

			Page
Part	Item	Description	Page
PART I	1	Business	1
Item 1	Business		4
	1A	Risk Factors	2
Item 1A	Risk Factors		11
	1B	Unresolved Staff Comments	2
Item IB	Unresolved Staff Comments		11
	2	Properties	3
Item 2	Properties		11
	3	Legal Proceedings	3
Item 3	Legal Proceedings		12
	4	Mine Safety Disclosures	3
Item 4	Mines and Safety Disclosures		13
PART II	5	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	3
PART II
	6	Selected Financial Data	4
Item 5	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities		14
	7	Management’s Discussion and Analysis of Financial Condition and Results of Operations	5
Item 6	Selected Financial Data		16
	7A	Quantitative and Qualitative Disclosures About Market Risk	9
Item 7	Management’s Discussion and Analysis of Financial Condition and Results of Operations		16
	8	Financial Statements and Supplementary Data	F-1
Item 7A	Quantitative and Qualitative Disclosures About Market Risk		23
	9	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	10
Item 8	Financial Statements and Supplementary Data		23
	9A	Controls and Procedures	10
Item 9	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure		24
	9B	Other Information	11
Item 9A	Controls and Procedures		24
PART III	10	Directors, Executive Officers and Corporate Governance	11
Item 9B	Other Information		25
	11	Executive Compensation	14
PART III
	12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	16
Item 10	Directors, Executive Officers and Corporate Governance		26
	13	Certain Relationships and Related Transactions, and Director Independence	16
Item 11	Executive Compensation		32
	14	Principal Accountant Fees and Services	17
Item 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		35
PART IV	15	Exhibits, Financial Statement Schedules	18
Item 13	Certain Relationships and Related Transactions, and Director Independence		36
	16	Form 10-K Summary	18
Item 14	Principal Accounting Fees and Services		37
		Signatures	19
PART IV
Item 15	Exhibits, Financial Statement Schedules		38
Item 16	Form 10-K Summary		38
SIGNATURES			39

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

~~Certain~~This ~~statements and information included in this~~ Annual Report on Form 10-K for the year ended December 31, ~~2023~~2024 (~~this~~the “Report”), contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, ~~as amended (the “Securities Act”),~~ Section 2121E of the Securities Exchange Act of 1934, ~~as amended (the “Exchange Act”),~~ and the Private Securities Litigation Reform Act of 1995. Forward-looking statements are ~~not~~based ~~statements~~on ~~of historical facts, but rather reflect our~~ current expectations ~~concerning~~and ~~future~~involve ~~events~~risks and ~~results,~~uncertainties ~~including,~~that ~~without~~could ~~limitation,~~cause ~~statements~~actual ~~related~~results to ~~the~~differ ~~expected effects on its business from the coronavirus (“COVID-19”) pandemic~~materially. ~~The~~Words ~~Company~~such ~~generally~~as ~~uses the words~~ “~~may~~anticipate,” “~~should,” “believe,” “~~expect,” “intend,” “plan,” ~~“anticipate,” “likely,” “estimate,” “potential,” “continue,” “will,”~~ and similar expressions to identify forward-looking statements. Such forward-looking statements, including those concerning our expectations, involve risks, uncertainties and other factors, some of which are beyond its control, which may cause our actual results, performance, or achievements, or industry results to be materially different from any future results, performance, or achievements expressed or implied by such ~~forward-looking~~ statements. Except as required by applicable law, including the securities laws of the United States, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. You are cautioned not to unduly rely on such forward-looking statements when evaluating the information presented in this Report.

Readers should not place undue reliance on forward-looking statements, which speak only as of the date of this Report. We disclaim any obligation to update such statements except as required by law.

CERTAIN TERMS USED IN THIS REPORT

Unless otherwise indicated, references to “Wewe,” “us,” “our,” ~~the~~or “~~Registrant,”~~ the “Company,” ~~and~~refer ~~“Farmhouse”~~to ~~are synonymous with~~ Farmhouse, Inc., ~~unless otherwise indicated. WeedClub®, Friends in High Places®, WeedClub Select® and @420® are registered Trademarks of the Company where used~~ throughout this Report.

PART I

ITEM 1. BUSINESS.

Corporate History

~~The~~Farmhouse, ~~Company~~Inc. ~~was~~(the ~~incorporated~~“Company”) inis ~~June~~a ~~2013~~Nevada ascorporation ~~Somerset~~previously ~~Transition~~focused ~~Corporation~~on ~~under~~technology ~~the~~and ~~Oklahoma~~brand ~~General~~development ~~Corporation~~in ~~Act.~~the Inwellness ~~September 2013~~industry, ~~the~~which ~~Company~~is ~~was~~now ~~redomesticated~~evolving ~~in Maryland~~ and ~~changed~~transitioning ~~its~~into ~~name~~a tocasual ~~Somerset~~lifestyle ~~Property,~~brand ~~Inc~~holding company. InThe ~~July~~Company ~~2017,~~operates ~~the~~through ~~Company~~its ~~was~~wholly ~~redomesticated~~owned insubsidiaries, ~~Nevada~~including ~~and~~Farmhouse ~~changed~~Washington ~~its~~and ~~name~~Farmhouse ~~to Revival~~DTLA, Inc., Inand ~~June~~is ~~2019,~~currently in the ~~Company~~process ~~changed~~of ~~its~~acquiring ~~name~~casual tofood ~~Farmhouse,~~and ~~Inc.~~beverage businesses in order to ~~reflect~~diversify ~~its~~into ~~new~~scalable ~~business~~industries ~~endeavors.~~that appeal to broad demographics.

InThe ~~August~~Company ~~2019,~~was ~~the~~originally ~~Company~~incorporated ~~acquired~~in ~~Farmhouse,~~2013 ~~Inc.~~and has undergone several name and domicile changes, amost ~~Washington~~recently ~~corporation~~adopting (“the Farmhouse ~~Washington”)~~name asin ~~its~~2019 ~~wholly~~following ~~owned~~its ~~subsidiary~~acquisition ~~(the~~of ~~“Acquisition”)~~Farmhouse Washington. The financial statements ofreflect ~~the~~a ~~Company are the~~ continuation of Farmhouse Washington, ~~with~~adjusted ~~the adjustment~~ to reflect the capital structure of the ~~Company~~parent. ~~The consolidated financial statements also includes Farmhouse DTLA, Inc., a wholly owned subsidiary of Farmhouse Washington (“DTLA”).~~

~~Corporate~~The ~~Overview~~Company previously pursued Web3 licensing initiatives, which have since been discontinued. It is currently focused on strategic acquisitions intended to leverage its public company platform and enhance shareholder value.

WeShare ~~are~~Exchange aAgreement ~~holding company~~ with multiple divisions dedicated to connecting professionals and brands in the legal cannabis industry. We are built on two core competencies–trust and connection. Our divisions provide solutions that leverage our trusted brand and facilitate valuable connections across the cannabis industry. We connect the industry through multiple divisions including Farmhouse VaultThrown, ~~the @420 brand and @420 Twitter, and the WeedClub® Platform. Our @420 brand and @420 Twitter serve as trusted,~~ LLC

4In alignment with this strategic shift, on September 10, 2024, the Company entered into a Share Exchange Agreement (“SEA”) with Thrown, LLC (“Thrown”) and its members. Thrown is a beverage company and its initial product is Good Game by T-Pain, a nootropic esports beverage packaged in 2-ounce servings. Under the SEA, the Company will acquire all the membership

influential properties that enable the Company to connect, promote and advocate for the industry. We will continue to serve as a leading boutique connection platform and branch its well-known brand into more IP licensing relationships continuously. Expanding Farmhouse Vault to license community-driven IP in the music industry is currently underway. 1

~~Farmhouse~~interests ~~Divisions~~of Thrown in exchange for 5,130,000 newly issued shares of common stock. This represents approximately 25% of the Company’s total issued and outstanding shares following the closing of the transaction. As of June 20, 2025, the transaction has not closed, and discussions with Thrown management are ongoing. Reference is made to Notes 3 and 13 in the Consolidated Financial Statements included under Item 8 in this Report.

Each division solves a unique problem within an industry navigating state-by-state regulations and an uncertain federal regulatory landscape. This environment has created a fragmented cannabis market that emphasizes the importance of a trusted facilitator to make value-added connections across the supply chain in our industry.

·@420. Our consumer-facing brand and Twitter handle (with over 100,000 followers) serve as an influential brand that connects us with the greater public. Our Twitter handle enables the NFT division to forge valuable connections in the space and work with established projects.

·WeedClub®. Weedclub is one of the first social networks for cannabis professionals with over 5,000 members, generating thousands of valuable connections. WeedClub is an established presence in the cannabis industry that people trust to make valuable connections. As we continue to expand our operations, WeedClub members benefit immensely from the added potential connections.

·Web3 division (“Vault”): Our newest division that connects cannabis brands with licensing opportunities with influential IP holders and communities to develop new brands that appeal to digitally-native consumers.

Current and Future Plan of Operations

The COVID-19 pandemic catalyzed a behavioral shift to digital connection and verifiable trust. This shift thrust blockchain technology and digital collectibles to the forefront as virtual groups transformed into supportive, thriving communities centered around digital collectible brands. The top brands generate immense value (intrinsic and financial) while building highly loyal, engaged communities.

As we transitioned our company online, we started researching and participating in this behavioral shift. Many established brands attempted to enter this space, but few understood the collaborative, accretive culture and failed to gain traction within the community. We positioned our web3 division to leverage our core competencies to drive value for the digital collectible community and our shareholders.

Our web3 (“Vault”) division connects cannabis companies to intellectual property (IP) licensing opportunities from digital collectible holders to launch digitally-native cannabis brands. Since our launch of our Vault division in December 2021, we have developed relationships with several digital collectible holders to seed our IP vault with blue-chip web3 brands. These brands include Bored Ape Yacht Club, Mutant Ape Yacht Club, Bored Ape Kennel Club, and CryptoPunks.

Our most notable licensed IP is Mutant Ape Yacht Club #30000, “Mega Robot”, one of twelve Mega Mutants, the rarest NFTs in the Bored Ape Yacht Club (BAYC) universe. Mega Mutants have sold for over $1,000,000 with the Mega Serum previously selling for $5.8 million.

In July 2022, we launched our first cannabis activation with Oro Blanco (BAYC #2186) and Urbana to debut a branded cannabis strain across three retail stores in San Francisco. The initial results generated encouraging monthly and quarterly sell-through rates and sales which informed our decision to further build out our Vault division.

In order to understand web3 culture and the overall market, we developed an advisory board of web3-native experts. Our advisory board helps guide our strategy and decision-making across social media, community, art and branding, and product development. Each advisor has built a personal brand and is well-known across the community.

In August 2022, we began developing the concept for a Mega Robot cannabis line with Bronx Extracts. This brand builds on our key learnings from the Oro Blanco launch which highlighted the need for standout packaging paired with curated cannabis. This collaboration pairs the premium IP of Mega Robot with premium cannabis sourced and developed by Bronx Extracts to create a brand that appeals to everyday consumers.

In September 2023, following the successful launch of the Mega Robot brand in California, the company facilitated additional Mega Robot brand licenses. House of Kush developed cannabis products in Missouri, and Raw Genetics released branded seeds in the hemp category. The expansion will demonstrate the power of our cannabis network combined with our advisory board to launch a brand that appeals to all consumers, including digitally-native ones. Farmhouse Vault will develop and release new IP collaborations on an ongoing basis, such as its new collaboration with G. Love to network the music artist for the purpose of launching his cannabis branded products. The company leverages its ability to develop community-driven, IP branded products with its signed MOU with T-Pain to create a new subsidiary that should enter into the energy beverage industry.

Revenues

InThe ~~accordance with ASC No. 606, Revenue Recognition, the~~ Company recognizes revenue ~~from~~in ~~product~~accordance ~~sales~~with orASC ~~services~~606. ~~rendered~~For ~~when~~ the ~~following~~years ~~five~~ended ~~revenue~~December ~~recognition~~31, ~~criteria~~2024 ~~are~~and ~~met:~~2023, ~~identify~~ the ~~contract~~Company ~~with~~generated ~~the client~~$4,154 ~~identify~~and ~~the performance obligations in the contract~~$15,227, ~~determine the transaction price~~respectively, ~~allocate~~from ~~the~~NFT ~~transaction~~licensing ~~price~~agreements. toAssociated ~~performance~~costs ~~obligations~~were in$1,875 ~~the contract~~ and ~~recognize~~$6,930. ~~revenues~~The ~~when or as the~~ Company ~~satisfies~~has aceased ~~performance~~pursuing ~~obligation.~~NFT ~~During~~licensing ~~the years ended December 31, 2023~~ and ~~2022,~~does ~~the~~not ~~Company~~expect ~~generated~~to ~~two~~generate ~~types~~future ofrevenues ~~revenue,~~from ~~including:~~this initiative.

(1)Subscription fees. Subscription fees related to the WeedClub portal are received at the time of purchase. The Company’s performance obligation is to provide services over a fixed subscription period; accordingly, the Company recognizes revenue ratably over the subscription period and deferred revenue is recorded for the portion of the subscription period subsequent to each reporting date.

(2)License revenues. The Company generates revenue from license fees in connection with NFT Art License Agreements, whereby the licensee is granted a limited license from the Company to use one of its licensed NFT’s for the purpose of creating, marketing, and selling branded cannabis and hemp products and accessories. The Company’s performance obligation is met upon granting the customer access to its licensed NFT’s. The company recognizes license revenues or royalties when the subsequent sale of the cannabis and hemp products and accessories by the licensee occurs. The amount of license revenue or royalties recognized is based on a percentage of the sales price of the licensee’s sales of its cannabis and hemp products and accessories. Fees are due the month after customer sales occur.

Revenues generated during the years ended December 31, 2023 and 2022 were as follows:

	December 31,
	2023		2022
Subscription fees	$	-	$	149
License revenues		15,227		10,112
	$	15,227	$	10,261

The corresponding costs of revenues associated with license revenues were $6,930 and $3,806 for the years ended December 31, 2023 and 2022, respectively.

A new licensee accounted for 91.0% of license revenues for the year ended December 31, 2023. Two licensees represented 60.4% and 39.6% of license revenues for the year ended December 31, 2022.

Industry background

The legalization of medical and recreational marijuana in many states has allowed the growing, processing, distribution, sale and consumption of marijuana products and derivatives. It has led to the need for continuity between the growers, distributors and even the end consumer on matters relating to the growing processes, business startup, state and federal regulations and other legal issues centered around the cannabis industry in general.

Customers

A significant portion of our targeted customer base will be comprised of cannabis producers, retailers, consultants and supply chain professionals. We have over 110,000 cannabis industry participants in its network. This includes over 100,000 followers across social media accounts (Twitter, Instagram, LinkedIn and Facebook), over 10,000 total registrants for live events and over 5,000 members on the WeedClub® Platform.

Customer Service

Through our WeedClub® Platform, visitors and members can contact the WeedClub team via a phone number, email or on various social media sites including Twitter, Facebook, LinkedIn and Instagram.

Product Development Strategy

Our product development strategy contemplates running parallel development tracks to simultaneously grow the Farmhouse Vault Platform and develop potential software and technology that addresses the needs of IP Holders, the overall cannabis industry, and additional industries that are available to expand our licensing business into. The continued growth of the Farmhouse Vault Platform will increase our potential customer base and allow us to replicate the same success seen at the start of WeedClub. By speaking with IP Holders and WeedClub members to discuss their current and future problems and needs, we will be able to develop solutions that address actual market needs with a present pool of potential early adopters. Platform growth at Farmhouse Vault will increase our ability to rapidly iterate on product development to effectively discover product market fit, while utilizing our existing supply chain connections.

Marketing

We intend to implement marketing programs typical for end-user technology consumers, such as print, media, social networking, search engine optimization, as well as direct sales calls to specific clients and channel marketing within its existing social network in accordance with applicable law. Our primary marketing program will consist of media, networking, live events, partnerships, search engine optimization, and direct sales calls to existing members.

Technology

We operate our online network supporting systems on servers via the Heroku services platform. We also use third-party content distribution networks such as Buffer and Google Analytics for ad serving, optimization, web tracking services and content marketing to improve performance and provide instrumentation. All contracts are click-form based with these service providers.

Employees and Independent Contractors

As of ~~July~~June 1020, ~~2024~~2025, wethe ~~have~~Company ~~three~~had two full-time ~~employees, including our~~ executive officers. ~~We plan to hire additional employees~~ and ~~engage~~engaged ~~consultants on an as-needed basis. We also have relationships with~~ several independent contractors, ~~who~~including ~~provide~~its ~~services~~Chief toFinancial ~~it on a regular basis~~Officer.

Government Regulation of Cannabis

Cannabis (other than hemp and its derivatives) is currently a Schedule I controlled substance under the Controlled Substances Act (21 U.S.C. § 811) (“CSA”) and is, therefore, illegal under federal law. Even in those states in which the use of cannabis has been legalized pursuant to state law, its use, possession or cultivation remains a violation of federal law. A Schedule I controlled substance is defined as one that has no currently accepted medical use in the United States, a lack of safety for use under medical supervision and a high potential for abuse. The U.S. Department of Justice (“DOJ”) defines Schedule I controlled substances as “the most dangerous drugs of all the drug schedules with potentially severe psychological or physical dependence.” If the federal government decides to enforce the CSA, persons that are charged with distributing, possessing with intent to distribute or growing cannabis could be subject to fines and/or terms of imprisonment, the maximum being life imprisonment and a $50 million fine, even though these persons are in compliance with state law.

The United States federal government regulates drugs through the Controlled Substances Act (21 U.S.C. § 811), which places controlled substances, including cannabis, in a schedule. Currently, cannabis and cannabidiol (“CBD”) (if it has 0.3 percent THC or more) are classified as Schedule I drugs, which are viewed as highly addictive and having no medical value and is illegal to distribute and use. The United States Federal Drug Administration has not approved the sale of cannabis for any medical application but did approve the CBD-based drug epidiolex, in 2018. Doctors may not prescribe cannabis or CBD (0.3 percent THC or more) for medical use under federal law. In 2010, the United States Veterans Affairs Department clarified that veterans using medicinal cannabis or CBD (0.3 percent THC or more) will not be denied services or other medications that are denied to those using illegal drugs. In December 2018, the federal Agriculture Improvement Act (also known as the Farm Bill of 2018) was approved, federally legalizing hemp and its derivatives, such as CBD that contain less than 0.3% THC.

Currently, forty-seven (47) States and the District of Columbia have laws legalizing cannabis and CBD in some form. In November 2016, California, Massachusetts, Maine and Nevada all passed measures legalizing the adult use of cannabis. California’s Prop. 64 measure allows adults age 21 and older to possess up to one ounce of cannabis and grow up to six plants in their homes. Other tax and licensing provisions of the law did not take effect until January 2018. In November 2020, Arizona, Montana, South

Dakota and New Jersey all passed measures legalizing the adult use of cannabis, and Mississippi and South Dakota passed measures legalizing the medical use of cannabis. In March 2021, New York State passed a law to legalize adult use of cannabis.

Description of Property

~~Our~~All ~~executives~~Company ~~and~~personnel ~~employee~~ work remotely. ~~Our~~The Company’s mailing address is 548 Market Street, Suite 90355, San Francisco, CA 94104, and ~~our~~its phone number is (888) 420-6856.

WeThe ~~own~~Company operates the @420 Twitter handle, holds a ~~very~~portfolio ~~effective~~of domain names, and ~~highly~~registered ~~visible~~trademarks; ~~Twitter~~however ~~social~~the ~~media~~company’s ~~handle,~~transition ~~@420.~~does Wenot ~~also~~rely ~~own~~on our pre-existing intellectual property assets due to the ~~following~~diversification ~~domain~~intended ~~names:~~via the pending acquisitions of Thrown, LLC and Ledgewood Holdings.

·coastweed.com

·dewby.com

·duby.org

·extract.com

·farmhouse.tv

·gettingbaked.com

·greatpot.com

·herbdate.com

·ifarmhouse.com

·localbud.com

·potsoda.com

·seed2.com

·seed2.sale

·sfbud.com

·sfpot.com

·superstrains.com

·tracelogic.com

·valuepot.com

·vaporsystem.com

·vapory.com

·weed.club

·weedclub.co

·weedclub.com

We also own the following Registered Trademarks:

·WeedClub	86367462	5173923
·Friends in High Places	86367469	4820867
·Leaf/WC Outline	86367473	4869207
·Two-Tone Green Leaf/WC	86367482	4869208
·WeedClub Select	87344382	5845956
·WeedClub Select Logo	87344392	5776034
·@420	87519273	5964389

Emerging Growth Company

WeThe ~~are~~Company is an emerging growth company ~~(“EGC”),~~under ~~that is exempt from certain financial disclosure and governance requirements for up to five years as defined in~~ the ~~Jumpstart Our Business Startups Act of 2012 (the “~~JOBS Act~~.”)~~ ~~The JOBS Act eases restrictions on the sale of securities~~ and ~~increases~~has ~~the~~elected ~~number of stockholders a company must have before becoming subject to the reporting and disclosure rules of the Securities and Exchange Commission (the “SEC.”) We have~~ not ~~elected~~ to ~~use the extended transition period for complying with new or revised accounting standards under Section 102(b)(2) of the JOBS Act, that allows it to~~ delay the adoption of new ~~or revised~~ accounting standards ~~that have different effective dates for public and private companies until those standards apply to private companies~~.

More Information

WeThe ~~are~~Company’s ~~required to file annual, quarterly, and current reports, proxy statements and other information with the~~ SEC. ~~These~~ filings are not deemed to be incorporated by reference into this Form 10-K. You may read and copy any documents filed by us at the Public Reference Room of the SEC, 100 F Street, NE, Washington, D.C. 20549. You may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. Our filings with the SEC are also available ~~to the public through the SEC’s website~~ at ~~http://~~www.sec.gov.

ITEM 1A. RISK FACTORS.

WeAs ~~qualify as~~ a smaller reporting company, asthe ~~defined~~Company byis ~~Item 10 of Regulation S-K and, thus, are~~ not required to provide ~~the information required by~~ this ~~Item~~information.

ITEM 1B. UNRESOLVED STAFF COMMENTS.

None.

ITEM 2. PROPERTIES.

~~Our~~See ~~executives~~“Description ~~and~~of ~~consultants~~Property” ~~work~~under ~~remotely.~~Item ~~Our mailing address is 548 Market Street, Suite 90355, San Francisco, CA 94104 and our phone number is (888) 420-6856~~1.

ITEM 3. LEGAL PROCEEDINGS.

WeIn ~~are~~2017, Farmhouse DTLA initiated litigation against Los Angeles Farmers, Inc. under a ~~party~~Strategic toConsulting ~~legal~~Agreement. ~~proceedings~~Following bya ~~our~~settlement ~~subsidiary~~and a favorable judgment, ~~Farmhouse~~the ~~DTLA~~matter is considered closed, with no further expected proceeds. As of June 20, 2025, there has been no material activity related to the matter for more than two years. The Company does not expect to recover any proceeds from the sale and is no longer pursuing any remedies.

In August 2017, the Company’s subsidiary, DTLA, entered into a Strategic Consulting Agreement (the “SCA”) with a medical marijuana growing, and retail company that now goes by the name Los Angeles

Farmers, Inc. (“LAFI”). In October 2017, DTLA commenced litigation in Los Angeles County Superior Court (Case #BC681251) against LAFI and David and Irina Vayntrub, who were the sole officers, directors, and members of LAFI, seeking to enforce its contract rights under the SCA. In January 2020, following more than a year of discovery, DTLA entered into a confidential settlement with the Vayntrubs, however, the case continued against LAFI. In April 2021, an Arbitrator overseeing the arbitration hearing issued a judgment in favor of DTLA and against LAFI (the “DTLA Judgment”). The DTLA Judgment awarded 49% of LAFI to DTLA as of November 2017, along with a share of any profits from November 2017. In January 2022, DTLA requested that the Arbitrator order the sale of LAFI to an independent third party in order to allow any judgment to be paid to DTLA. In August 2022, a receiver was appointed by the Court to assume control of LAFI. In April 2024, the sale of LAFI was completed by the receiver. As of July 10, 2024, it is doubtful, but still uncertain, as to whether DTLA will recover anything from the sale of LAFI.

ITEM 4. MINE SAFETY DISCLOSURES.

Not applicable.

PART II

~~Our~~The ~~shares~~Company’s of common stock ~~are~~is quoted on the OTCQB ~~market~~ under the symbol “FMHS.” ~~The following table shows the reported high and low closing bid prices per share for our common stock based on information provided by the~~ OTC ~~Markets. The over-the-counter market~~ quotations ~~set forth for our common stock~~ reflect inter-dealer prices, without retail mark-up, mark-down, or ~~commission~~commissions, and may not necessarily represent actual transactions.

Quarter Ended	Low		High
September 30, 2024 (1)	$	0.12	$	0.29
June 30, 2024	$	0.08	$	0.29
March 31, 2024	$	0.05	$	0.33
December 31, 2023	$	0.03	$	0.8
September 30, 2023	$	0.04	$	0.1
June 30, 2023	$	0.04	$	0.1
March 31, 2023	$	0.08	$	0.49
December 31, 2022	$	0.14	$	0.94
September 30, 2022	$	0.15	$	1.48
June 30, 2022	$	0.52	$	1.51
March 31, 2022	$	0.52	$	1.96

The following table sets forth, for the periods indicated, the high and low closing bid prices per share of the Company’s common stock as reported by OTC Markets:

(1)Through July 10, 2024, the date of this Report.

Quarter Ended	Low	High

Mar 31, 2023	$0.0801	$0.4980
Jun 30, 2023	$0.0410	$0.0999
Sep 30, 2023	$0.0351	$0.1000
Dec 31, 2023	$0.0320	$0.8000
Mar 31, 2024	$0.0512	$0.3300
Jun 30, 2024	$0.0840	$0.2869
Sep 30, 2024	$0.0780	$0.3900
Dec 31, 2024	$0.0306	$0.2173
Mar 31, 2025	$0.0002	$0.0400
Jun 30, 2025 (through June 20)	$0.0002	$0.0149

~~Our~~The Company’s common stock is ~~considered~~classified as a “penny stock” under ~~rules~~applicable ~~promulgated by the~~ SEC. ~~Under these~~ rules, ~~broker-dealers participating in transactions in these securities were subject to first deliver a risk disclosure document~~ which ~~describes~~may ~~risks~~adversely ~~associated~~affect ~~with~~liquidity ~~these stocks, broker-dealers’ duties, customers’ rights~~ and ~~remedies,~~increase ~~market~~transaction ~~and~~costs ~~other information, and make suitability determinations approving the customers~~ for ~~these stock transactions based on financial situation, investment experience and objectives~~investors. Broker-dealers must also disclose these restrictions in writing, provide monthly account statements to customers, and obtain specific written consent of each customer. With these restrictions, the likely effect of designation as a penny stock is to decrease the willingness of broker-dealers to make a market for the

113

stock, to decrease the liquidity of the stock and increase the transaction cost of sales and purchases of these stocks compared to other securities.

Holders of Common Stock

As of December 31, ~~2023~~2024, wethe Company had 17,~~325~~925,950 shares of common stock ~~issued and~~ outstanding, held by ~~134~~140 ~~stockholders~~record ofholders. ~~record~~These ~~and~~numbers ~~approximately~~remained ~~215~~unchanged ~~stockholders~~as inof ~~street~~June ~~name.~~20, 2025.

As of July 10, 2024, the date of this Report, we had 17,728,450 shares of common stock issued and outstanding, held by 134 stockholders of record and approximately 215 stockholders in street name.

Dividends and Share Repurchases

WeThe ~~have~~Company ~~not~~has ~~paid any dividends to stockholders and do~~ not ~~intend~~declared toor ~~pay~~paid ~~cash~~ dividends onand ~~its~~has ~~common stock for the foreseeable future. Any future determination related to dividend policy will be made at the discretion of our board of directors. Also, there are~~ no ~~restrictions~~plans ~~which would limit our ability~~ to ~~pay~~do ~~dividends on our Common Stock~~so.

Recent Sales of Unregistered Securities; Uses of Proceeds from Registered Securities

A·May ~~summary~~17, of2024: ~~the~~340,000 ~~Company’s~~Restricted ~~common~~Stock ~~stock~~Awards ~~transactions~~(RSAs) ~~during~~granted under the ~~year~~2021 ~~ended~~Omnibus ~~December~~Incentive ~~31, 2023 is as follows:~~Plan.

·~~The~~May ~~Company~~28, ~~granted~~2024: ~~Restricted Stock Awards of 250~~62,~~000~~500 shares ofissued ~~common~~for ~~stock~~cash ~~under~~proceeds ~~the~~of ~~Company’s 2021 Omnibus Incentive Plan to a Company director and a consultant~~$25,000.

As·July ~~a result of these transactions~~6, ~~the~~2024: ~~Company has 17~~187,~~325,950~~500 shares ofissued ~~common~~to ~~stock outstanding as of December 31~~Thrown, ~~2023~~LLC.

A·September ~~summary~~6, of2024: ~~the Company’s common stock transactions during the year ended December 31~~10,000 ~~2022~~RSAs ~~is as follows:~~granted.

~~·The~~Issuer ~~Company~~Purchases ~~sold 69,900 shares~~ of ~~common~~Equity ~~stock for cash proceeds of $59,415.~~ Securities

~~·The Company issued 193,500 shares of common stock for services rendered~~None. ~~The Company recorded an expense of $189,582 during the year ended December 31, 2022 based on the closing price of the Company’s common stock on the OTCQB market.~~

·The Company granted Restricted Stock Awards of 1,118,000 shares of common stock under the Company’s 2021 Omnibus Incentive Plan to Company officers, directors, and consultants.

As a result of these transactions, the Company has 17,075,950 shares of common stock outstanding as of December 31, 2022.

Subsequent to December 31, 2023, the Company had the following common stock transactions:

·The Company granted Restricted Stock Awards of 340,000 shares of common stock under the Company’s 2021 Omnibus Incentive Plan to Company officers, directors, and consultants.

·The Company sold 62,500 shares of common stock for cash proceeds of $25,000.

As a result of these transactions, the Company has 17,728,450 shares of common stock outstanding as of July 10, 2024, the date of these consolidated financial statements.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

Our officers and board of directors did not purchase shares in the open market during the years ended December 31, 2023 and 2022.

Stock Option Grants

WeNo ~~have not granted any~~ stock options were granted.

Registration Rights

~~There~~No ~~are no~~ registration rights asare ~~of July 10, 2024, the date of this Report~~outstanding.

Stock transfer agent

~~Our~~The ~~stock~~Company’s transfer agent is Securities Transfer Corporation, ~~2901~~located N.in ~~Dallas Parkway, Suite 380,~~ Plano, TXTexas ~~75093. Their phone number is~~ (~~469) 633-0101 and their website is~~ www.stctransfer.com).

ITEM 6. SELECTED FINANCIAL DATA.

As a “smaller reporting company,” we are not required to provide ~~the information required by~~ this ~~Item~~information.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

~~Item~~The 7.following ~~Management’s~~discussion ~~Discussion~~and analysis of our financial condition and ~~Analysis~~results of operations should be read in conjunction with our audited Consolidated Financial ~~Condition~~Statements and ~~Results~~related ofnotes ~~Operations~~included in this Annual Report on Form 10-K. This discussion contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those expressed or implied in these forward-looking statements due to various factors in our Form 10-K and other filings with the Securities and Exchange Commission.

Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is designed to provide a reader of the financial statements with a narrative report on our financial condition, results of operations, and liquidity. We use United States GAAP financial measures in the MD&A, unless otherwise noted. All the GAAP financial measures used by us in this report relate to the inclusion of financial information. This MD&A should be read in conjunction with the audited Financial Statements and notes thereto for the year ended December 31, 2023 and 2022 included under Item 8 in this Report. The MD&A contains forward-looking statements that involve risks and uncertainties, such as statements of our plans, objectives, expectations, and intentions. Our actual results could differ materially from those discussed in the forward-looking statements. See the cautionary language at the beginning of this Report regarding forward-looking statements. Overview

~~Corporate~~We ~~Overview~~are focused on integrating technology, IP, and consumer products- including beverages into our company in order to diversify into new revenue opportunities to augment our prior portfolio of intellectual property, and previous Web3 division. We launched the Web3 division in December 2021 to facilitate licensing opportunities between established wellness brands and holders of influential digital collectibles. Revenues from this initiative have been limited, and we have ceased pursuing this line of business to focus on other strategic opportunities. We do not currently expect to generate significant revenues from existing operations until such a strategic opportunity is completed.

WeOn ~~are~~September a10, ~~holding~~2024, ~~company~~we ~~with~~entered ~~multiple~~into ~~divisions~~a ~~dedicated~~Share toExchange ~~connecting~~Agreement ~~professionals~~(“SEA”) ~~and~~with ~~brands~~Thrown, inLLC ~~the~~(“Thrown”) ~~legal~~and ~~cannabis~~its ~~industry~~members. WeThrown ~~are~~is ~~built~~a onbeverage ~~two~~company ~~core~~and ~~competencies–trust~~its ~~and~~initial ~~connection.~~product ~~Our~~is ~~divisions~~Good ~~provide~~Game ~~solutions~~by ~~that~~T-Pain, ~~leverage~~a ~~our~~nootropic ~~trusted~~esports ~~brand~~beverage ~~and~~packaged ~~facilitate~~in ~~valuable~~2-ounce ~~connections~~servings. ~~across~~Under the ~~cannabis~~SEA, ~~industry.~~we Wewill ~~connect~~acquire all the ~~industry~~membership ~~through~~interests ~~multiple~~of ~~divisions~~Thrown ~~including~~in ~~the~~exchange ~~@420~~for ~~brand~~5,130,000 ~~and~~newly ~~@420~~issued ~~Twitter,~~shares ~~and~~of ~~the~~common ~~WeedClub® Platform~~stock. ~~Our~~This ~~@420~~represents ~~brand~~approximately ~~and~~25% ~~@420~~of ~~Twitter~~our ~~serve~~total asissued ~~trusted,~~and ~~influential~~outstanding ~~properties~~shares ~~that~~following ~~enable~~the closing of the ~~Company~~transaction. toAs ~~connect~~of June 20, ~~promote~~2025, ~~and~~the ~~advocate~~transaction ~~for~~has ~~the~~not ~~industry.~~closed, Weand ~~will~~discussions ~~continue~~with toThrown ~~serve~~management asare aongoing. ~~leading~~Reference ~~cannabis~~is ~~connection~~made ~~platform~~to Notes 3 and ~~branch~~13 ~~its~~in ~~well-known~~the ~~brand~~Consolidated ~~into~~Financial ~~the~~Statements ~~budding~~included ~~web3~~under ~~and~~Item ~~metaverse.~~8 in this Report.

On June 9, 2025, the Company entered into a non-binding term sheet with Ledgewood Holdings, LLC (“Ledgewood”), a multi-unit franchise operator with approximately $31 million in trailing twelve-month revenue, outlining a proposed acquisition through the issuance of up to 31,000,000 shares of the Company’s common stock. The contemplated transaction includes both time- and performance-based equity vesting, governance rights for Ledgewood, and monthly operating support contributions to the Company tied to Ledgewood’s revenue. The proposed structure also provides for Ledgewood’s continued operational control, subject to Farmhouse Board oversight on major decisions. The transaction remains subject to definitive documentation, completion of due diligence, Board approval, and resolution of outstanding secured indebtedness. There is no assurance that the acquisition will be completed on the proposed terms or at all. Reference is made to Note 13 in the Consolidated Financial Statements included under Item 8 in this Report.

~~Liquidity and Capital Resources~~5

~~Until~~Results such time we can raise additional capital or generate positive cash flow from operations, we will continue to be funded through short-term advances from the Company officers, borrowings under promissory notes and sales of restricted common stock under various offerings. We estimate we will need $2,500,000 in capital, after satisfying our debt obligations, to cover our ongoing expenses and to successfully market and expand our product offerings. This is only an estimate and may change as we receive feedback from customers and have a better feel of the demand and revenues from our new products. Both of these factors may change and we may not be able to raise the necessary capital and if we are able to, that it may not be at favorable rates. We intend to meet our cash requirements for the next 12 months equity financing, debt financing, or other sources, which may result in further dilution in the equity ownership of our shares. Operations

~~For~~Year ~~the~~Ended ~~years ended~~ December 31, ~~2023~~2024 ~~and~~Compared ~~2022,~~to weYear ~~generated~~Ended revenues of $15,227 and $10,261, respectively, and we reported net losses of $560,789 and $442,782, respectively. We had negative cash flow from operating activities of $83,454 and $270,895, respectively. As of December 31, 2023~~, we had an accumulated deficit of $6,305,488 and total shareholders’ deficit of $1,978,281.~~

~~Our~~Revenue. ~~auditors~~Revenue ~~have~~for ~~raised~~the ~~substantial~~year ~~doubt~~ended ~~regarding~~December ~~our~~31, ~~ability~~2024 towas ~~continue~~$4,154, ascompared ~~a going concern as a result of our historical recurring losses and negative cash flows from operations as well as our dependence on private equity and financing. We anticipate that we will continue~~ to ~~report losses and negative cash flow. To date~~$15,227 wefor ~~have financed our activities principally from~~ the ~~sale~~year ofended ~~common~~December ~~stock~~31, ~~loans and advances from Company officers, and loans from third parties~~2023. WeThe ~~intend~~decrease onwas ~~financing~~primarily ~~our~~due ~~future working capital needs from these sources until such time that funds provided by our operations are sufficient~~ to ~~fund our working capital requirements. We believe that~~ the ~~current cash on hand, loans and advances from~~ Company’s ~~officers,~~decision ~~funds~~to ~~raised~~discontinue ~~from~~its ~~the~~NFT ~~sale~~licensing ofbusiness ~~our~~during ~~common~~2024 ~~stock,~~after ~~and~~a ~~funds~~major ~~from~~customer ~~loans~~went ~~with~~out ~~third~~of ~~parties allows us sufficient capital for operations and to continue as a going concern~~business.

~~Related~~Operating ~~party~~Expenses. ~~matters~~Total operating expenses for the year ended December 31, 2024 were $410,668, compared to $517,843 for the year ended December 31, 2023, as shown below:

The terms of any transaction determined to be with related parties are presented to the board of directors (other than any interested director) for approval and documented in the corporate minutes. Cash advances are commonly provided by our officers for operating expenses and direct payment of Company expenses. Company officers were owed $28,958 and $44,882 as of December 31, 2023 and 2022, respectively, and is comprised of cash advances provided to the Company for operating expenses and direct payment of Company expenses by Company officers. During the year ended December 31, 2023, Company officers made cash advances of $10,761 and were repaid $26,685 of which $3,315 were paid with the Company’s credit card and $23,370 were cash payments. During the year ended December 31, 2022, Company officers were repaid $113,309 of which $18,102 were paid with the Company’s credit card and $95,207 were cash payments. The cash advances are non-interest bearing and are unsecured.

Year ended December 31,	2024		2023

Accounting and Professional Fees	$	124,032	$	181,751
Wages and Benefits		203,144		222,144
Consulting Fees		6,099		47,024
Public Company Related and Filing Fees		28,616		24,336
Other General and Administrative		48,777		42,588
	$	410,668	$	517,843

~~Company~~The ~~officers~~decreases ~~own approximately 43.2% of the Company as of December 31, 2023. We have agreed to indemnify Company officers for certain events or occurrences arising as a result of the officer or director serving~~ in ~~such~~accounting ~~capacity.~~and ~~Other~~professional ~~than the foregoing~~fees, ~~none~~wages ofand ~~the directors or executive officers of the Company~~benefits, ~~nor~~and ~~any~~consulting ~~person~~fees ~~who~~were ~~owned~~primarily ofattributable ~~record or was known~~ to ~~own~~significantly ~~beneficially~~lower ~~more~~stock-based ~~than~~compensation 5%expense ofrecorded ~~our~~in ~~outstanding~~2024 ~~shares~~compared ofto ~~common~~2023. ~~stock~~Public ~~has~~company-related ~~any~~and ~~material~~filing ~~interest~~fees, ~~direct~~as orwell ~~indirect,~~as inother ~~any~~general ~~transaction~~and ~~that~~administrative ~~has~~costs, ~~occurred~~remained ~~during~~relatively ~~the~~consistent ~~past~~between ~~fiscal year~~periods.

~~Litigation~~Interest ~~developments~~Expense. Interest expense increased slightly for the year ended December 31, 2024 to $55,954, compared to $51,243 for 2023. The increase was primarily due to interest accrued on additional borrowings during 2024.

InNet ~~August~~Loss. ~~2017,~~Net ~~the~~loss ~~Company’s~~for ~~subsidiary,~~the ~~DTLA,~~year ~~entered~~ended ~~into~~December a31, ~~Strategic~~2024 ~~Consulting~~was ~~Agreement~~$464,343, ~~(the~~compared ~~“SCA”)~~to ~~with~~$560,789 afor ~~medical~~2023. ~~marijuana~~The ~~growing,~~reduction ~~and~~in ~~retail~~net ~~company~~loss ~~that~~was ~~now~~primarily ~~goes~~driven by the ~~name~~decrease ~~Los~~in ~~Angeles~~operating expenses described above.

14Summary

~~Farmers~~Overall, ~~Inc. (“LAFI”). In October 2017, DTLA commenced litigation in Los Angeles County Superior Court (Case #BC681251) against LAFI and David and Irina Vayntrub, who were~~ the ~~sole~~Company's ~~officers,~~results ~~directors,~~for ~~and members of LAFI, seeking to enforce its contract rights under~~ the ~~SCA.~~year Inended ~~January~~December ~~2020~~31, ~~following~~2024 ~~more~~reflect ~~than~~ a ~~year of discovery, DTLA entered into a confidential settlement with the Vayntrubs, however, the case~~ continued ~~against~~focus ~~LAFI.~~on Inmanaging ~~April~~operating ~~2021,~~expenses anfollowing ~~Arbitrator overseeing~~ the ~~arbitration~~discontinuation ~~hearing issued a judgment in favor~~ of ~~DTLA and against LAFI (~~the ~~“DTLA~~NFT ~~Judgment”)~~licensing business. ~~The~~Revenue ~~DTLA~~decreased ~~Judgment~~due ~~awarded 49% of LAFI~~ to ~~DTLA~~the aswind-down of ~~November~~that ~~2017,~~division ~~along~~after ~~with~~ a ~~share~~major ofcustomer ~~any~~went ~~profits~~out ~~from~~of ~~November 2017. In January 2022~~business, ~~DTLA~~while ~~requested~~total ~~that~~operating ~~the~~expenses ~~Arbitrator~~declined ~~order~~year-over-year ~~the~~due ~~sale of LAFI~~ to anreduced ~~independent~~consulting ~~third~~and ~~party~~stock-based incompensation ~~order to allow any judgment to be paid to DTLA~~costs. InManagement ~~August~~continues ~~2022, a receiver was appointed by the Court~~ to ~~assume~~focus ~~control~~on ofmaintaining ~~LAFI.~~expense Indiscipline ~~April~~and ~~2024,~~exploring ~~the~~strategic ~~sale~~opportunities ~~of LAFI was completed by the receiver. As of July 10, 2024, it is doubtful, but still uncertain, as~~ to ~~whether~~enhance ~~DTLA~~stockholder ~~will recover anything from the sale of LAFI~~value.

~~Results of Operations~~6

~~Year~~Liquidity ~~ended~~and ~~December~~Capital ~~31, 2023 compared to the year ended December 31, 2022~~Resources

~~For~~The ~~the~~following ~~years~~discussion ~~ended~~summarizes ~~December~~our ~~31,~~liquidity ~~2023 and 2022~~position, weworking ~~generated~~capital ~~revenues of $15~~needs,~~227~~ and ~~$10,261,~~sources ~~respectively, an increase~~ of ~~approximately~~capital ~~$5,000.~~as ~~We generated two types~~ of ~~revenue for the years ended~~ December 31, ~~2023~~2024 and ~~2022, as follows:~~2023.

	Years ended December 31,
	2023		2022
Subscription fees	$	-	$	149
License fees		15,227		10,112
	$	15,227	$	10,261

Cash Flow and Working Capital

~~Subscription fees.~~ We ~~generated~~had ~~zero~~cash and cash equivalents of $~~149~~413 ~~subscription~~as ~~fees~~of ~~related~~December 31, 2024, compared to ~~the~~$0 ~~WeedClub~~as ~~portal~~of ~~for~~December ~~the~~31, ~~years~~2023. ~~ended~~Our working capital deficit was $2,334,745 as of December 31, ~~2023~~2024, ~~and~~compared ~~2022~~to $1,944,281 ~~respectively.~~as of December 31, 2023.

~~License~~We ~~revenues.~~continue Weto ~~recognized~~experience ~~license~~limited ~~revenues~~access ofto ~~$15,227~~capital and ~~$10,112~~expect ~~for~~that ~~the~~additional ~~years~~financing ~~ended~~will ~~December~~be ~~31,~~necessary ~~2023~~to ~~and~~fund ~~2022,~~our ~~respectively~~operations. ~~The~~Market ~~corresponding~~conditions ~~costs of revenues associated with license revenues was $6,930 and $3,806~~ for ~~the~~microcap ~~years~~companies ~~ended~~remain ~~December 31~~challenging, ~~2023~~making ~~and~~it ~~2022,~~difficult ~~respectively. We generate revenue from license fees in connection with NFT Art License Agreements, whereby the licensee is granted a limited license~~ to ~~use~~secure ~~one~~financing ofon ~~its~~favorable ~~licensed~~terms. ~~NFT’s~~Our ~~for~~history ~~the purpose~~ of ~~creating,~~operating ~~marketing,~~losses and ~~selling~~our ~~branded~~working ~~cannabis~~capital ~~and~~deficit ~~hemp~~raise ~~products~~substantial ~~and~~doubt ~~accessories.~~about Weour ~~recognize~~ability ~~license~~to ~~revenues~~continue oras ~~royalties~~a ~~when~~going ~~the~~concern. ~~subsequent~~Although ~~sale~~we ofare ~~the~~actively ~~cannabis~~seeking ~~and~~to ~~hemp~~obtain ~~products~~additional ~~and~~capital, ~~accessories~~there bycan ~~the~~be ~~licensee~~no ~~occurs.~~assurance ~~The~~that ~~amount~~such offinancing ~~license~~will ~~revenue~~be oravailable ~~royalties recognized is based~~ on aacceptable ~~percentage~~terms, ofor ~~the~~at ~~sales price of the licensee’s sales of its cannabis and hemp products and accessories~~all.

~~For~~Cash ~~the~~Flow ~~years~~from ~~ended~~Financing ~~December 31, 2023 and 2022, general and administrative expenses were $336,092 and $403,372, respectively, a decrease of approximately $67,600. Contributing factors to this decrease were:~~Activities

~~·Outside consulting fees decreased by approximately $42,300.~~ We ~~contracted~~have ~~with~~historically ~~six~~funded ~~advisors with experience in merger and acquisitions and to assist in expanding~~ our ~~NFT~~operations ~~licensing~~primarily ~~reach~~through torelated ~~licensees~~party ~~and California dispensaries. Together their non-cash~~advances, ~~stock-based~~private ~~fees were approximately $27~~placements,~~800~~ ~~for~~and the ~~year~~issuance ~~ended~~of ~~December~~debt ~~31,~~securities. ~~2023~~During ~~compared to approximately $65,500 for~~ the year ended December 31, ~~2022. In addition~~2024, ~~consulting~~we ~~fees~~completed ~~includes non-cash, stock-based fees to our independent director(s) for vesting of restricted stock award (“RSA”) of approximately $19,200 for~~ the ~~year~~following ~~ended~~funding ~~December 31, 2023 compared to approximately~~ transactions:

15·Received $25,000 in proceeds from the sale of common stock;

·Borrowed $2335,~~800~~567 ~~for~~on ~~the~~notes ~~year~~payable ~~ended~~from ~~December~~unrelated ~~31,~~third ~~2022.~~parties;

·~~Labor-related~~Borrowed ~~expenses decreased by approximately~~ $174,~~400,~~500 ~~due~~from toour ~~consultant~~Chief ~~who~~Executive ~~stopped~~Officer; working for the Company in May 2022. Labor-related expenses included recognizing approximately $38,000 in stock-based fees for the year ended December 31, 2023 compared to approximately $55,400 for the year ended December 31, 2022.and

·~~Public~~Borrowed ~~company related costs~~$41,758 ~~including~~through ~~OTC~~related ~~filing~~party ~~fees,~~debt ~~press releases~~ and ~~transfer~~short-term ~~agent costs decreased by approximately $2,100, due primarily to fewer press releases disseminated in the current year~~advances.

~~·Overall other general and administrative expenses~~Comparatively, ~~including~~during ~~website~~the ~~development,~~year ~~dues~~ended ~~and~~December ~~subscriptions~~31, ~~rent and office expenses and travel and entertainment decreased by approximately $5~~2023,~~800~~ ~~for~~we completed the ~~current~~following ~~year~~funding ~~period, generally due to spending constraints by management.~~ transactions:

~~For~~·Borrowed ~~the years ended December 31, 2023 and 2022, professional fees were~~ $~~181~~34,~~751~~000 ~~and~~on ~~$382,371,~~convertible ~~respectively,~~notes apayable ~~decrease~~from ofunrelated ~~approximately~~parties; ~~$200,600. Our professional fees the years ended December 31, 2023~~ and ~~2022 were comprised of the following:~~

	Years ended December 31,
	2023		2022
Legal	$	4,992	$	43,390
Accounting and audit		163,359		218,471
Other professional fees		13,400		120,510
	$	181,751	$	382,371

·Borrowed $10,761 through related party debt and short-term advances.

~~Legal.~~We ~~Legal~~also ~~expenses~~made ~~decreased~~repayments ~~overall~~of ~~by approximately~~ $3823,~~400~~370 ~~for~~on ~~the~~related ~~year~~party ~~ended~~borrowings ~~December~~during ~~31,~~ 2023 ~~compared to the year ended December 31, 2022~~. ~~Contributing factors to this decrease were:~~

~~·Legal~~Reference ~~fees~~is made to ~~our~~Notes ~~corporate~~5 and ~~securities~~6 ~~counsel~~in ~~firms~~the ~~decreased~~Consolidated byFinancial ~~approximately~~Statements ~~$1,100~~included under Item 8 of this Report.

~~·Legal~~Capital ~~fees~~Requirements ~~to our patent~~ and ~~trademark counsel decreased by approximately $200.~~ Outlook

~~·Fees~~We ~~incurred~~expect byto ~~Judicate~~require ~~West,~~additional ~~Planet~~financing ~~Depot~~to support our ongoing operations and ~~court~~strategic ~~reporting~~growth ~~related~~initiatives. toThese ~~our~~conditions ~~litigation~~continue ~~against~~to ~~LAFI~~raise ~~decreased~~substantial bydoubt ~~approximately~~about ~~$37,100,~~our ~~due~~ability to ~~winding~~continue ~~down~~as ofa ~~the~~going ~~active~~concern, ~~litigation.~~which ~~Reference~~ is ~~made~~dependent toupon ~~Note~~obtaining 9,sufficient ~~Litigation,~~capital to ~~the~~fund ~~interim~~operations ~~condensed~~and ~~consolidated~~ultimately ~~financial~~achieve ~~statements~~profitability. ~~included~~Management ~~under~~is ~~Item~~evaluating 1various infinancing ~~this~~alternatives, ~~Report.~~

Accounting and audit. Accounting and audit expenses decreased by approximately $55,100 for the year ended December 31, 2023 compared to the year ended December 31, 2022. Contributing factors to this increase were:7

~~·Audit~~including ~~and~~potential ~~accounting~~equity ~~fees~~or todebt ~~our~~offerings ~~independent~~and ~~public~~strategic ~~accounting~~partnerships. ~~firm~~If ~~increased~~we byare ~~approximately~~unable $1to obtain additional financing,~~500~~ ~~related~~we tomay ~~our~~be ~~annual~~required ~~fiscal~~to ~~year~~further ~~audit~~curtail ~~and~~or ~~quarterly~~cease ~~reviews~~operations.

~~·Accounting~~Subsequent ~~fees~~Event for our contracted CFO services decreased by approximately $57,500, which included approximately $70,000 in stock-based fees in the year ended December 31, 2023 compared to approximately $111,500 of stock-based fees recognized in the year ended December 31, 2022. The CFO monthly fees are $4,000, which is accrued and not paid. Financing

~~·Accounting~~Subsequent ~~fees~~to ~~for~~December ~~our~~31, ~~outside~~2024, ~~bookkeeping~~we ~~services~~raised ~~increased~~additional bycapital ~~approximately~~through ~~$900.~~ the issuance of Convertible Notes as follows:

~~Other professional fees. Other professional fees decreased by approximately~~ ·$~~107~~10,~~100~~000 ~~for~~issued ~~the year ended December 31, 2023 compared~~ to ~~the~~an ~~year~~unrelated ~~ended~~individual ~~December~~on ~~31,~~February ~~2022 due to a decrease in fees to our contracted software engineers and developers of our software technology platforms. Professional fees included approximately $11~~24,~~400~~ ~~in stock-based fees in the year ended December 31, 2023 compared to approximately $114,500 of stock-based fees recognized in the year ended December 31, 2022~~2025.

16·$61,000 issued to an unrelated individual on March 18, 2025, consisting of $35,000 in new cash proceeds and $26,000 converted from a previously accrued liability for services rendered.

~~Other~~·$25,000 ~~(income)~~issued ~~and~~to ~~expenses~~an ~~for~~unrelated ~~the~~individual ~~years~~on ~~ended~~April ~~December 31~~16, ~~2023 and 2022 were as follows:~~2025.

	Years ended December 31,
	2023		2022
Gain on sale of domain name	$	-	$	(165,000)
Investment income		-		(225,000)
Interest expense		51,243		53,150
	$	51,243	$	336,850

·$25,000 issued to the spouse of a Company director on April 18, 2025. This note was issued on the same terms as those offered to unaffiliated investors and was executed on an arm’s length basis.

~~Gain on sale of domain name. During the year ended December 31~~·$12,500 ~~2022,~~issued ~~we sold our domain name “blunt.com”~~ to an ~~unaffiliated~~unrelated ~~party~~individual ~~for~~on ~~$165~~April 21,~~000,~~ ~~which was recorded as other income~~2025.

~~Investment income. During the year ended December 31~~·$12,500 ~~2022,~~issued weto ~~executed~~an aunrelated ~~Litigation~~individual ~~Funding~~on ~~Agreement~~April ~~with Legalist~~28, ~~whereby Legalist provided $225,000 of funding, which was recorded as investment income~~2025.

~~Interest~~Reference ~~expense.~~is ~~Interest~~made ~~expense~~to ~~decreased~~Note by13 ~~approximately~~in ~~$1,900~~the Consolidated Financial Statements included under Item 8 in this Report for further detail on the ~~year~~terms ~~ended~~of ~~December~~the ~~31,~~convertible ~~2023~~notes. ~~compared~~Proceeds tofrom the ~~year~~Offering ~~ended~~are ~~December~~being ~~31,~~used ~~2022,~~for ~~due~~general tocorporate ~~one~~purposes, ~~loan~~including ~~payoff~~working incapital ~~the~~and ~~current~~operational ~~year~~expenses. These financings are not expected to materially change our financial condition.

~~Overall,~~Contractual ~~for the year ended December 31, 2023, we reported a net loss of $560,789 compared to a net loss of $442,782 for the year ended December 31, 2022.~~ Obligations

~~Non-GAAP~~As ~~Adjusted~~a ~~Net~~smaller ~~Loss~~reporting company, we are not required to provide this information.

~~The~~Off ~~following~~Balance ~~table~~Sheet reflects the reconciliation of net loss to Adjusted Net Loss for the year ended December 31, 2023 and 2022. This is a non-GAAP measurement of earnings and considers the stock-related compensation expense for services rendered by consultants and professionals for the comparable years. Management considers this non-GAAP measurement of earnings important to investors and other interested parties to evaluate our performance on a comparable basis.Arrangements

	Years ended December 31,
	2023		2022
Net loss as reported	$	560,789	$	442,782
Less: Stock-based fees		(166,424)		(370,694)
Adjusted Net Loss	$	394,365	$	72,088

We have no off-balance sheet arrangements material to our financial condition, operations, or liquidity.

~~Adjusted~~Cash ~~Net~~and ~~Loss~~Cash should only be viewed in conjunction with our reported financial results or other financial information prepared in accordance with accounting principles generally accepted in the United States, or “GAAP.”Equivalents

17We consider all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. We had no cash equivalents as of December 31, 2024 and 2023.

~~Cash~~Critical ~~Flows~~Accounting Policies and Estimates

~~The~~Reference ~~following~~is ~~table~~made ~~summarizes~~to ~~the~~Note ~~sources~~2 ~~and~~in ~~uses~~the ofConsolidated ~~cash~~Financial ~~for~~Statements ~~the~~included ~~years~~under ~~ended~~Item ~~December~~8 ~~31,~~in ~~2023~~this ~~and 2022, respectively:~~Report.

	Years ended December 31,
	2023		2022
Net cash used in operating activities	$	(83,454)	$	(270,895)
Net cash provided by (used in) investing activities		-		390,000
Net cash provided by (used in) financing activities		21,391		(60,822)
Net increase (decrease) in cash and cash equivalents	$	(62,063)	$	58,283

~~Year~~Recently ~~ended~~Adopted ~~December~~Accounting 31, 2023. Operating activities used $83,454 of cash, primarily resulting from our net loss for the year ended December 31, 2023 of $560,789 offset by non-cash stock-based fees issued for services rendered by consultants and professionals of $166,424 and increases in accounts payable, accrued legal fees, accrued payroll and other accrued liabilities. There were no investing activities for the year ended December 31, 2023. Financing activities provided net cash of $21,391 from borrowings on notes payable of $34,000 and from related parties of $10,761. These were offset by repayment of related party debt and short-term advances of $23,370.Pronouncements

~~Year~~Reference ~~ended~~is ~~December~~made ~~31,~~to ~~2022.~~Note ~~Operating~~2 activities used $270,895 of cash, primarily resulting from our net loss for the year ended December 31, 2023 of $442,782, investment income of $225,000, a gain on the sale of a domain name of $165,000, and a decrease in accrued legal fees offset by non-cash stock-based fees issued for services rendered by consultants and professionals of $370,694 and increases in accrued payroll and other accrued liabilities. Investing activities provided $390,000 of cash for the ~~year~~Consolidated ~~ended~~Financial ~~December~~Statements ~~31,~~included ~~2023~~under ~~resulting~~Item ~~from~~8 proceeds of $165,000 from the sale of a domain name and a Litigation Funding Agreement with Legalist, whereby Legalist provided $225,000 of funding which is effectively proceeds from the Company’s investment in ~~LAFI.~~this ~~Financing activities consisted of $59,415 in proceeds from the sale of common stock and $7,620 of borrowings on notes payable~~Report. ~~These were offset by repayment of related party debt and short-term advances of $127,857.~~

Contractual Obligations

We qualify as a smaller reporting company, as defined by Item 10 of Regulation S-K and, thus, are not required to provide the information required by this Item.

Off Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or capital resources that is material to investors.

Cash and Cash Equivalents

We consider all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents were $0 and $62,063 as of December 31, 2023 and 2022, respectively.

Critical Accounting Policies and Estimates

Reference is made to Note 2, Summary of Significant Accounting Policies, to the Consolidated Financial Statements included under Item 8 in this Report.

Recently Adopted Accounting Pronouncements

Reference is made to Note 2, Summary of Significant Accounting Policies, to the Consolidated Financial Statements included under Item 8 in this Report.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not applicable.

199

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

~~FARMHOUSE,~~The ~~INC.~~Company’s ~~AND~~audited ~~SUBSIDIARY~~consolidated financial statements and related notes are set forth below:

CONSOLIDATED FINANCIAL STATEMENTS

	Page
Report of Independent Registered Public Accounting Firm (PCAOB ID: 6258)	F-2
Consolidated Balance Sheets	F-4
Consolidated Statements of Operations	F-5
Consolidated Statements of Changes in Stockholders’ Deficit	F-6
Consolidated Statements of Cash Flows	F-7
Notes to the Consolidated Financial Statements	F-8

DECEMBER 31, 2023 AND 2022

Page

Report of Independent Registered Public Accounting Firm (PCAOB ID: 6258)F-2

Consolidated Financial Statements

Consolidated Balance SheetsF-3

Consolidated Statements of OperationsF-4

Consolidated Statements of Changes in Stockholders' Equity (Deficit) F-5

Consolidated Statements of Cash FlowsF-6

Notes to the Consolidated Financial StatementsF-7

F-1

Report of Independent Registered Public Accounting Firm

~~Report~~Board of ~~Independent~~Directors ~~Registered~~and ~~Public Accounting Firm~~Shareholders

~~To the Board of Directors and Shareholders of~~ Farmhouse, Inc.

Opinion on the Financial Statements

We have audited the accompanying balance sheets of Farmhouse, Inc. as of December 31, ~~2023~~2024 and ~~2022~~2023, and the related statements of operations, stockholders’ deficit, and cash flows for each of the two years in the period ended December 31, ~~2023~~2024, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of Farmhouse, Inc. as of December 31, ~~2023~~2024 and ~~2022~~2023, and the results of its operations and its cash flows for each of the two years in the period ended December 31, ~~2023~~2024, in conformity with accounting principles generally accepted in the United States of America.

Going Concern

The accompanying financial statements have been prepared assuming that the entity will continue as a going concern. As discussed in Note 1 to the financial statements, the 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 financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

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

F-2

principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the ~~board~~audit ofcommittee ~~directors~~ and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters.

/s/ Mac Accounting Group & CPAs, LLP

We have served as Farmhouse, Inc.’s auditor since 2018.

Midvale, Utah

~~July~~June 1020, ~~2024~~ 2025

F-2

FARMHOUSE, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
	December 31,
	2023		2022
ASSETS
Current assets:
Cash and cash equivalents	$	-	$	62,063
Accounts receivable		4,170		-
Prepaid expenses		3,990		3,810
Total current assets		8,160		65,873
Total assets	$	8,160	$	65,873
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable	$	45,435	$	11,181
Accrued legal fees		387,501		348,137
Accrued payroll and payroll taxes		1,129,752		945,608
Accrued liabilities		204,050		156,050
Accrued interest payable		61,745		48,931
Convertible notes payable		45,000		45,000
Notes payable		50,000		50,000
Due to related parties		28,958		44,882
Total current liabilities		1,952,441		1,649,789
Long-term liabilities:
Convertible notes payable, long-terms		34,000		-
Total long-term liabilities		34,000		-
Total liabilities		1,986,441		1,649,789
Stockholders’ deficit:
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, no shares issued and outstanding		-		-
Common stock, $0.0001 par value; 295,000,000 shares authorized, 17,325,950 and 17,075,950 shares issued and outstanding, respectively		1,733		1,708
Additional paid-in capital		4,325,474		4,159,075
Accumulated deficit		(6,305,488)		(5,744,699)
Total stockholders’ deficit		(1,978,281)		(1,583,916)
Total liabilities and stockholders’ deficit	$	8,160	$	65,873
The accompanying notes are an integral part of these consolidated financial statements

F-3

FARMHOUSE, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
CONSOLIDATED BALANCE SHEETS
For the years ended December 31,
	December 31,
	2023		2022
	2024		2023
REVENUES
ASSETS
Net revenues	$	15,227	$	10,261
Current assets:
Costs of revenues		(6,930)		(3,806)
Cash and cash equivalents	$	413	$	-
Gross margin		8,297		6,455
Accounts receivable		-		4,170
OPERATING EXPENSES
Prepaid expenses		4,200		3,990
General and administrative		336,092		403,372
Total current assets		4,613		8,160
Professional fees		181,751		382,371
Deposit on Investment		26,175		-
Depreciation and amortization		-		94
Total assets	$	30,788	$	8,160
Impairment of intangible assets		-		250
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Total operating expenses		517,843		786,087
Current liabilities:
LOSS FROM OPERATIONS		(509,546)		(779,632)
Accounts payable	$	59,701	$	45,435
OTHER INCOME (EXPENSE):
Accrued legal fees		425,625		387,501
Gain on sale of domain name		-		165,000
Accrued payroll and payroll taxes		1,313,896		1,129,752
Investment income		-		225,000
Accrued liabilities		37,946		34,050
Interest expense		(51,243)		(53,150)
Accrued interest payable		79,226		61,745
Total other income (expense)		(51,243)		336,850
Convertible notes payable, in default		45,000		45,000
NET LOSS BEFORE INCOME TAXES		(560,789)		(442,782)
Notes payable, $50,000 in default		85,567		50,000
Income tax expense		-		-
Due to related parties		292,397		198,958
NET LOSS	$	(560,789)	$	(442,782)
Total current liabilities		2,339,358		1,952,441
BASIC AND DILUTED NET LOSS PER SHARE	$	(0.03)	$	(0.03)
Long-term liabilities:
BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING		17,130,160		16,376,154
Convertible notes payable, long-term		34,000		34,000
Total long-term liabilities		34,000		34,000
Total liabilities		2,373,358		1,986,441
Commitments and contingencies		-		-
Stockholders’ deficit:
Preferred stock; $0.0001 par value, 5,000,000 shares authorized, no shares issued and outstanding as of December 31, 2024 and 2023		-		-
Common stock; $0.0001 par value, 295,000,000 shares authorized, 17,925,950 and 17,325,950 shares issued and outstanding as of December 31, 2024 and 2023, respectively		1,793		1,733
Additional paid-in capital		4,425,468		4,325,474
Accumulated deficit		(6,769,831)		(6,305,488)
Total stockholders’ deficit		(2,342,570)		(1,978,281)
Total liabilities and stockholders’ deficit	$	30,788	$	8,160
The accompanying notes are an integral part of these consolidated financial statements

F-4

FARMHOUSE, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT
CONSOLIDATED STATEMENTS OF OPERATIONS
For the years ended December 31, 2023 and 2022
For the years ended December 31,
	Common Stock							Accumulated
	2024			2023
	Shares		Par Value			Paid-in Capital		Deficit		Total
REVENUES
Balance at December 31, 2021	15,694,550		$	1,570		$	3,729,104		(5,301,917)		(1,571,243)
Revenues	$	4,154		$	15,227
Common stock sold	69,900			7			59,408		-		59,415
Costs of revenues		(1,875)			(6,930)
Common stock issued for Restricted Stock Award	1,118,000			112			(112)		-		-
Gross margin		2,279			8,297
Stock-based compensation on RSA's vested	-			-			181,112		-		181,112
OPERATING EXPENSES
Common stock issued for services	193,500			19			189,563		-		189,582
General and administrative		286,636			336,092
Net loss	-			-			-		(442,782)		(442,782)
Professional fees		124,032			181,751
Balance at December 31, 2022	17,075,950			1,708			4,159,075		(5,744,699)		(1,583,916)
Total operating expenses		410,668			517,843
Common stock issued for Restricted Stock Award	250,000			25			(25)		-		-
LOSS FROM OPERATIONS		(408,389)			(509,546)
Stock-based compensation on RSA's vested	-			-			166,424		-		166,424
OTHER INCOME (EXPENSE):
Net loss	-			-			-		(560,789)		(560,789)
Interest expense		(55,954)			(51,243)
Balance at December 31, 2023	17,325,950		$	1,733		$	4,325,474		(6,305,488)		(1,978,281)
Total other income (expense)		(55,954)			(51,243)
The accompanying notes are an integral part of these consolidated financial statements
NET LOSS	$	(464,343)		$	(560,789)
BASIC AND DILUTED NET LOSS PER SHARE	$	(0.03)		$	(0.03)
BASIC AND DILUTED WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING		17,669,080			17,130,160
The accompanying notes are an integral part of these consolidated financial statements

F-5

FARMHOUSE, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
CONSENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT
For the years ended December 31,
For the years ended December 31, 2024 and 2023
	2023			2022
	Common Stock							Accumulated
CASH FLOWS FROM OPERATING ACTIVITIES:
	Shares		Par Value			Paid-in Capital		Deficit		Total
Net loss	$	(560,789)		$	(442,782)
Balance at December 31, 2022	17,075,950		$	1,708		$	4,159,075	$	(5,744,699)	$	(1,583,916)
Adjustments to reconcile net income (loss) to net cash used by operating activities:
Common stock issued for Restricted Stock Awards	250,000			25			(25)		-		-
Depreciation and amortization		-			94
Stock-based compensation on RSA's vested	-			-			166,424		-		166,424
Stock issued for services		-			189,582
Net loss	-			-			-		(560,789)		(560,789)
Stock-based compensation on RSA's vested		166,424			181,112
Balance at December 31, 2023	17,325,950			1,733			4,325,474		(6,305,488)		(1,978,281)
Impairment of intangible assets		-			250
Common stock sold	62,500			6			24,994		-		25,000
Investment income		-			(225,000)
Common stock issued for Restricted Stock Awards	350,000			35			(35)		-		-
Gain on sale of domain name		-			(165,000)
Deposit on Investment	187,500			19			26,156		-		26,175
Changes in operating assets and liabilities:
Stock-based compensation on RSA's vested	-			-			48,879		-		48,879
Accounts receivable		(4,170)			-
Net loss	-			-			-		(464,343)		(464,343)
Prepaid expenses		(180)			(60)
Balance at December 31, 2024	17,925,950		$	1,793		$	4,425,468	$	(6,769,831)	$	(2,342,570)
Accounts payable		30,939			(16,421)
The accompanying notes are an integral part of these consolidated financial statements
Accrued legal fees		39,364			(42,930)
Accrued payroll and payroll taxes		184,144			184,145
Accrued liabilities		48,000			55,254
Accrued interest payable		12,814			10,861
Net cash used in operating activities		(83,454)			(270,895)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from the sale of domain name		-			165,000
Settlement from equity security investment		-			225,000
Net cash provided by (used in) investing activities		-			390,000
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from sale of common stock		-			59,415
Proceeds from borrowings on Note Payable		-			7,620
Proceeds from borrowings of convertible notes payable, long-term		34,000			-
Proceeds from related party debt and short-term advances		10,761			-
Repayment of borrowings on Note Payable		-			(32,650)
Repayment of related party debt and short-term advances		(23,370)			(95,207)
Net cash provided by (used in) financing activities		21,391			(60,822)
NET CHANGE IN CASH		(62,063)			58,283
CASH AT BEGINNING OF PERIOD		62,063			3,780
CASH AT END OF PERIOD	$	-		$	62,063
NONCASH INVESTING AND FINANCING ACTIVITIES
Repayment of related party short-term advances with credit card		3,315			18,102
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest	$	-		$	1,253
Income taxes	$	-		$	-
The accompanying notes are an integral part of these consolidated financial statements

F-6

FARMHOUSE, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the years ended December 31,

	2024		2023

CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(464,343)	$	(560,789)
Adjustments to reconcile net income (loss) to net cash used by operating activities:
Stock-based compensation on RSA's vested		48,879		166,424
Changes in operating assets and liabilities:
Accounts receivable		4,170		(4,170)
Prepaid expenses		(210)		(180)
Accounts payable		13,099		30,939
Accrued legal fees		38,124		39,364
Accrued payroll and payroll taxes		184,144		184,144
Accrued liabilities		3,896		-
Accrued liabilities related party		48,000		48,000
Accrued interest payable		17,481		12,814
Accrued interest payable to related party		348		-
Net cash used in operating activities		(106,412)		(83,454)

CASH FLOWS FROM INVESTING ACTIVITIES:		-		-

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from sale of common stock		25,000		-
Proceeds from borrowings on note payable		35,567		-
Proceeds from borrowings on note payable from related party		4,500		-
Proceeds from borrowings of convertible notes payable		-		34,000
Borrowings from related party debt and short-term advances		41,758		10,761
Repayment of related party debt and short-term advances		-		(23,370)
Net cash provided by financing activities		106,825		21,391

NET CHANGE IN CASH		413		(62,063)
CASH AT BEGINNING OF PERIOD		-		62,063
CASH AT END OF PERIOD	$	413	$	-

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest	$	-	$	-
Income taxes	$	-	$	-

NON-CASH INVESTING AND FINANCING ACTIVITIES:
Repayment of related party advances with personal charges on the Company credit card	$	1,167	$	3,315
Shares issued for deposit on investment	$	26,175	$	-

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

F-7

FARMHOUSE, INC. AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, ~~2023~~2024 and ~~2022~~2023

NOTE 1 – ORGANIZATION AND OPERATIONS

~~Organization~~Farmhouse, Inc. (the “Company”) is a Nevada corporation focused on technology and brand development. The Company operates through its wholly owned subsidiaries, including Farmhouse Washington and Farmhouse DTLA, Inc., and holds a portfolio of intellectual property assets, including domains and assorted trademarks.

The Company was originally incorporated in ~~June~~ 2013 asand ~~Somerset~~has ~~Transition~~undergone ~~Corporation~~several ~~under~~name ~~the Oklahoma General Corporation Act. In September 2013, the Company was redomesticated in Maryland~~ and ~~changed~~domicile ~~its name to Somerset Property~~changes, ~~Inc.~~most Inrecently ~~July~~adopting ~~2017,~~ the ~~Company~~Farmhouse ~~was~~name ~~redomesticated~~ in ~~Nevada~~2019 ~~and~~following ~~changed~~the ~~its~~acquisition ~~name~~of toFarmhouse ~~Revival, Inc~~Washington. InThe ~~June~~financial ~~2019,~~statements ~~the~~represent ~~Company~~a ~~changed~~continuation ~~its~~of ~~name to~~ Farmhouse Washington, ~~Inc.~~adjusted to reflect ~~its~~the ~~new~~capital ~~business~~structure ~~endeavors.~~of the parent.

InThe ~~August~~Company ~~2019,~~previously ~~the~~pursued ~~Company~~Web3 ~~acquired~~licensing ~~Farmhouse~~initiatives, ~~Inc.,~~which ahave ~~Washington~~since ~~corporation~~been ~~(“Farmhouse Washington”) as its wholly owned subsidiary (the “Acquisition”)~~discontinued. ~~The~~It ~~financial~~is ~~statements~~currently offocused ~~the~~on ~~Company~~strategic ~~are~~acquisitions ~~the continuation of Farmhouse Washington with the adjustment~~ to ~~reflect~~leverage ~~the~~its ~~capital~~public ~~structure~~company ofplatform ~~the~~and ~~Company.~~enhance ~~The~~shareholder ~~consolidated financial statements also includes Farmhouse DTLA, Inc~~value.~~, a wholly owned subsidiary of Farmhouse Washington (“DTLA”). DTLA is party to certain litigation. See Note 9.~~

~~Current~~Share ~~Operations~~Exchange Agreement with Thrown, LLC

~~The~~In ~~Company~~alignment ~~is a technology company~~ with ~~multiple~~this ~~cannabis~~strategic ~~related~~shift, ~~divisions~~on ~~and~~September IP10, ~~including~~2024, the ~~WeedClub®~~Company ~~Platform,~~entered ~~the~~into ~~@420~~a ~~Twitter~~Share ~~handle~~Exchange ~~and~~Agreement a(“SEA”) ~~Web3~~with ~~division.~~Thrown, ~~The~~LLC ~~WeedClub®~~(“Thrown”) ~~Platform~~and its members. Thrown is a ~~cannabis~~beverage ~~social~~company ~~network~~and ~~platform~~its ~~that~~initial ~~enables~~product ~~industry~~is ~~professionals~~Good toGame ~~connect~~by T-Pain, ~~discover~~a ~~products~~nootropic ~~and~~esports ~~services~~beverage ~~and~~packaged ~~scale~~in ~~their~~2-ounce ~~businesses~~servings. ~~Within~~Under the ~~WeedClub® Platform~~SEA, ~~members~~the ~~utilize~~Company anwill ~~increasing~~acquire ~~set~~all the membership interests of ~~technology-based~~Thrown ~~tools~~in exchange for ~~discovering~~5,130,000 ~~professional~~newly ~~connections~~issued ~~and~~shares ~~information~~of common stock. ~~The~~This represents approximately 25% of the Company’s ~~@420~~total ~~Twitter~~issued ~~handle~~and ~~serves~~outstanding asshares afollowing ~~public~~the ~~platform~~closing toof ~~engage~~the ~~with cannabis enthusiasts~~transaction. ~~The~~As ~~Company’s~~of ~~Web3~~June ~~division~~20, ~~launched~~2025, inthe ~~December~~date ~~2021,~~of ~~facilitates~~this ~~licensing~~report, ~~opportunities~~the ~~between~~transaction ~~established~~has ~~cannabis~~not ~~brands~~closed, and ~~influential~~discussions ~~digital~~with ~~collectible~~Thrown ~~holders~~management toare ~~launch~~ongoing. ~~digital~~See ~~collectible~~Notes ~~branded~~3 ~~products~~ and ~~accessories~~13.

~~Subsequent~~Proposed toAcquisition ~~December 31, 2023, the Company executed a non-binding Memorandum~~ of ~~Understanding~~Ledgewood ~~for a proposed acquisition of all membership interests of Thrown~~Holdings, LLC, a joint venture beverage firm led by T-Pain, the Grammy Award-winning artist, professional gamer, and entrepreneur. Thrown’s premier product, T-Pain’s GamerShot, is a zero-crash, focus-enhancing functional esports beverage, featuring a proprietary Nootropic Energy Blend and conveniently packaged in 2-ounce servings. See Note 14.

On June 9, 2025, the Company entered into a non-binding term sheet with Ledgewood Holdings, LLC (“Ledgewood”), a multi-unit franchise operator with approximately $31 million in trailing twelve-month revenue. The term sheet contemplates the acquisition of Ledgewood by the Company through the issuance of up to 31,000,000 shares of the Company’s common stock. The term sheet is non-binding and subject to the execution of definitive agreements, and accordingly, as of June 20, 2025, the date of this report, there can be no assurance that the transaction will be consummated on the terms proposed or at all. See Note 13.

Going Concern and Management Plans

The accompanying audited consolidated financial statements have been ~~presented~~prepared onassuming the ~~basis~~Company ~~that~~will ~~the~~continue ~~Company~~as is a going concern ~~which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business~~. For the year ended December 31, ~~2023~~2024, the Company ~~had~~incurred a net loss ~~from operations~~ of $~~509~~464,~~546,~~343 ~~consisting of general~~ and ~~administrative and legal and professional expenses. In addition, as of December 31, 2023, the Company~~ had a stockholders’ deficit of $12,~~978~~342,~~281~~570. These ~~factors~~conditions raise substantial doubt about the Company’s ability to continue as a going concern. ~~These~~within ~~consolidated~~one ~~financial~~year ~~statements~~after dothe ~~not~~date ~~include~~these ~~any~~financial ~~adjustments~~statements ~~that~~are ~~might result from the outcome of this uncertainty~~issued.

The Company has financed its activities principally from the sale of its common stock, loans and advances from Company officers, and loans from third parties. The Company intends to finance its future working capital needs from these sources until such time that funds provided by operations are sufficient F-8

~~F-7~~FARMHOUSE, INC. AND SUBSIDIARY

toNOTES ~~fund~~TO ~~working~~CONSOLIDATED ~~capital~~FINANCIAL requirements. Management believes that loans and advances from Company officers, funds raised from the sale of its common stock, and funds raised from loans with third parties allow the Company sufficient capital for operations and to continue as a going concern.STATEMENTS

~~NOTE~~December ~~2—SUMMARY~~31, OF2024 ~~SIGNIFICANT~~and ~~ACCOUNTING POLICIES~~2023

~~This~~Management ~~summary~~intends ofto ~~significant~~address ~~accounting~~this ~~policies~~uncertainty isthrough ~~presented~~continued tofinancing ~~assist~~from ~~the~~officer ~~reader~~loans, inthird-party ~~understanding~~borrowings, and ~~evaluating~~equity ~~the~~sales. ~~Company’s~~While ~~consolidated~~no ~~financial~~assurance ~~statements.~~can ~~These~~be ~~accounting~~given, ~~policies~~management ~~conform~~believes tothese ~~Generally~~sources ~~Accepted~~will ~~Accounting~~provide ~~Principles~~sufficient ~~(“GAAP”)~~liquidity ~~and~~to ~~have~~support ~~been~~operations ~~consistently applied~~ in the ~~preparation~~near ~~of these consolidated financial statements~~term.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying audited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), as issued by the Financial Accounting Standards Board (“FASB”). References to the “ASC” refer to the Accounting Standards Codification established by FASB

Principals of Consolidation

The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Farmhouse Washington and DTLA (together, the “Company”). All ~~inter-company~~intercompany balances and transactions have been eliminated in consolidation.

Financial Statement Reclassification

Certain amounts from the prior year’s financial statements have been reclassified in these consolidated financial statements to conform to the current year’s classifications.

Cash and Cash Equivalents

Cash and cash equivalents as of December 31, 2023 and 2022 included cash in banks. The Company considers all highly liquid instruments with maturity dates within 90 days at the time of issuance to be cash equivalents.

Use of Estimates

The preparation of ~~these consolidated~~ financial statements in ~~conformity~~accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, ~~and~~ liabilities, ~~and~~revenue, ~~disclosure~~expenses, ~~of contingent assets~~ and ~~liabilities~~related disclosures at the date of ~~these~~the consolidated financial statements. ~~and~~Significant ~~the~~estimates ~~reported~~include, ~~amounts~~but are not limited to, convertible debt, valuation of ~~revenue~~deferred tax assets and ~~expenses~~any ~~for~~related ~~the~~valuation ~~reporting~~allowances, ~~period~~contingent assets and liabilities, and valuation of stock-based compensation awards. Actual results could materially differ from those estimates.

~~Concentrations of Credit Risk~~Reclassifications

~~Financial~~Certain ~~instruments~~amounts ~~that~~in ~~potentially~~prior ~~subject~~periods ~~the~~have ~~Company~~been reclassified to ~~concentrations~~conform ofto ~~credit~~the ~~risk~~current ~~consist~~period ~~principally~~presentation. ofSuch ~~cash~~reclassifications ~~and~~had ~~accounts~~no ~~receivable~~impact ason ofpreviously ~~December~~reported ~~31,~~net ~~2023.~~income ~~The~~or ~~Company~~stockholders’ ~~places its cash with high credit quality financial institutions~~equity.

Cash and Cash Equivalents

Cash and cash equivalents consist of cash deposits held in checking and savings accounts with financial institutions and other highly liquid investments that are readily convertible to known amounts of cash with original maturities of three months or less at the time of purchase. The Company had no cash equivalents as of December 31, 2024 and 2023.

Accounts Receivable

~~Revenues~~Accounts ~~that have been recognized but not yet received are recorded as accounts~~ receivable. ~~Losses~~represent ~~on receivables will be recognized when it is more likely than not that a receivable will not be collected. An allowance for estimated uncollectible~~ amounts ~~will~~due befrom ~~recognized~~customers toin ~~reduce~~ the ~~amount~~ordinary course of ~~receivables~~business toand ~~its~~are ~~net~~recorded ~~realizable~~at ~~value.~~the ~~The~~invoiced ~~need for an allowance for uncollectible amounts is evaluated quarterly~~amount. NoAccounts ~~allowance~~receivable ~~for~~do ~~doubtful~~not ~~accounts~~bear ~~was~~interest ~~considered~~and ~~necessary~~are aspresented ~~of December 31, 2023 and 2022.~~

One customer accounted for the entire accounts receivable balance as of December 31, 2023.

F-8

Fair Value of Financial Instruments

The Company accounts for certain assets and liabilities at fair value. The hierarchy below lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. The Company categorizes each of their fair value measurements in one of these three levels based on the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities,

Level 2 Quoted prices in markets that are not considered to be active or financial instruments without quoted market prices, but for which all significant inputs are observable, either directly or indirectly, or

Level 3 Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, prepaid expenses, accounts payable and accrued expenses, convertible notes payable, notes payable, and amounts due to related parties. The carrying amounts of these financial instruments are stated at cost which approximates fair value.

Revenue Recognition

In accordance with ASC No. 606, Revenue Recognition, the Company recognizes revenue from product sales or services rendered when the following five revenue recognition criteria are met: identify the contract with the client, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to performance obligations in the contract and recognize revenues when or as the Company satisfies a performance obligation. During the years ended December 31, 2023 and 2022, the Company generated two types of revenue, including:

F-9

~~Revenues generated during the years ended December 31~~FARMHOUSE, ~~2023~~INC. ~~and~~AND ~~2022 were as follows:~~SUBSIDIARY

	December 31,
	2023		2022
Subscription fees	$	-	$	149
License revenues		15,227		10,112
	$	15,227	$	10,261

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

~~The corresponding costs of revenues associated with license revenues were $6,930 and $3,806 for the years ended~~ December 31, ~~2023~~2024 and ~~2022, respectively.~~2023

Anet ~~new~~of ~~licensee~~an ~~accounted~~allowance for 91doubtful accounts.0% The Company evaluates the collectability of ~~license~~its ~~revenues~~accounts ~~for~~receivable ~~the~~and ~~year~~establishes ~~ended~~an ~~December~~allowance 31based on a combination of factors, ~~2023. Two~~including ~~licensees~~historical ~~represented~~collection ~~60.4%~~trends and 39specific information about customer credit risk.6% When the Company becomes aware of ~~license~~a ~~revenues~~customer’s inability to meet its financial obligations, a specific allowance for doubtful accounts is recorded. During the year ended December 31, ~~2022~~2024, the Company recognized bad debts of $607 on its accounts receivable.

~~Commitment and Contingencies~~Debt

The Company ~~follows~~accounts ~~ASC~~for ~~No.~~its ~~450,~~debt ~~Contingencies,~~obligations ~~paragraph~~in 20accordance towith ~~report~~ASC ~~accounting~~470, ~~for contingencies~~Debt. ~~Certain~~Debt ~~conditions~~is ~~may~~recognized ~~exist~~at ~~as of~~ the ~~date~~principal ~~that~~amount ~~these~~net ~~consolidated~~of ~~financial~~applicable ~~statements~~debt ~~are~~discounts ~~issued~~or premiums, which ~~may~~are ~~result~~amortized inover athe ~~loss,~~term ~~but~~of ~~which~~the ~~will~~related ~~only~~instrument beusing ~~resolved~~the ~~when~~effective ~~one~~interest ormethod. ~~more~~Fees ~~future~~and ~~events~~costs ~~occur~~directly orrelated ~~fail~~ to ~~occur.~~the ~~The~~issuance ~~Company~~of ~~assesses~~debt ~~such~~are ~~contingent~~capitalized ~~liabilities,~~ and ~~such~~presented ~~assessment~~as ~~inherently~~a ~~involves~~deduction anfrom ~~exercise~~the carrying amount of ~~judgment.~~the Inliability ~~assessing~~and ~~loss~~are ~~contingencies~~amortized ~~related~~over tothe ~~legal~~life ~~proceedings~~of ~~that~~the ~~are~~related ~~pending~~debt ~~against~~instrument. ~~the~~Interest ~~Company~~expense oris ~~unasserted~~recorded ~~claims~~as ~~that~~incurred. ~~may~~If ~~result~~a indebt ~~such~~modification ~~proceedings~~or extinguishment occurs, the Company evaluates whether the ~~perceived~~transaction ~~merits~~should ofbe ~~any~~accounted ~~legal~~for ~~proceedings~~as a modification or ~~unasserted~~extinguishment ~~claims~~in asaccordance ~~well~~with asASC ~~the~~470-50. ~~perceived~~The ~~merits~~weighted-average interest rate of ~~the~~short-term ~~amount~~debt outstanding as of ~~relief~~December ~~sought~~31, or2024 ~~expected~~and to2023 bewas ~~sought~~13.5% ~~therein~~and 11.7%, respectively.

IfFair ~~the~~Value ~~assessment~~ of aFinancial contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the consolidated financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. Instruments

~~Loss~~The ~~contingencies~~Company ~~considered~~follows ~~remote~~ASC ~~are~~820, ~~generally~~Fair ~~not~~Value ~~disclosed unless they involve guarantees~~Measurement, in ~~which~~determining ~~case~~ the ~~guarantees~~fair ~~would~~value beof ~~disclosed.~~financial ~~Management~~assets ~~does~~and ~~not~~liabilities ~~believe,~~when ~~based~~applicable. ~~upon~~Fair ~~the~~value ~~information~~represents ~~available~~the atprice ~~this time,~~ that ~~any~~would ~~matters~~be ~~exist~~received ~~that~~to ~~will~~sell ~~have~~an aasset ~~material~~or ~~adverse~~paid ~~effect~~to ontransfer ~~the~~a ~~Company’s~~liability ~~financial~~in ~~position,~~an ~~results~~orderly oftransaction ~~operations~~between ormarket ~~cash~~participants ~~flows.~~at ~~However,~~the ~~there~~measurement isdate. noInputs ~~assurance~~used ~~that~~in ~~such~~fair ~~matters~~value ~~will~~measurements ~~not~~are ~~materially~~classified ~~and~~into ~~adversely~~three ~~affect~~levels within the ~~Company’s~~fair ~~business,~~value ~~financial~~hierarchy ~~position,~~based ~~and~~on ~~results~~their ~~of operations or cash flows~~observability.

~~Net~~The ~~Income~~Company’s ~~(Loss)~~financial ~~per~~instruments ~~Common~~consist ~~Share~~of cash and cash equivalents, accounts receivable, prepaid expenses, accounts payable and accrued expenses, convertible notes payable, notes payable, and amounts due to related parties. The carrying amounts of these instruments approximate fair value due to their short-term nature or standard market terms. As of December 31, 2024, the Company did not have any financial assets or liabilities measured at fair value on a recurring or non-recurring basis.

~~Net~~Impairment income (loss) per common share is computed pursuant to ASC No. 260, Earnings per Share. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of ~~shares~~Long-Lived of common stock outstanding for the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock for the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that we incorporated as of the beginning of the first period presented.Assets

The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable. When such indicators are present, the Company compares the carrying amount of the asset group to the estimated future undiscounted net cash flows expected to be generated from the use and eventual disposition of the asset group, excluding interest costs. If the sum of the undiscounted cash flows is less than the carrying amount, an impairment loss is recognized. No impairment loss was recognized during the years ended December 31, 2024 or 2023.

F-10

All dilutive common stock equivalents are reflected in our net income (loss) per share calculations. Anti-dilutive common stock equivalents are not included in our loss per share calculations. The Company’s convertible note payable for $45FARMHOUSE,~~000~~ ~~as of December 31, 2023 and 2022 (see Note 3) and the Company’s Series 2023 Notes for $34,000 as of December 31, 2023 (see Note 5) are excluded from dilutive net income (loss) per common share~~INC. ~~The~~AND convertible note payable and Series 2023 Notes are convertible at a conversion price determined based on future events. Therefore, the number of shares these convertible securities are convertible into are not determinable.SUBSIDIARY

~~Income~~NOTES ~~Tax~~TO ~~Provision~~CONSOLIDATED FINANCIAL STATEMENTS

~~The~~December ~~Company accounts for income taxes under ASC No. 740~~31, ~~Income~~2024 ~~Taxes, which requires recognition of deferred tax assets~~ and liabilities for the expected future tax consequences of events that have been included in these consolidated financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect during the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the results of operations in the period that includes the enactment date. 2023

~~The~~Intangible estimated future tax effects of temporary differences between the tax basis of assets and liabilities are reported in the accompanying consolidated balance sheet, as well as tax credit carrybacks and carryforwards. The Company periodically reviews the recoverability of deferred tax assets recorded on its balance sheet and provides valuation allowances as management deems necessary. Assets

~~Management~~The ~~makes~~Company ~~judgments~~accounts asfor tointangible ~~the~~assets ~~interpretation~~in ofaccordance ~~the~~with ~~tax~~ASC ~~laws~~350, ~~that~~Intangibles—Goodwill ~~might be challenged upon an audit~~ and ~~cause~~Other. ~~changes~~Intangible toassets ~~previous~~with ~~estimates~~finite oflives ~~tax~~are ~~liability.~~amortized Inon ~~addition,~~a ~~the~~straight-line ~~Company~~basis ~~operates~~over ~~within~~their ~~multiple~~estimated ~~taxing~~useful ~~jurisdictions~~lives and isreviewed ~~subject to audit in these jurisdictions. In management’s opinion, adequate provisions~~ for ~~income~~impairment ~~taxes~~whenever ~~have~~events ~~been~~or ~~made~~circumstances ~~for~~suggest ~~all~~that ~~periods~~their ~~presented.~~carrying Ifvalue ~~actual taxable income by tax authority varies from estimates, additional allowances or reversals of reserves~~ may not be ~~necessary~~recoverable.

~~Related Parties~~Leases

The Company ~~follows~~accounts ~~ASC No. 850, Related Party Disclosures,~~ for ~~the~~leases ~~identification~~in ofaccordance ~~related~~with ~~parties~~ASC ~~and~~842, ~~disclosure of related party transactions~~Leases. ~~This~~As ~~guidance~~of ~~requires~~December ~~that~~31, ~~transactions~~2024, ~~with~~the ~~related~~Company ~~parties~~did ~~that~~not ~~would~~ have ~~influence~~any onoperating ~~decision~~or ~~making~~financing beleases ~~disclosed~~requiring sorecognition ~~that~~on ~~readers~~the ofbalance ~~these consolidated financial statements can evaluate their significance~~sheet.

~~Recently~~Revenue ~~Issued Accounting Pronouncements~~Recognition

~~There~~The ~~are~~Company noaccounts ~~recently~~for ~~issued~~revenue ~~accounting~~in ~~pronouncements~~accordance ~~that~~with ASC 606, Revenue from Contracts with Customers, which outlines a five-step framework: identify the ~~Company~~contract ~~has~~with ~~not~~a ~~yet~~customer; ~~adopted~~identify ~~that~~the ~~they~~performance ~~believe~~obligation(s) ~~are~~in ~~applicable~~the contract; determine the transaction price; allocate the transaction price to the performance obligation(s); and recognize revenue when (or ~~would~~as) ~~have~~the aperformance ~~material~~obligation(s) ~~impact~~are onsatisfied. Revenue is recognized in an amount that reflects the ~~financial~~consideration ~~statements~~the Company expects to receive in exchange for goods or services, when control of the ~~Company~~promised goods or services is transferred to customers.

~~NOTE~~The 3Company ~~– CONVERTIBLE~~generated ~~NOTES~~revenues ~~PAYABLE~~of $4,154 and $15,227 for the years ended December 31, 2024 and 2023, respectively. Revenues were generated from license fees in connection with NFT art license agreements, whereby licensees are granted a limited right to use the Company’s NFTs for the purpose of creating, marketing, and selling branded cannabis and hemp products and accessories. The Company’s performance obligation is met upon granting the licensee access to the NFTs. Revenue is recognized as the licensee sells products, based on a percentage of their gross sales. Fees are due the month after sales occur. One licensee accounted for 90% and 91% of license revenues for the years ended December 31, 2024 and 2023, respectively.

~~Convertible~~The ~~note~~corresponding ~~payable~~costs ~~is comprised~~ of arevenues ~~sole~~associated ~~promissory~~with ~~note~~license inrevenues ~~the~~were ~~amount of~~ $451,~~000~~875 ~~as of December 31, 2023~~ and ~~2022~~$6,930 ~~respectively.~~for ~~Principal~~the ~~and~~year ~~interest~~ended ~~was~~December ~~originally due on July 4~~31, ~~2018~~2024 and ~~is currently in default. The convertible note payable bears interest at 18% per annum~~2023, ~~accrued monthly and is unsecured~~respectively. ~~Interest expense on the convertible note payable was $8,099 for each of the years ended~~

As discussed in Note 1, the Company has ceased pursuing its NFT licensing business and does not expect to generate further licensing revenues. The decision to discontinue this line of business was made as part of a strategic shift to focus on other opportunities.

Stock-Based Compensation

The Company accounts for stock-based awards in accordance with ASC 718, Compensation – Stock Compensation. Compensation costs related to stock options, restricted stock units, and other equity awards are measured based on the fair value of the awards at the grant date and recognized as expense over the requisite service period, typically the vesting period. The Company estimates

F-11

~~December 31~~FARMHOUSE, ~~2023 and 2022~~INC. ~~Accrued~~AND ~~interest on the convertible note payable was $52,394 and $44,295 as of December 31, 2023 and 2022, respectively.~~ SUBSIDIARY

~~The~~NOTES ~~note~~TO ~~and~~CONSOLIDATED ~~any~~FINANCIAL unpaid accrued interest automatically converts in whole upon a qualified financing which is defined as an equity financing resulting in gross proceeds to the Company of at least $750,000 (including the conversion of the Notes and other debt). The conversion price would be equal to 100% of the per share price paid in the qualified financing, provided that: if the Company valuation associated with the Qualified Financing is less than $15,000,000, the valuation associated with the conversation shall be $15,000,000; and, if the Company valuation associated with the Qualified Financing is greater than $30,000,000, the Company valuation associated with the conversion shall be $30,000,000. STATEMENTS

~~NOTE~~December 431, ~~– NOTES~~2024 ~~PAYABLE~~and 2023

~~In 2021,~~ the ~~Company~~fair ~~entered~~value into a loan agreement, not to exceed $75,000. with an unaffiliate individual (“Lender”) and borrowed $50,000 as a first advance. This loan, which was due six months after the first advance, remains outstanding as of ~~December~~stock ~~31,~~options ~~2023~~using ~~and 2022. The loan bears interest at 6% per annum. At~~ the ~~Lender’s~~Black-Scholes ~~sole~~option-pricing ~~discretion, the maturity date may be extended, but currently remains in default~~model. ~~Borrowings~~Forfeitures ~~under~~are ~~this~~accounted loan agreement shall remain senior with respect to priority lien and right of payment to any indebtedness acquired by the Company. As a condition of the loan, the Company’s Chief Executive Officer personally and unconditionally guaranteed the timely repayment of the loan and is liable for any amounts remaining due and owed if unpaid. Interest expense on this loan was $3,000 and $3,001 for the years ended December 31, 2023 and 2022, respectively. Accrued interest on this loan was $7,636 and $4,636 as ofthey ~~December 31, 2023 and 2022, respectively~~occur.

~~Subsequent~~Commitments toand December 31, 2023, the Company entered into promissory notes with two unrelated parties each for $5,000, for cash proceeds of $10,000. In addition, the Company entered into a promissory note with an unrelated party for $11,677 for a payment made by the party directly to a company vendor. See Note 14.Contingencies

~~NOTE~~The 5Company ~~– CONVERTIBLE~~accounts ~~NOTES~~for ~~PAYABLE~~contingencies ~~– LONG-TERM~~in accordance with ASC 450, Contingencies. Liabilities are recognized when it is probable that a liability has been incurred and the amount can be reasonably estimated. Disclosures are made for material loss contingencies that are reasonably possible or where the amount of loss cannot be estimated. Remote contingencies are generally not disclosed unless related to guarantees.

OnRelated ~~May~~Party 31, 2023, the Board authorized an offering of up to $1,000,000 of mandatorily convertible notes, designated Series 2023 10% Mandatorily Convertible Notes (the “Series 2023 Notes”) to fund its Web3 product development activities and for sales, marketing, and administrative expenses. For the year ended December 31, 2023, the Company raised $34,000 of Series 2023 Notes. The Series 2023 Notes mature on May 31, 2026 and bear interest at 10% per annum. Interest expense related to the Series 2023 Notes was $1,715 for the year ended December 31, 2023. Accrued interest on the Series 2023 Notes was $1,715 as of December 31, 2023.Transactions

The ~~Series 2023 Notes are mandatorily convertible 30 calendar days after the first to occur: (i) the~~ Company’s ~~common~~accounts ~~stock has a closing price of greater than $1.00~~ for ~~ten~~related ~~consecutive~~party ~~days~~transactions ~~(the~~in ~~“Market~~accordance ~~Forced~~with ~~Conversion”),~~ASC ~~or (ii) the Company closes on an offering of its common stock for no less than $1~~850,~~000,000~~ ~~(“Offering~~Related ~~Forced~~Party ~~Conversion”)~~Disclosures. ~~The~~Related ~~Series~~party ~~2023~~transactions, ~~Notes~~balances, ~~shall~~and berelationships ~~automatically~~are ~~converted~~identified ~~into~~separately ~~shares~~in ofthe ~~common~~consolidated ~~stock~~financial atstatements aand ~~conversion~~related ~~price equal to 75~~notes.8% ofManagement ~~(i)~~evaluates ~~the~~all ~~closing~~related ~~price~~party oftransactions ~~the~~for ~~Company’s~~proper ~~common stock on the tenth trading day~~accounting, ~~for a Market Forced Conversion~~disclosure, orand ~~(ii)~~potential ~~the~~conflicts ~~offering price~~ of ~~the Company’s common stock, for an Offering Forced Conversion~~interest.

~~The~~Income conversion price shall equal the sum of the principal amount of the Series 2023 Notes, plus the accrued and unpaid interest on such notes, plus default interest, if any, on the notes. The conversion price is subject to equitable adjustments for stock splits, stock dividends or rights offerings by the Company, combinations, recapitalization, reclassifications, extraordinary distributions, and similar events.Taxes

The Company accounts for income taxes using the asset and liability method in accordance with ASC 740, Income Taxes. Deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities. Deferred tax assets are reduced by a valuation allowance if it is more likely than not that some portion will not be realized. The Company evaluates its tax positions to determine whether it is more likely than not that a tax position will be sustained upon examination. Changes in tax laws and rates are reflected in the period of enactment.

Net Income (Loss) per Common Share

Basic net income (loss) per share is computed by dividing net income (loss) attributable to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock, using the treasury stock method, but only to the extent that such inclusion would not be anti-dilutive. Potentially dilutive securities include convertible notes, stock options, warrants, and restricted stock awards. In periods where the Company reports a net loss, all potentially dilutive securities are considered anti-dilutive and are therefore excluded from the computation of diluted net loss per share. As of December 31, 2024 and 2023 the Company had convertible notes outstanding, however, certain events that triggered, or allowed for, conversion had not yet occurred; therefore as of those dates the Company had no potentially dilutive securities.

F-12

~~Assuming the Series 2023 Notes are not mandatorily converted by Market Forced Conversion or Offering Forced Conversion~~FARMHOUSE, asINC. ~~discussed~~AND ~~above, the Series 2023 Notes will mature as follows:~~SUBSIDIARY

For the fiscal year ended December 31,
2024	$	-
2025		-
2026		34,000
2027		-
Total	$	34,000

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

~~NOTE~~December 631, ~~– DUE~~2024 TOand ~~RELATED PARTIES~~2023

~~Due~~Business to Related Parties totaled $28,958 and $44,882 as of December 31, 2023 and 2022, respectively, and is comprised of cash advances provided to the Company for operating expenses and direct payment of Company expenses by Company officers. During the year ended December 31, 2023, Company officers made cash advances of $10,761 and were repaid $26,685 of which $3,315 were paid with the Company’s credit card and $23,370 were cash payments. During the year ended December 31, 2022, Company officers were repaid $113,309 of which $18,102 were paid with the Company’s credit card and $95,207 were cash payments. The cash advances are non-interest bearing and are unsecured. Company officers own approximately 43.2% of the Company as of December 31, 2023. The Company has agreed to indemnify Company officers for certain events or occurrences arising as a result of the officer or director serving in such capacity. See Note 10.Combinations

~~NOTE~~The 7Company ~~– STOCKHOLDERS’~~accounts ~~DEFICIT~~for business combinations using the acquisition method in accordance with ASC 805, Business Combinations. Under this method, the Company allocates the fair value of the purchase consideration to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition date. Any excess of the purchase price over the net assets acquired is recorded as goodwill. Acquisition-related costs are expensed as incurred, and contingent consideration, if any, is measured at fair value on the acquisition date and remeasured at each reporting date until settled.

~~Authorized~~Concentrations ~~Capital~~of Credit Risk

~~The~~Financial ~~Company’s~~instruments ~~authorized~~that ~~capital~~potentially ~~consists~~subject ofthe ~~295,000,000~~Company ~~shares~~to ofconcentrations ~~common stock, $0.0001 par value per share, and 5,000,000 shares~~ of ~~undesignated~~credit ~~preferred~~risk ~~stock,~~consist ~~$0.0001~~principally ~~par value per share. The board~~ of ~~directors,~~cash ~~in its sole discretion, may establish par value, divide the shares of preferred stock into series,~~ and ~~fix~~accounts ~~and~~receivable ~~determine the dividend rate, designations, preferences, privileges, and ratify the powers, if any, and determine the restrictions and qualifications of any series of preferred stock~~ as ~~established. As~~ of December 31, ~~2023~~2024. ~~and~~The ~~2022, the~~ Company ~~had~~places noits ~~shares~~cash ofwith ~~preferred~~high ~~stock~~credit ~~issued~~quality orfinancial ~~outstanding~~institutions.

~~Common~~Segment ~~stock transactions~~Reporting

AThe ~~summary~~Company ofoperates as a single reportable segment. The Chief Financial Officer, who is the Company’s ~~common~~Chief ~~stock~~Operating ~~transactions~~Decision ~~during~~Maker ~~the~~(CODM), ~~year~~evaluates ~~ended~~operating ~~December~~results 31and allocates resources on a consolidated basis. As such, ~~2023~~the isCompany’s operations are managed and reported as ~~follows:~~one segment.

·The Company’s ~~granted~~segment ~~Restricted~~disclosure ~~Stock~~reflects ~~Awards~~the nature of ~~250,000~~its ~~shares~~operations ofas ~~common~~a ~~stock~~technology ~~under~~and brand development company within the ~~Company’s~~cannabis ~~2021~~industry. ~~Omnibus~~The ~~Incentive~~CODM ~~Plan~~reviews tofinancial aperformance ~~Company~~based ~~director~~on consolidated operating results, including revenue, gross profit, and anet ~~consultant~~loss. ~~See~~No ~~Note~~disaggregated 8operating results are regularly reviewed below the consolidated level, and no discrete segment-level information is maintained.

AsIn aaccordance ~~result~~with ofASU ~~these~~2023-07, ~~transactions~~Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, the Company ~~has~~considered 17whether additional disclosures were required,~~325~~ including significant segment expenses and measures used by the CODM. However,~~950~~ ~~shares~~the ofCODM ~~common~~evaluates ~~stock~~the ~~outstanding~~Company’s asperformance ofbased ~~December~~solely 31on consolidated financial results, ~~2023.~~and no additional measures or expense categories are used for internal decision-making.

AThe ~~summary~~Company ofgenerates ~~the~~all ~~Company’s~~revenues ~~common~~from ~~stock~~license ~~transactions~~agreements ~~during~~with third parties located in the ~~year~~United ~~ended~~States. ~~December~~All ~~31,~~of ~~2022~~the isCompany’s asassets ~~follows:~~are located in the United States.

~~·The~~Recently ~~Company~~Issued ~~sold~~Accounting ~~69,900 shares of common stock for cash proceeds of $59,415.~~ Pronouncements

The Company monitors and evaluates the impact of accounting standards and updates issued by the Financial Accounting Standards Board (“FASB”) and other standard-setting bodies. Management has assessed recently issued accounting pronouncements and concluded that none are expected to have a material effect on the Company’s consolidated financial statements or related disclosures, except as noted below.

F-13

~~·The Company issued 193~~FARMHOUSE,~~500~~ ~~shares of common stock for services rendered~~INC. ~~The~~AND ~~Company recorded an expense of $189,582 during the year ended December 31, 2022 based on the closing price of the Company’s common stock on the OTCQB market.~~ SUBSIDIARY

~~·The~~NOTES ~~Company~~TO ~~granted~~CONSOLIDATED ~~Restricted~~FINANCIAL ~~Stock Awards of 1,118,000 shares of common stock under the Company’s 2021 Omnibus Incentive Plan to Company officers, directors, and consultants. See Note 8.~~ STATEMENTS

~~As a result of these transactions, the Company has 17,075,950 shares of common stock outstanding as of~~ December 31, ~~2022.~~2024 and 2023

~~Subsequent~~In toNovember ~~December 31~~2023, the FASB issued ASU 2023-07, ~~the~~Segment ~~Company~~Reporting ~~granted~~(Topic ~~additional~~280): ~~Restricted~~Improvements ~~Stock~~to ~~Awards~~Reportable ofSegment ~~under~~Disclosures. This update requires public entities to disclose significant segment expenses and other segment-related information on an annual and interim basis, even for entities with a single reportable segment. The standard also requires disclosure of the ~~Company~~Chief Operating Decision Maker’s ~~2021~~title ~~Omnibus~~and ~~Incentive~~expands ~~Plan.~~the ~~See~~interim ~~Note~~disclosure 14requirements for segment profit or loss and assets.

~~Shares~~The ~~Reserved~~Company adopted ASU 2023-07 for the year ended December 31, 2024. As the Company operates as a single reportable segment and the Chief Financial Officer is the Chief Operating Decision Maker, the adoption did not result in a material change to the Company’s segment reporting.

~~The~~Subsequent Company is required to reserve and keep available its authorized but unissued shares of common stock an amount sufficient to affect shares that could be issued in connection the conversion of the convertible notes. See Note 3 and Note 5. These notes are convertible at a conversion price that the noteholder and the Company agree upon, therefore the number of shares it is convertible into is not determinable. Accordingly, no shares of common stock are reserved for future issuance as of December 31, 2023 and 2022.Events

~~NOTE~~The 8Company ~~– STOCK~~accounts for subsequent events in accordance with ASC 855, Subsequent Events. The Company evaluates events and transactions that occur after the balance sheet date but before the financial statements are issued or available to be issued. Recognized subsequent events are those that provide additional evidence about conditions that existed at the balance sheet date and are recorded in the financial statements. Non-~~BASED~~recognized ~~COMPENSATION~~subsequent events provide evidence about conditions that arose after the balance sheet date and are disclosed if material. The Company evaluated subsequent events through June 20, 2025, the date of this report.

~~2022~~NOTE ~~Omnibus~~3 ~~Incentive~~– DEPOSIT ~~Plan~~ON INVESTMENT

OnAs ~~May~~discussed ~~12,~~in ~~2022~~Note 1, the ~~Board~~Company ~~and~~entered ~~majority~~into ~~shareholders~~a ~~approved~~Share ~~the~~Exchange ~~Farmhouse,~~Agreement ~~Inc.~~with ~~Omnibus~~Thrown, ~~Incentive~~LLC ~~Plan~~ (~~the~~ “~~2022 OIP~~Thrown”). ~~The~~and ~~2022~~its ~~OIP~~members ~~permits~~for ~~the~~a ~~granting~~proposed acquisition of ~~Nonqualified~~all ~~Stock~~membership ~~Options,~~interests ~~Incentive~~of ~~Stock Options~~Thrown, ~~Stock~~a ~~Appreciation~~beverage ~~Rights,~~company ~~Restricted~~whose ~~Stock,~~initial ~~Restricted~~product ~~Stock~~is ~~Units,~~Good ~~Performance~~Game ~~Shares,~~by ~~Performance Units, Other Stock~~T-~~Based Awards and Cash-Based Awards. The maximum number of shares of common stock that may be issued pursuant to Awards under the 2022 OIP is 3~~Pain,~~000,000.~~ ~~Stockholders holding~~ a ~~majority~~nootropic offunctional ~~the~~esports ~~Company’s common stock outstanding signed a consent authorizing the 2022 OIP~~beverage.

~~Any~~On ~~options~~July to6, be2024, ~~granted under~~ the ~~2022~~Company ~~OIP~~and ~~may~~Thrown beagreed ~~either~~to ~~“incentive~~a ~~stock~~price ~~options,”~~per asshare ~~defined~~of in$0.40 ~~Section~~for ~~422A of~~ the ~~Internal~~Company’s ~~Revenue~~common ~~Code, or “non-statutory~~ stock ~~options~~,” ~~subject~~and ~~to Section 83 of~~ the ~~Internal~~Company ~~Revenue~~issued ~~Code~~187,500 atshares ~~the~~to ~~discretion~~Thrown ofas ~~the~~an ~~Board~~equity ~~and~~deposit asvalued ~~reflected~~at in$75,000 ~~the~~under ~~terms of~~ the ~~written~~Original ~~option agreement~~SEA. The ~~option price shall not be less than 100% of the~~ fair market value of the ~~optioned common~~ stock on the issuance date, ~~the~~based ~~option~~on isthe ~~granted.~~closing ~~The option~~ price ~~shall~~on ~~not be less than 110% of~~ the ~~fair~~OTCQB market ~~value of the optioned common stock for an optionee holding at the time of grant~~, ~~more~~was ~~than 10% of the total combined voting power of all classes of stock of the Company~~$0.1396 ~~Options~~per ~~become~~share, ~~exercisable~~or ~~based~~approximately ~~on the discretion of the Board of the Company and must be exercised within ten years from the date of grant (five years from date of grant for Company employees and directors)~~$26,175.

~~Any~~Because ~~restricted stock awards to be granted under~~ the ~~2022~~closing ~~OIP~~conditions ~~are~~had ~~issued~~not ~~and~~been ~~measured~~satisfied atas ~~fair~~of ~~market~~December ~~value~~31, on2024, ~~the~~control ~~date~~ of ~~grant~~Thrown ~~and~~had ~~become~~not ~~vested~~transferred inunder ~~various~~ASC ~~monthly~~805. orTherefore, ~~quarterly installments from~~ the ~~date~~Company ofrecorded ~~grant, subject to~~ the ~~recipient~~fair ~~remaining~~value inof the ~~Company’s~~shares ~~service~~issued onas ~~specified~~a ~~vesting~~Deposit ~~dates~~for Investment. ~~Vesting~~This ofdeposit ~~restricted~~represents ~~stock~~an ~~awards~~advance ismade ~~based~~in ~~solely~~anticipation onof ~~time~~completing ~~vesting~~the acquisition. ~~Stock-based~~If ~~compensation~~the ~~expense~~transaction isdoes ~~recognized~~not asclose, the shares ~~vest~~will ~~with~~be atreated ~~corresponding~~as ~~offset~~a ~~credited to additional paid~~break-~~in-capital.~~up ~~Forfeitures~~fee ~~are~~and ~~recognized~~charged asto ~~they occur~~expense.

As of June 20, 2025, the date of this report, the transaction has not closed, and discussions with Thrown management are ongoing. See Note 13.

F-14

~~Restricted~~FARMHOUSE, ~~Stock~~INC. ~~Awards~~AND SUBSIDIARY

ANOTES ~~summary~~TO ofCONSOLIDATED ~~the~~FINANCIAL ~~Company’s non-vested restricted stock awards as of December 31, 2023 and 2022 and changes for the years then ended is presented below:~~STATEMENTS

	Restricted Stock Awards		Weighted Average Grant Date Fair Value
Non-vested restricted stock awards, Dec. 31, 2021		150,000	$	1.020
Awarded		1,118,000		0.194
Vested		(516,000)		(0.351)
Forfeited		-		-
Non-vested restricted stock awards, Dec. 31, 2022		752,000		0.251
Awarded		250,000		0.050
Vested		(732,000)		(0.227)
Forfeited		-		-
Non-vested restricted stock awards, Dec. 31, 2023		270,000	$	0.128

December 31, 2024 and 2023

~~During~~NOTE ~~the~~4 ~~year~~– CONVERTIBLE ~~ended~~NOTES ~~December 31~~PAYABLE, ~~2023,~~IN the Board granted RSAs under the 2021 OIP of 200,000 shares of common stock to the new Company director and 50,000 shares of common stock to a consultant. The RSA shares to the Company director vest 100,000 shares on December 31, 2023 and 12,500 shares over each of the following eight fiscal quarters through December 31, 2025. The RSA shares issued to a consultant vest 10,000 shares monthly starting October 31, 2023. During the year ended December 31, 2022, the Board granted RSAs under the 2021 OIP totaling 1,118,000 shares of common stock to Company officers, directors, and consultants. The RSA shares generally vest over each of the following eight fiscal quarters following the grant date. DEFAULT

~~RSA~~Convertible ~~shares~~notes ~~are~~payable ~~measured~~is atcomprised ~~fair~~of ~~market~~a ~~value~~promissory onnote ~~the~~issued ~~date~~to ofan ~~grant~~unrelated ~~and~~individual ~~stock-based~~with ~~compensation~~a ~~expense~~principal isamount ~~recognized~~of $45,000 as ~~the~~of ~~shares~~both ~~vest~~December ~~with~~31, a2024 ~~corresponding~~and ~~offset~~2023. ~~credited~~Principal toand ~~additional~~accrued ~~paid-in-capital.~~interest ~~For~~were ~~the~~originally ~~years~~due ~~ended~~in ~~December~~July 312018, ~~2023~~ and ~~2022,~~ the ~~Company~~note ~~recognized~~is ~~stock-based~~currently ~~compensation~~in ~~expense~~default. The note bears interest at a rate of ~~$166~~18% per annum,~~424~~ ~~and~~accrues ~~$181~~monthly,~~112,~~ ~~respectively~~and is unsecured.

AsThe ofnote, ~~December~~together ~~31,~~with ~~2023~~all unpaid accrued interest, ~~there~~is ~~was~~automatically convertible in full upon the closing of a qualified financing. A qualified financing is defined as an equity financing resulting in gross proceeds to the Company of at least $34750,~~500~~000 (including the conversion of ~~unrecognized~~this ~~stock-based~~note ~~compensation~~and ~~expense~~other ~~related~~debt). toUpon a qualified financing, the ~~RSA~~conversion ~~shares~~price towould be ~~recognized~~equal ~~over~~to 100% of the ~~weighted~~per ~~average~~share ~~remaining~~price ~~period~~paid ofby ~~0.64~~investors ~~years~~in the financing, assubject ~~follows~~to the following valuation adjustments: (i) if the Company’s valuation associated with the qualified financing is less than $15,000,000, the conversion price shall be based on a $15,000,000 valuation; and (ii) if the valuation exceeds $30,000,000, the conversion price shall be based on a $30,000,000 valuation.

For the fiscal year ended December 31,
2024	$	32,000
2025		2,500
2026		-
2027		-
Total	$	34,500

Interest expense related to the convertible note was $8,123 and $8,099 for the year ended December 31, 2024 and 2023, respectively. Accrued interest was $60,517 and $52,394 as of December 31, 2024 and 2023, respectively.

NOTE 95 – ~~LITIGATION~~NOTES PAYABLE

In ~~August 2017~~2021, the Company’s ~~subsidiary, DTLA,~~ entered into a ~~Strategic~~loan ~~Consulting~~agreement ~~Agreement~~with an unaffiliated individual (the “~~SCA~~Lender”) ~~with~~for aborrowings ~~medical~~up ~~marijuana~~to ~~growing~~$75,000 and ~~retail~~received ~~company~~a ~~that~~first ~~now~~advance ~~goes~~of by$50,000. The loan, which was due nine months after the ~~name~~first ~~Los~~advance, ~~Angeles~~remains ~~Farmers~~outstanding and in default as of December 31, ~~Inc~~2024. ~~(“LAFI”)~~The loan bears interest at a rate of 6% per annum. InAt ~~October~~the ~~2017~~Lender’s sole discretion, ~~DTLA~~the ~~commenced~~maturity ~~litigation~~date may be extended. Borrowings under this loan are senior in ~~Los~~priority ~~Angeles~~to ~~County~~any ~~Superior~~other indebtedness of the Company. The Company’s Chief Executive Officer personally and unconditionally guaranteed repayment of the loan.

Interest expense related to this loan was $3,008 and $3,000 for the year ended December 31, 2024 and 2023, respectively. Accrued interest was $10,644 and $7,636 as of December 31, 2024 and December 31, 2023, respectively.

F-15

~~Court (Case #BC681251) against LAFI and David and Irina Vayntrub~~FARMHOUSE, ~~who were the sole officers, directors, and members of LAFI, seeking to enforce its contract rights under the SCA~~INC. InAND January 2020, following more than a year of discovery, DTLA entered into a confidential settlement with the Vayntrubs, however, the case continued against LAFI. In April 2021, an Arbitrator overseeing the arbitration hearing issued a judgment in favor of DTLA and against LAFI (the “DTLA Judgment”). The DTLA Judgment awarded 49% of LAFI to DTLA as of November 2017, along with a share of any profits from November 2017. In January 2022, DTLA requested that the Arbitrator order the sale of LAFI to an independent third party in order to allow any judgment to be paid to DTLA. In August 2022, a receiver was appointed by the Court to assume control of LAFI. In April 2024, the sale of LAFI was completed by the receiver. As of July 10, 2024, it is doubtful, but still uncertain, as to whether DTLA will recover anything from the sale of LAFI.SUBSIDIARY

~~NOTE~~NOTES 10TO ~~– INCOME~~CONSOLIDATED ~~TAXES~~FINANCIAL STATEMENTS

~~Deferred~~December taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when31, in2024 ~~the opinion of management, it is more likely than not that some portion or all the deferred tax assets will not be realized. Deferred tax assets~~ and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The Company used an effective tax rate of 21% when calculating the deferred tax assets and liabilities and income tax provision below.2023

~~Net~~During ~~deferred~~the ~~tax~~year ~~assets~~ended ~~consist~~December of31, 2024, the ~~following~~Company ~~components~~issued asthe offollowing ~~December~~unsecured ~~31,~~promissory ~~2023~~notes ~~and~~to ~~2022~~unrelated parties:

	2023			2022
Date	Principal Amount	Interest Rate	Maturity Date	Purpose
Deferred tax assets:
April 26, 2024	$5,000	20%	October 26, 2024	Cash proceeds
Net operating loss carryforward	$	789,000		$	737,300
April 26, 2024	$5,000	20%	October 26, 2024	Cash proceeds
Accrued payroll		220,000			184,300
July 2, 2024	$11,677	12%	January 2, 2025	Vendor payment
Accumulated depreciation		47,300			52,000
August 9, 2024	$5,500	20%	February 9, 2025	Vendor payment
Valuation allowance		(1,056,300)			(973,600)
September 30, 2024	$8,400	20%	March 31, 2025	Vendor payment
	$	-		$	-

~~The~~Each ~~income~~of ~~tax~~the ~~provision~~notes ~~differs~~bears ~~from~~interest at the ~~amount~~stated annual rate, calculated based on the actual number of ~~income~~days ~~tax~~elapsed ~~determined~~over bya ~~applying~~365-day year. All notes are unsecured and provide for acceleration of payment upon the ~~U.S.~~occurrence ~~federal~~of ~~income~~customary ~~tax~~events ~~rate~~of todefault, ~~pretax~~including ~~income~~non-payment, ~~from~~insolvency, ~~continuing~~bankruptcy, ~~operations~~or ~~for~~a change of control of the ~~years~~Company. ~~ended~~The ~~December~~notes 31have not been registered under the Securities Act of 1933, ~~2023~~as amended, and ~~2022~~the ~~due~~holders tohave represented that they are acquiring the ~~following:~~notes for investment purposes only and not with a view to distribution.

	2023		2022
Book income (loss)	$	(117,800)	$	(93,000)
Depreciation		(4,700)		(5,600)
Meals and entertainment		200		200
Other non-deductible expenses		34,900		77,800
Payroll Expense		35,700		35,700
Excess book gain on disposal over tax		-		(22,100)
Valuation allowance		51,700		7,000
	$	-	$	-

Interest expense related to these notes was $2,925 for the year ended December 31, 2024 and accrued interest was $2,925 as of December 31, 2024. As of June 20, 2025, the date of this report, the notes are in default.

AsNOTE of6 ~~December~~– DUE ~~31,~~TO ~~2023,~~RELATED ~~the Company has federal and state net operating loss carryforwards of~~ PARTIES

Due to related parties is comprised of the following:

December 31,	2024		2023
Loans from Company officers		69,549		28,958
Accrued liability to contracted CFO		218,000		170,000
Note Payable to Officer		4,500		-
Accrued interest on Note Payable to Officer		348		-
Due to related parties	$	292,397	$	198,958

As of December 31, 2024 and 2023, loans from Company officers totaled $69,549 and $28,958, respectively. These amounts represent cash advances made by Company officers to fund operating expenses and direct payments made by Company officers on behalf of the Company. All amounts due to related parties are non-interest bearing and unsecured. During the year ended December 31, 2024, Company officers advanced a total of $41,758 to the Company. Repayments during the year totaled $1,167, all of which were made through officers’ personal charges to the Company’s credit card; no cash repayments were made. During the year ended December 31, 2023, Company officers advanced $10,761 to the Company and received repayments totaling $26,685, of which

F-16

~~approximately $3~~FARMHOUSE,~~757,000~~ ~~that may be offset against future taxable income beginning in 2023 through 2042~~INC. NoAND tax benefit has been reported in the December 31, 2023 consolidated financial statements since the potential tax benefit is offset by a valuation allowance for the same amount. Tax years that remain subject to examination are 2019 and forward. SUBSIDIARY

~~The~~NOTES ~~Company~~TO ~~has~~CONSOLIDATED ~~not~~FINANCIAL filed its corporate tax returns since the fiscal year ending 2018. As a result of the significant losses incurred since inception, the Company has accumulated a substantial net operating loss (“NOL”) carryforward. While this NOL can be used to offset future taxable income, the failure to file tax returns timely presents potential risks and exposures, including: penalties and interest for the late filing of tax returns and the late payment of any taxes owed, and a risk that the Company may lose the benefit of its NOL carryforwards if tax authorities disallow the unfiled years or if the NOLs expire before they can be utilized.STATEMENTS

~~NOTE~~December 1131, ~~– RELATED~~2024 ~~PARTIES~~and 2023

As$3,315 ~~discussed~~were inrepaid ~~Note~~via 7,officers’ ~~cash~~personal ~~advances~~charges ~~are provided~~ to the Company’s ~~for~~credit ~~operating~~card ~~expenses by Company officers, who are owed $28,958~~ and $4423,~~882~~370 bywere ~~the~~repaid Company as of December 31, 2023 and 2022, respectively. Company officers own approximately 43.2% of the Company as of December 31, 2023. The Company has agreed to indemnify Company officers for certain events or occurrences arising because of the officer or director serving in ~~such capacities~~cash. ~~See Note 12.~~

~~NOTE~~The 12Company’s ~~– COMMITMENTS~~Chief ~~AND~~Financial ~~CONTINGENCIES~~Officer is contracted and is not a W-2 employee. During the year ended December 31, 2024 the Company expensed the following for the CFO’s services: $53,000 in compensation ($5,000 of which was paid in cash) and $17,900 in Restricted Stock Awards that vested during the year. During the year ended December 31, 2023 the Company expensed the following for the CFO’s services: $48,000 in compensation and $70,000 in Restricted Stock Awards that vested during the year. As of December 31, 2024 and 2023, the Company owed $218,000 and $170,000, respectively, for services provided since 2021.

InOn August 12, 2024, the ~~normal~~Company ~~course~~entered into an unsecured promissory note with the Company’s Chief Executive Officer in the principal amount of ~~its~~$4,500. ~~business~~The note bears interest at a rate of 20% per annum, calculated based on the ~~Company~~actual ~~may~~number beof ~~subject~~days toelapsed ~~certain~~over ~~contractual~~a ~~obligations~~365-day year. All unpaid principal and ~~litigation.~~accrued Inbut ~~management’s~~unpaid ~~opinion~~interest was due and payable in full on February 12, 2025. The note provides for acceleration of payment upon ~~consultation~~the ~~with~~occurrence ~~legal~~of ~~counsel~~customary events of default, ~~there~~including ~~are~~the noCompany’s ~~contractual~~failure ~~obligations~~to pay amounts due, insolvency, bankruptcy, or ~~current~~a ~~litigation~~change ~~that~~of ~~will~~control, ~~materially~~as ~~affect~~defined in the note. Because the note was issued to the Company’s ~~consolidated~~Chief ~~financial~~Executive ~~position~~Officer, orit ~~results~~is ofclassified ~~operations~~as a related party transaction under applicable accounting standards.

~~Lease~~Interest ~~Commitment~~expense related to this note was $348 for the year ended December 31, 2024 and accrued interest was $348 as of December 31, 2024. As of June 20, 2025, the date of this report, the note matured on February 12, 2025, and remains unpaid. Accordingly, the note is in default.

~~The~~NOTE ~~Company~~7 ~~leased~~– CONVERTIBLE ~~desk~~NOTES ~~space~~PAYABLE in an incubator in San Francisco, CA at the rate of $700 per desk. This lease was vacated in October 2021. The Company owes the property owner $8,050 as of December 31, 2023, which is included in accrued liabilities on the accompanying balance sheet. – LONG-TERM

~~Indemnification~~In ~~Agreements~~May 2023, the Board of Directors authorized an offering of up to $1,000,000 of mandatorily convertible notes, designated as Series 2023 10% Mandatorily Convertible Notes (the “Series 2023 Notes”), to fund Web3 product development activities as well as sales, marketing, and administrative expenses. During the year ended December 31, 2023, the Company raised $34,000 through the issuance of Series 2023 Notes. The Series 2023 Notes mature 36 months from the issue date (which range between June 1, 2026 and October 2, 2026), and bear interest at 10% per annum.

The ~~Company~~Series ~~has~~2023 ~~agreed~~Notes are mandatorily convertible 30 calendar days after the earliest to ~~indemnify~~occur ~~its~~of: ~~officers~~(i) ~~and~~the ~~directors~~Company’s ~~for~~common ~~certain~~stock ~~events~~achieving ora ~~occurrences~~closing ~~arising~~price asgreater than $1.00 for ten consecutive trading days (a ~~result~~“Market ofForced Conversion”), or (ii) the ~~officer~~Company orcompleting ~~director~~an ~~serving~~offering inof ~~such~~common ~~capacities.~~stock ~~The~~resulting ~~term~~in gross proceeds of ~~the~~at ~~indemnification~~least ~~period~~$1,000,000 is(an ~~for~~“Offering Forced Conversion”). Upon conversion, the ~~officer’s~~Series or2023 ~~director’s~~Notes ~~lifetime.~~will ~~The~~automatically ~~maximum~~convert ~~potential~~into ~~amount~~shares of ~~future~~common ~~payments~~stock ~~the~~at ~~Company~~a ~~could~~conversion beprice ~~required~~equal to ~~make~~75.8% ~~under~~of: ~~these~~(i) ~~indemnification~~the ~~agreements~~closing isprice ~~unlimited.~~of ~~The~~the Company’s ~~believes~~common stock on the ~~estimated~~tenth ~~fair~~trading ~~value~~day offor ~~these~~a ~~indemnification~~Market ~~agreements~~Forced isConversion, ~~minimal~~or ~~and~~(ii) nothe ~~liability~~offering ~~has~~price ~~been~~of ~~recorded~~the asCompany’s ofcommon ~~December~~stock ~~31,~~for ~~2023~~an ~~and~~Offering ~~2022~~Forced Conversion.

~~NOTE~~The 13number ~~– OTHER~~of ~~INCOME~~shares /issuable ~~(EXPENSE)~~upon conversion is determined by adding the principal amount of the Series 2023 Notes, accrued and unpaid interest, and any applicable default interest, and

Gain on Sale of Domain Name

During the year ended December 31, 2022, the Company received an unsolicited offer for $165,000, net of commission, for its domain name “blunt.com” from an unaffiliated party. Management considered this offer to be a fair arms-length price for a premium domain name and the Company sold the domain name. The domain name was a long-lived asset, and the Company is not in the business of buying and selling

F-17

~~domain~~FARMHOUSE, ~~names~~INC. ~~Accordingly,~~AND ~~this sale is recorded as other income during the year ended December 31, 2022.~~SUBSIDIARY

~~Investment~~NOTES ~~Income~~TO CONSOLIDATED FINANCIAL STATEMENTS

~~During the year ended~~ December 31, ~~2022,~~2024 the Company executed a Litigation Funding Agreement with Legalist Fund III, LP (“Legalist”), whereby Legalist will provide certain funding, in advance of any collection, in connection with certain claims that the Company has against LAFI. See Note 9. The terms of the Litigation Funding Agreement provide for committed funds of $325,000 with a first tranche of $225,000 and the second tranche of $100,000 (“Funder Costs Amount”). The Company received the first tranche of $225,000 during the year ended December 31, 2022. With respect to the second tranche, the Company has the option of drawing down the $100,000 in a lump sum payment but is under no obligation to draw down the second tranche. Upon collection of any claims in the LAFI litigation, Legalist’s recovery is 0.85 of the committed funds then in effect, if repayment in full prior to 12 months, and 0.27 of the committed funds then in effect for every additional four months if repayment in full occurs thereafter (“Funder Recovery Amount”). In addition, Legalist was granted a security interest on the assets of the Company.2023

~~Pursuant~~dividing toby the ~~Litigation~~applicable ~~Funding~~conversion ~~Agreement,~~price. ifThe ~~the~~conversion ~~proceeds~~price ~~from~~is ~~the~~subject ~~LAFI litigation are insufficient~~ to ~~pay~~equitable inadjustments ~~full~~for ~~both~~stock ~~the Funder Costs Amount and Funder Recovery Amount~~splits, ~~then~~stock ~~such~~dividends ~~proceeds~~or ~~shall~~rights beofferings ~~applied~~by ~~exclusively~~the ~~and~~Company, ~~entirely~~combinations, torecapitalizations, ~~Legalist~~reclassifications, ~~after~~extraordinary ~~which no further amount will be owed to Legalist. If no proceeds are ever received from the LAFI litigation~~distributions, ~~then~~and ~~Legalist~~similar ~~loses their investment~~events. ~~The~~Assuming ~~Company has determined that~~ the ~~money~~Series ~~received~~2023 ~~from~~Notes ~~Legalist~~are is not amandatorily ~~loan~~converted ~~and is effectively proceeds from their investment in LAFI which the Company is accounting for~~ as andiscussed ~~investment in equity securities with no value due to uncertainties surrounding the value of LAFI. Accordingly~~above, ~~the~~maturity ~~Company~~will ~~has~~be ~~recorded~~in ~~this as investment income for~~ the fiscal year ended December 31, ~~2022~~2026.

~~NOTE~~Interest 14expense ~~– SUBSEQUENT~~related ~~EVENTS~~to the Series 2023 Notes was $3,426 and $1,715 for the year ended December 31, 2024 and 2023, respectively. Accrued interest was $5,141 and $1,715 as of December 31, 2024 and December 31, 2023, respectively.

AsNOTE of8 ~~July~~– STOCKHOLDERS’ 10, 2024, the date of these consolidated financial statements, the following events were required to be disclosed in the accompanying consolidated financial statements as of and for the year ended December 31, 2023. DEFICIT

~~Memorandum~~The Company is authorized to issue 295,000,000 shares of ~~Understanding~~common stock, $0.0001 par value per share, and 5,000,000 shares of undesignated preferred stock, $0.0001 par value per share. The Board of Directors has the authority, in its sole discretion, to establish series of preferred stock and to fix the par value, dividend rates, designations, preferences, privileges, and restrictions of each series. No shares of preferred stock were issued or outstanding as of December 31, 2024 or 2023.

OnAs ~~May~~of 17December 31, 2024, the Company ~~executed~~had anot ~~non-binding~~reserved ~~Memorandum~~any shares of ~~Understanding~~common ~~(“MOU”)~~stock ~~which~~for ~~establishes~~future ~~the~~issuance. ~~framework~~While ~~for~~the aCompany ~~proposed~~is ~~acquisition~~required ofto ~~all~~reserve ~~membership~~shares ~~interests~~to ofsatisfy ~~Thrown,~~potential ~~LLC~~conversions ~~(“Thrown”).~~of ~~Thrown,~~its ~~operating~~outstanding ~~under~~convertible ~~the~~note ~~brand~~payable ~~Nappy~~(see ~~Boy~~Note ~~Dranks,~~4) isand aSeries ~~joint~~2023 ~~venture~~Notes ~~beverage~~(see ~~firm~~Note ~~led by T-Pain~~7), ~~the~~those ~~Grammy~~instruments ~~Award-winning~~were ~~artist,~~not ~~professional~~convertible ~~gamer,~~as ~~and~~of ~~entrepreneur (“T~~year-~~Pain”)~~end. ~~Thrown’s~~The ~~premier~~number ~~product,~~of ~~T-Pain’s~~shares ~~GamerShot,~~issuable isupon aconversion ~~zero-crash,~~is ~~focus-enhancing~~not ~~functional~~currently ~~esports~~determinable ~~beverage,~~and ~~featuring~~will adepend ~~proprietary~~on ~~Nootropic~~future ~~Energy~~events, ~~Blend~~including ~~and~~pricing ~~conveniently~~triggers ~~packaged~~specified in ~~2-ounce~~the ~~servings.~~respective agreements.

~~The~~Common ~~MOU~~Stock provides for consideration to Throw of a) equity deposit of $75,000 in Company shares, subject to lockup and specific return conditions, b) cash compensation contingent on the Company raising $5-$10 million in equity financing, c) equity compensation involving issuance of 5,130,000 shares to Thrown, d) expense reimbursement up to $100,000 for organizational and operating expenses, e) license payment of $50,000 to Nappy Boy Dranks, LLC, and f) additional shares based on sales milestones to be negotiated.Activity

Common stock transactions during the year ended December 31, 2024, were as follows:

·On May 17, 2024, the Board granted Restricted Stock Awards (“RSAs”) totaling 340,000 shares of common stock under the 2021 Omnibus Incentive Plan. See Note 9.

·On May 28, 2024, the Company issued 62,500 shares to an unrelated third party pursuant to a Subscription Agreement at $0.40 per share, resulting in cash proceeds of $25,000.

·On September 6, 2024, the Board granted an RSA of 10,000 shares of common stock under the 2021 Omnibus Incentive Plan. See Note 9.

·On July 6, 2024, the Company issued 187,500 shares to Thrown, LLC in connection with the Share Exchange Agreement, valued at $26,175 based on the closing price on the OTCQB market. See Note 3.

As a result of these issuances, the Company had 17,925,950 shares of common stock outstanding as of December 31, 2024.

F-18

~~While the MOU outlines the parties’ intent to negotiate in good faith a definitive agreement while highlighting certain binding terms regarding exclusivity and confidentiality~~FARMHOUSE, ~~it does not guarantee that the transaction will be completed~~INC. ~~The~~AND parties are committed to negotiating in good faith and working towards a definitive agreement, but there are many variables and conditions that must be met for the transaction to close successfully. Therefore, there is no assurance that the MOU will result in a final agreement or that the transaction will be consummated.SUBSIDIARY

~~Notes~~NOTES ~~Payable~~TO CONSOLIDATED FINANCIAL STATEMENTS

OnDecember ~~April 26~~31, 2024, ~~the Company entered into promissory notes with two unrelated parties each for $5,000, for cash proceeds of $10,000. These notes bear interest at 20% per annum~~ and are unsecured. All unpaid principal, along with any accrued interest, is due on October 26, 2024. On July 2, 2024, the Company entered into a promissory note with an unrelated party for $11,677 for a payment made by the party directly to a company vendor. This note bears interest at 12% per annum, is unsecured and is due on January 2, 2025. Failure to meet the payment terms or any other default condition on these notes could result in financial consequences, including acceleration of the notes’ due date and additional legal costs. Management is aware of the risks associated with this high-interest liability and is committed to meeting all obligations under the terms of the notes. 2023

In the prior year ended December 31, 2023, the Company granted Restricted Stock Awards of 250,000 shares of common stock under the Company’s 2021 Omnibus Incentive Plan to a Company director and a consultant. See Note 9. As a result of these transactions, the Company has 17,325,950 shares of common stock outstanding as of December 31, 2023.

OnNOTE ~~May~~9 17, 2024, the Board granted Restricted Stock Awards (“RSAs”) totaling 340,000 shares of common stock under the 2021 OIP to advisors that the Board determined to be critical to closing the aforementioned MOU, including 100,000 RSA shares to the Company’s contracted CFO, LFSI, and 240,000 RSA shares to the newly engaged Company legal counsel. The RSA shares to LFSI vest 50,000 shares on June 30, 2024 and 25,000 shares over each of the following two fiscal quarters. The RSA shares to the newly engaged Company legal counsel vest 10,000 shares monthly starting on June 30, 2024 and continuing until May 31, 2026. RSA shares are measured at fair market value based on the closing price of the Company’s common stock on the OTCQB market on the date of grant ($0.084 per share on May 17, 2024). Stock– STOCK-~~based~~BASED ~~compensation~~COMPENSATION ~~expense~~AND isRESTRICTED ~~recognized~~STOCK ~~as the shares vest with a corresponding offset credited to additional paid-in-capital.~~AWARDS

~~Common~~In May 2021, the Board of Directors approved the Farmhouse, Inc. 2021 Omnibus Incentive Plan (“2021 OIP”), permitting the issuance of up to 3,000,000 shares of common stock ~~transactions~~through awards of stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance units, other stock-based awards, and cash-based awards. The 2021 OIP was ratified by stockholders holding a majority of the Company’s outstanding shares.

InOptions ~~May~~granted ~~2024,~~under the ~~Company~~2021 ~~issued~~OIP ~~62,500~~may ~~shares~~be ofeither ~~common~~incentive stock tooptions, anas ~~unrelated~~defined ~~third~~by ~~party~~Section in422 ~~connection~~of ~~with~~the aInternal ~~Subscription~~Revenue ~~Agreement~~Code, ~~priced~~or atnonqualified $0stock options.40 ~~per~~The ~~share~~exercise ~~for~~price ~~cash~~of ~~proceeds~~options ofmust ~~$25,000.~~not Asbe aless ~~result~~than 100% of ~~this~~the ~~issuance~~fair ~~and~~market value of the ~~aforementioned~~Company’s ~~RSA~~common ~~shares,~~stock on the ~~Company~~date ~~has~~of ~~17,728,450~~grant ~~shares~~(110% for holders of ~~common~~more than 10% of the voting stock). ~~outstanding~~Options become exercisable as determined by the Board of ~~July~~Directors ~~10,~~and ~~2024,~~expire no later than ten years from the date of ~~these~~grant ~~consolidated~~(five ~~financial~~years ~~statements~~for optionees owning more than 10% of voting stock).

Restricted stock awards (“RSAs”) are issued at fair market value on the grant date and typically vest in monthly or quarterly installments, subject to continued service. Stock-based compensation for RSAs is recognized on a straight-line basis over the vesting period.

Restricted Stock Awards (“RSAs”)

The Company accounts for stock-based compensation in accordance with ASC 718, Compensation – Stock Compensation, recognizing expense based on the grant-date fair value of awards over the requisite service period. Forfeitures are recognized as they occur. All awards were in the form of Restricted Stock Awards (“RSAs”) granted under the 2021 Omnibus Incentive Plan (“2021 OIP”). RSAs are valued based on the closing price of the Company’s common stock on the OTCQB market on the date of grant, and expense is recognized as the shares vest. No stock options or other equity instruments were granted during the periods presented.

A total of 350,000 RSAs were granted during the year ended December 31, 2024, including (i) 100,000 shares awarded for CFO services, vesting 50,000 shares on September 30, 2024, 25,000 shares on December 31, 2024, and 25,000 shares on March 31, 2025; (ii) 240,000 shares granted to legal counsel supporting the Thrown transaction, vesting 10,000 shares monthly from September 30, 2024 through May 31, 2026; and (iii) 10,000 shares granted to a consultant, vesting in monthly installments of 2,500 shares from September 30, 2024 through December 31, 2024. In the prior year, the Company granted 250,000 RSAs, including (i) 200,000 shares to a new director, vesting 100,000 shares on December 31, 2023 and 12,500 shares quarterly through December 31, 2025, and (ii) 50,000 shares to a consultant, vesting 10,000 shares monthly beginning October 31, 2023.

F-19

FARMHOUSE, INC. AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024 and 2023

The following table summarizes RSA activity for the periods presented:

	Number of RSAs		Weighted Average Grant Date Fair Value
Balance as of January 1, 2023		752,000	$	0.251
Awarded		250,000	$	0.050
Vested		(732,000)	$	0.227
Forfeited		-	$	-
Balance as of December 31, 2023		270,000	$	0.128
Awarded		350,000	$	0.089
Vested		(400,000)	$	0.122
Forfeited		-	$	-
Balance as of December 31, 2024		220,000	$	0.076

Stock-based compensation expense recognized was $48,879 and $166,424 for the years ended December 31, 2024 and 2023, respectively. As of December 31, 2024, the Company had approximately $16,780 of unrecognized compensation expense related to non-vested RSAs, which is expected to be recognized over a weighted-average remaining period of approximately 1.4 years. Estimated expense recognition is $12,580 in 2025 and $4,200 in 2026.

NOTE 10 – LITIGATION

In August 2017, the Company’s subsidiary, DTLA, entered into a Strategic Consulting Agreement (the “SCA”) with Los Angeles Farmers, Inc. (“LAFI”), formerly known as a medical marijuana growing and retail company. In October 2017, DTLA filed litigation in Los Angeles County Superior Court (Case No. BC681251) against LAFI and its principals, seeking to enforce its rights under the SCA. Following a confidential settlement with the principals in January 2020 and a judgment in favor of DTLA against LAFI in April 2021, a court-appointed receiver completed the sale of LAFI in April 2024.

As of June 20, 2025, the date of this report, there has been no material activity related to the matter for more than two years. The Company does not expect to recover any proceeds from the sale and is no longer pursuing any remedies. Accordingly, the matter is considered closed.

The Company has no active litigation as of December 31, 2024.

NOTE 11 – INCOME TAXES

As of December 31, 2024, the Company had approximately $4,010,000 of federal and state net operating loss carryforwards (“NOLs”) available to offset future taxable income. Federal NOLs generated after 2017 are subject to indefinite carryforward but are limited to 80% of taxable income in any given period under the Tax Cuts and Jobs Act. State NOL carryforwards generally

F-20

FARMHOUSE, INC. AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024 and 2023

expire between 2039 and 2043. Due to the Company's cumulative losses and uncertainty regarding future profitability, a full valuation allowance has been recorded against all deferred tax assets as of December 31, 2024 and 2023.

The Company used an effective federal income tax rate of 21% in calculating its deferred tax assets and liabilities. The components of the Company’s net deferred tax assets are as follows:

Year Ended December 31,	2024		2023
Net operating loss carryforwards		842,100		789,000
Accrued payroll and compensation		275,900		220,000
Depreciation differences		42,600		47,300
Valuation allowance		(1,160,600)		(1,056,300)
Net deferred tax assets	$	-	$	-

The reconciliation of the expected U.S. federal income tax provision (benefit) based on the statutory rate to the Company’s recorded provision is as follows:

Year Ended December 31,	2024		2023
Federal statutory rate applied to pre-tax income (loss)	$	(97,100)	$	(117,800)
Depreciation		(4,600)		(4,700)
Meals and entertainment disallowance		100		200
Other non-deductible expenses		10,300		34,900
Payroll and compensation expenses		38,700		35,700
Change in valuation allowance		53,000		51,700
Total provision for income taxes	$	-	$	-

As of December 31, 2024, the Company had not filed corporate income tax returns for fiscal years after 2018. While significant NOL carryforwards may offset future taxable income, the failure to file timely returns may expose the Company to penalties, interest, and potential limitations or disallowance of its NOLs. Management intends to complete all outstanding tax filings but cannot guarantee full preservation of all tax benefits.

NOTE 12 – COMMITMENTS AND CONTINGENCIES

From time to time, the Company may be involved in legal proceedings, claims, or regulatory matters. Management evaluates potential liabilities in consultation with legal counsel and currently does not believe that any existing matters will have a material adverse effect on its financial position or results of operations. The Company also has indemnification agreements with its officers and directors that provide for uncapped indemnity, although the Company believes the likelihood of material payments is remote.

F-21

FARMHOUSE, INC. AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024 and 2023

NOTE 13 – SUBSEQUENT EVENTS

As of June 20, 2025, the date of this report, there were no subsequent events requiring adjustment or disclosure, except as noted below or disclosed elsewhere in these consolidated financial statements.

Convertible Note Issuance and Liability Conversion

On March 18, 2025, the Company issued a Convertible Promissory Note in the principal amount of $61,000 to an individual investor. The note bears interest at a rate of 10% per annum and matures 36 months from the original issue date. The note is mandatorily convertible into shares of the Company’s common stock at a conversion price equal to 50% of (i) the offering price in the event of a qualified equity financing of at least $1,000,000, or (ii) the market price if the Company’s common stock closes at or above $0.50 per share for ten consecutive trading days.

The principal amount includes $26,000 of previously accrued liabilities for services rendered, which were converted into the note in accordance with a liability conversion agreement executed on the same date. The remaining $35,000 represents new cash proceeds received by the Company. Upon execution of the note, the previously recorded liability was extinguished and reclassified as part of the convertible debt obligation.

Convertible Note Issuances for Cash

Between February 24, 2025 and April 28, 2025, the Company issued Convertible Promissory Notes totaling $85,000 of new cash proceeds to five unrelated individual investors, as follows:

·$10,000 issued to an unrelated individual on February 24, 2025.

·$25,000 issued to an unrelated individual on April 16, 2025.

·$25,000 issued to the spouse of a Company director on April 18, 2025. This note was issued on the same terms as those offered to unaffiliated investors and was executed on an arm’s length basis.

·$12,500 issued to an unrelated individual on April 21, 2025.

·$12,500 issued to an unrelated individual on April 28, 2025.

The notes bear interest at 10% per annum and mature 36 months from the date of issuance. The notes were initially convertible into shares of the Company’s common stock at a price equal to 60% of the offering price in a qualified equity financing or the Company’s market price upon sustained trading at or above $1.00 per share. On April 15, 2025, the Company and the investors executed amendments to their respective notes to align its terms with those of more recently issued convertible notes. The amendment reduced the conversion price to 50% of the offering price in a qualified financing and 50% of the Company’s market price if the Company’s common stock trades at or above $1.00 per share for ten consecutive trading days. All other terms of the note

F-22

FARMHOUSE, INC. AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024 and 2023

remain unchanged. The notes were originally issued under the Company’s authorized Convertible Note Offering and are intended to convert automatically upon the occurrence of certain triggering events as described above.

Convertible Notes Issued in Exchange for Outstanding Obligations

Effective March 31, 2025, the Company entered into letter agreements with several creditors to convert existing obligations – including outstanding debt and accrued liabilities – into new Convertible Promissory Notes. These notes were issued under the same terms as the above mentioned convertible notes issued for cash, including same interest rate, maturity, and conversion features. The following obligations were converted:

·A promissory note with an outstanding balance of $6,200, including principal and accrued interest.

·Accrued legal fees and finance charges totaling $250,000. As part of the agreement, any additional amounts owed in excess of this figure were waived in full.

·A past-due accounts payable obligation, including related charges, totaling $8,500.

·A promissory note with a combined principal and accrued interest balance of $13,400.

The issuance of these Convertible Promissory Notes fully extinguished the Company’s obligations related to the original debts and liabilities.

Update on Share Exchange Agreement with Thrown

As discussed in Notes 1 and 3, the Company previously entered into a Share Exchange Agreement (“Original SEA”) with Thrown, LLC for the proposed acquisition of all membership interests of Thrown. As of June 20, 2025, the date of this report, the transaction has not closed, and discussions with Thrown management are ongoing. There can be no assurance that the closing will be completed as planned.

Proposed Acquisition of Ledgewood Holdings, LLC

On June 9, 2025, the Company entered into a non-binding term sheet with Ledgewood Holdings, LLC (“Ledgewood”), a multi-unit franchise operator with approximately $31 million in trailing twelve-month revenue. The term sheet contemplates the acquisition of Ledgewood by the Company through the issuance of up to 31,000,000 shares of the Company’s common stock. The proposed equity consideration includes (i) 15,500,000 vested shares to be issued at closing, (ii) 15,500,000 shares subject to vesting over a two-year period based on continued involvement and performance, and (iii) up to 10,000,000 additional shares that may be issued upon achievement of certain post-closing revenue-based milestones.

Under the proposed structure, Ledgewood would retain day-to-day operational control over its division, subject to Farmhouse Board approval of material financings, acquisitions, or capital raises. The Company would receive a monthly operating support contribution equal to 1.5% of Ledgewood’s gross revenue, which may be reduced or suspended if the Company’s capital

F-23

FARMHOUSE, INC. AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024 and 2023

position is bolstered through third-party funding. Ledgewood will have the right to appoint two members to the Company’s Board of Directors, and the Company intends to implement a supervoting structure to mitigate any risks associated with concentrated ownership.

The term sheet is non-binding and subject to the execution of definitive agreements, completion of due diligence, approval by the Company’s Board of Directors, and resolution or refinancing of approximately $5 million in outstanding debt reportedly secured by Ledgewood’s Jamba Juice assets. The Company and Ledgewood are engaged in preliminary discussions, and there can be no assurance that the transaction will be consummated on the terms proposed or at all.

F-24

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

None.

ITEM 9A. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

The Company maintains “disclosure controls and procedures,” as ~~such term is~~ defined in ~~Rule~~Rules 13a-~~15e~~15(e) and ~~Rule~~ 15d-15(e) under the Exchange Act. ~~that~~As ~~are~~of ~~designed~~December to31, ~~ensure~~2024, ~~that~~under ~~information~~the ~~required~~supervision toof ~~be disclosed in our reports filed under~~ the ~~Exchange~~Chief ~~Act~~Executive ~~is recorded~~Officer, ~~processed, summarized and reported within~~ the ~~time~~Company ~~periods~~evaluated ~~specified in~~ the ~~SEC’s~~effectiveness ~~rules~~of ~~and~~these ~~forms,~~controls and ~~that~~concluded ~~such~~they ~~information~~were isnot ~~accumulated~~effective ~~and~~due ~~communicated~~ to ~~management,~~the ~~including~~material ~~our~~weaknesses ~~chief~~described ~~executive officer and our chief financial officer to allow for timely decisions regarding required disclosure~~below.

As of December 31, 2023, the end of the year covered by this Report, we carried out an evaluation, under the supervision of Mr. Horowitz, Chief Executive Officer, of the effectiveness of the design and the operation of our disclosure controls and procedures. We concluded that the disclosure controls and procedures were not effective as of the end of the year covered by this Report due to material weaknesses identified below.

Management’s Annual Report on Internal Control Over Financial Reporting

Management is responsible for establishing and maintaining adequate internal control over ~~our~~ financial reporting, (as defined in Rule 13a-15(f) under the Exchange Act). ~~Internal~~Based ~~control~~on ~~over~~an ~~financial~~evaluation ~~reporting~~conducted is a process, including policies and procedures, designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with U.S. generally accepted accounting principles. Management assessed the internal control over financial reporting using the ~~criteria~~COSO ~~in Internal Control – Integrated Framework (~~2013) framework, ~~issued~~management byconcluded ~~the~~that ~~Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). A system of~~ internal control over financial reporting iswas ~~designed~~not toeffective ~~provide~~as ~~reasonable assurance regarding the reliability~~ of ~~financial~~December ~~reporting~~31, ~~and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Because of its inherent limitations~~2024, ~~internal~~due ~~control~~to ~~over~~the ~~financial~~following ~~reporting~~material ~~may not prevent or detect misstatements.~~weaknesses:

~~Based~~·Lack onof ~~the~~a ~~evaluation~~defined ~~under the framework in COSO, management concluded that our~~ internal ~~controls~~control ~~over financial reporting was ineffective as of December 31~~structure, ~~2023~~including ~~based on such criteria. Deficiencies existed in~~ the ~~design~~absence ~~or operation~~ of ~~our~~risk ~~internal~~assessment, ~~control~~monitoring ~~over~~activities, ~~financial~~and ~~reporting that adversely affect its internal~~ controls ~~and~~over ~~that~~key ~~may~~processes besuch ~~considered~~as ~~material~~revenue, ~~weaknesses.~~purchasing, Atreasury, ~~material~~taxes, ~~weakness is a significant deficiency~~equity, orjournal ~~combination of deficiencies~~entries, inand ~~internal control over~~ financial ~~reporting that results in more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected~~close.

As·Insufficient ofaccounting ~~December~~resources 31with SEC reporting and U.S. GAAP expertise, ~~2023~~limited segregation of duties, ~~management~~and ~~identified~~inadequate ~~the~~review ~~following~~procedures ~~material~~for ~~weaknesses:~~financial data.

~~·Lack~~These ofweaknesses aare ~~defined~~common ~~internal~~among ~~control~~companies ~~structure~~of ~~and~~similar ~~control environment~~size. WeSubject ~~have~~to nosecuring ~~risk~~additional ~~assessment procedures~~financing, nothe ~~formal~~Company ~~information~~intends orto ~~communication~~remediate ~~process,~~these ~~and~~deficiencies noby ~~monitoring~~implementing ~~activities~~formal ~~in place. We have no~~ control ~~activities~~processes ~~set~~and ~~up,~~hiring ~~including~~additional ~~those~~accounting ~~over the AR/revenue process, the AP/purchasing process, the treasury process, the income tax process, or the equity process~~personnel. ~~We also have no controls over the entering of journal entries or the financial reporting close process.~~

25Internal controls provide reasonable, but not absolute, assurance against misstatements or fraud. No system can guarantee prevention or detection of all errors or irregularities.

·We lack the necessary accounting resources with sufficient SEC reporting experience, US GAAP knowledge and accounting experience. We also lack the resources to properly account for complex debt and equity transactions and are unable to analyze such transactions timely or in sufficient detail. Additionally, we lack segregation of duties and review procedures to ensure our financial data is accurate.

The weaknesses and the related risks are not uncommon in a company of our size because of the limitations in the size and number of staff. To address these material weaknesses, and subject to the receipt of additional financing or cash flows, we intend to undertake remediation measures to address the material weaknesses described in this Report, including implementing procedures pursuant to which it can ensure segregation of duties and hire additional resources to ensure appropriate review and oversight.

A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met under all potential conditions, regardless of how remote, and may not prevent or detect all errors and all fraud. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of a simple error or mistake. Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

Auditor’s Report on Internal Control Over Financial Reporting

This Report does not include an attestation ~~report~~by ofthe ~~our independent registered public accounting firm regarding internal control over financial reporting. Management~~Company’s ~~report was not subject to attestation by our~~ independent ~~registered~~auditors, ~~public~~as ~~accounting~~permitted ~~firm~~for ~~pursuant~~smaller toreporting ~~the rules of the SEC that permit it to provide only management’s report in this Report~~companies.

Changes in Internal Control Over Financial Reporting

There ~~have~~were ~~been~~ no changes in ~~our~~ internal ~~controls~~control over financial reporting ~~(as that term is defined in Rules 13(a)-15(f) and 15(d)-15(f) of the Exchange Act) that have occurred~~ during the fourth quarter ~~ended~~of ~~December~~2024 ~~31, 2023,~~ that ~~have~~ materially affected, or are reasonably likely to materially affect, ~~our~~the Company’s internal ~~controls~~control over financial reporting.

ITEM 9B. OTHER INFORMATION.

None.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.

~~Our~~The ~~current~~following ~~executive~~table ~~officers~~sets ~~and~~forth certain information regarding the Company’s directors and ~~additional~~executive ~~information~~officers ~~concerning~~as ~~them~~of ~~are~~June as20, ~~follows~~2025:

Name	Position ~~Held with Company~~	Age	Date ~~First Elected or~~ Appointed
Evan Horowitz	Chief Executive Officer, ~~and~~ Director	5253	January 28, 2014
Michael Landau	Chief Technical Officer, Secretary, Treasurer, ~~and~~ Director	5253	January 28, 2014
Leslie Katz	Director	6263	October 13, 2023
Lanny R. Lang	Chief Financial Officer	66	February 8, 2021

~~Our~~Directors ~~directors~~serve ~~are appointed for a~~ one-year ~~term~~terms ~~holding office~~ until the next annual ~~general~~ meeting ~~of its shareholders~~ or ~~until removed from office in accordance with its bylaws~~removal. ~~Our~~Officers ~~officers~~ are appointed by the board ~~of directors~~ and ~~hold~~serve office until removed by the board. All officers and directors listed above will remain in the office until the next annual meeting of our stockholders, and until their successors have been duly elected and qualified. There are no agreements with respect to the election of directors. Our board of directors appoints officers annually and each executive officer serves at ~~the~~its discretion ~~of our board of directors~~.

~~None~~There ofare ~~the~~no ~~directors~~agreements ~~held~~regarding ~~any~~director ~~directorships~~elections, ~~during~~and ~~the~~no ~~past~~director ~~five~~has ~~years~~held directorships in ~~any~~other ~~company~~SEC-reporting ~~with~~companies ain ~~class of securities registered pursuant to Section 12 of~~ the ~~Exchange~~past ~~Act~~five ~~or subject to the requirements of Section 15(d) of such act, or of any company registered as an investment company under the Investment Company Act of 1940~~years.

~~Director and Officer Biographical Information~~Biographies

Evan Horowitz, – age 53, has served as Co-Founder, Chief Executive Officer, and Director since 2014. He manages business development, branding, and strategy, and is a former CEO of multiple technology businesses. Mr. Horowitz is also a co-inventor on two monetized technology patents and studied Mass Communications at the University of California, Berkeley.

~~Evan~~Michael ~~Horowitz~~Landau, 52age 53, ishas ~~the~~served as Co-Founder, ~~and has been the~~ Chief ~~Executive~~Technical Officer, Secretary, Treasurer, and Director since ~~the Company's inception in January~~ 2014. ~~Mr.~~He ~~Horowitz~~oversees the Company’s ~~primary~~technology ~~responsibilities~~platforms ~~include~~and ~~the~~previously ~~management~~served ~~and~~as ~~execution~~CTO of ~~our~~Essociate ~~business~~Inc. ~~development, market strategies, social media and brand development~~Mr. ~~Prior~~Landau toholds ~~Farmhouse,~~a heBachelor ~~was Co-Founder and Chief Executive Officer~~ of ~~multiple~~Science ~~technology~~degree ~~businesses primarily~~ in ~~the~~Economics ~~affiliate networking, advertising~~ and ~~domaining~~Computer ~~channels.~~Science Asfrom ~~Co-Inventor~~the onUniversity ~~two~~of ~~prior-issued~~California, ~~and subsequently monetized technology patents~~Berkeley, heand ~~has~~a ~~firsthand~~Juris ~~intellectual~~Doctor ~~property~~from ~~expertise~~UC ~~related to branding, marketing, startups, defense and growth~~Hastings. ~~Mr.~~He ~~Horowitz~~is ~~attended~~a ~~The~~member ~~University~~ of the California, ~~Berkeley from 1990-1995 and studied Mass Communications~~Bar.

~~Michael~~Leslie ~~Landau~~Katz, ~~– Chief~~age ~~Technical~~63, ~~Officer~~has served as an Independent Director since 2023. She is an attorney specializing in blockchain, ~~Secretary~~fintech, ~~Treasurer~~cybersecurity, and ~~Director~~emerging technology law. Ms. Katz is a former Port Commissioner of San Francisco and has been a Partner at Practus LLP since 2022. She holds a Bachelor of Science degree in Psychology from the University of California, Berkeley, and a Juris Doctor from UC Law San Francisco.

Michael Landau, 52, is the Co-Founder, Chief Technical Officer, Secretary, Treasurer and Director since the Company’s inception in January 2014. Mr. Landau is responsible for the online operations and development of our technology platforms. Prior to Farmhouse, he was the Co-Founder and Chief Technical Officer of Essociate Inc., an affiliate marketing, mobile development and domain name marketplace company. He has more than 20 years of experience developing web and mobile applications. Mr. Landau obtained an BS Degree in Economics and Computer Science from The University of California, Berkeley, 1994, and a J.D. from University of California, Hastings College of the Law, 1998. He is a member of the California Bar Association.11

27Lanny R. Lang, age 66, serves as Chief Financial Officer through Lang Financial Services, Inc. He has over 35 years of experience in CFO roles, SEC reporting, and corporate restructuring. Mr. Lang has been the Principal of Lang Financial Services, Inc. since 1993 and currently serves as CFO of 3Win Corp. and House of Jane, Inc. He previously served as CFO of ORhub, Inc. and Aztore Capital Corp. Mr. Lang holds a Bachelor of Arts degree in Accounting from the University of Northern Iowa.

~~Leslie~~Board ~~Katz – Director~~Operations

~~Leslie~~During R.2024 ~~Katz,~~and 622023, ~~joined~~ the ~~Farmhouse~~Board ~~board~~acted ofby ~~directors~~written inconsent ~~October~~without ~~2023~~holding asformal ~~an independent director~~meetings. ~~Ms.~~The ~~Katz~~Company isdoes annot ~~experienced~~have ~~attorney,~~separate ~~former elected official~~audit, ~~and former technology company executive~~nominating, ~~specializing~~or incompensation ~~blockchain~~committees; ~~& FinTech, as well as corporate, cybersecurity, and~~ the ~~developing~~full ~~areas~~Board ofperforms ~~generative~~these ~~AI and Web3 law~~functions. ~~Ms.~~Audit ~~Katz's~~oversight ~~law career~~ is ~~extensive~~shared ~~and~~among includes Partner at Practus, LLP (July 2022 to current), an innovative virtual law firm that leverages cloud-based technologies, Partner with Clark Hill Law (September 2019 to July 2022) focusing in blockchain, emerging technologies, regulatory and government affairs, Partner with CKR Law, LLC. (November 2018 to September 2019), and Shareholder with Greenberg Traurig, LLC (August 2015 to November 2018) focusing on government law and policy, energy, telecommunications, healthcare, and clean technology. Prior to her law career, Ms. Katz was Port Commissioner for the ~~Port of San Franscisco from March 2011 to May 2018~~Board, ~~and was Member and Past Chair of the Democratic County Central Committee from June 2000 to June 2016. Ms. Katz obtained an B.S. Degree in Psychology from the University of California~~CEO, ~~Berkeley, 1983,~~ and ~~a J~~CFO.~~D. from University of California Law School, San Francisco, 1986. She is a member of the California Bar Association.~~

~~Lanny~~Board R.Leadership ~~Lang~~and ~~– Chief~~Risk ~~Financial Officer~~Oversight

~~Lanny~~Evan R.Horowitz ~~Lang,~~serves ~~66,~~as ~~was~~both ~~named~~Chairman and Chief ~~Financial~~Executive Officer ~~pursuant~~of tothe ~~a management contract with Lang Financial Services, Inc~~Company. ~~(“LFSI”).~~The ~~Mr.~~Board ~~Lang~~believes ~~has~~that ~~over~~combining 35these ~~years~~roles ofis ~~CFO-related~~appropriate ~~restructuring,~~given ~~financial~~the ~~consulting,~~Company’s ~~reverse merger~~size, ~~capital~~stage ~~structuring, financial process and SEC financial reporting experience. He has been the principal~~ of ~~LFSI~~development, ~~a private management~~ and ~~accounting~~limited ~~consulting~~personnel ~~firm, since 1993~~resources. ~~From~~The ~~July~~Board ~~2017~~maintains tooversight ~~June 2018, he was the CFO~~ of ~~ORhub,~~significant ~~Inc.~~Company ~~– OTC: ORHB. From 1995 and July 2017~~decisions, heincluding ~~was~~strategic ~~the CFO~~transactions, ~~Secretary~~financing ~~and a director of Aztore Capital Corp. and its predecessor~~matters, ~~Aztore Holdings, Inc. Pursuant to Advisory Agreement with LFSI, Mr. Lang is also currently the CFO of House of Jane Inc. – OTC:HOJI since February 2019. Since May 2022, Mr. Lang is also the CFO~~ and ~~Secretary~~executive ~~of 3Win Corp~~appointments. ~~Mr. Lang started his career with Price Waterhouse (now PWC) in Minneapolis, Minnesota and obtained a BA Degree in Accounting from the University of Northern Iowa, 1980.~~

~~During~~The Board is also responsible for overseeing the ~~years~~Company’s ~~ended~~risk ~~December~~management 31practices, ~~2023~~including ~~and~~cybersecurity ~~2022,~~risk. ~~there~~While ~~were~~the noCompany does not maintain a formal ~~meetings~~risk ofcommittee, ~~our~~cybersecurity ~~board~~risk is considered part of ~~directors. The~~the ~~directors~~broader ~~authorize~~enterprise ~~material~~risk ~~action~~profile byand ~~written~~is ~~consent~~monitored ~~executed~~at ~~contemporaneously~~the ~~with~~management level by the ~~action.~~Company’s Chief Technical Officer, who has extensive experience in software infrastructure and systems security.

WeThe ~~currently~~Chief doTechnical ~~not~~Officer ~~have a nominating, compensation, audit committee, or committees performing similar functions, nor~~ is ~~there~~responsible afor ~~written nominating~~identifying, ~~compensation~~assessing, orand ~~audit~~responding ~~committee~~to ~~charter.~~material ~~Currently,~~risks ~~the~~related ~~entire~~to ~~board~~cybersecurity ~~of directors is performing the functions of such committees~~threats. InThe ~~lieu~~Company ofutilizes ancommercially ~~Audit~~available ~~Committee,~~security ~~our~~protocols ~~board~~and ofthird-party ~~directors~~services isto ~~responsible~~monitor ~~for~~system ~~reviewing~~vulnerabilities and ~~making~~unauthorized ~~recommendations~~access ~~concerning~~attempts. ~~the~~As ~~selection~~ of ~~outside auditors, reviewing~~ the ~~scope,~~date ~~results, and effectiveness~~ of ~~the~~this ~~annual audit of our financial statements and other services provided by our independent registered public accounting firm. The board of directors~~filing, ~~the~~no ~~Chief~~material ~~Executive~~cybersecurity ~~Officer,~~incidents ~~and~~have ~~the~~been ~~Chief Financial Officer review our internal accounting controls, practices, and policies~~identified.

28Cybersecurity matters, including risk exposures and mitigation strategies, are reviewed by the Board at least annually, or more frequently if needed. Management reports to the Board any known cybersecurity incidents or material changes in threat posture. Although the Company’s cybersecurity framework is still developing, it continues to assess its needs based on evolving business activities and regulatory requirements.

~~Qualifications~~Director ofNomination ~~Candidates for Election to the Board~~Process

~~Our~~The ~~directors~~Company ~~take~~does a critical role in guiding our strategic direction and considering the composition of the board of directors. Since 2014, we have had no turnover on the board of directors (one independent member was added in August 2020). As such, we do not ~~have~~maintain a separate nominating committee. ~~When~~Board ~~board of director~~ candidates are ~~considered, they will be~~ evaluated based ~~upon~~on ~~(i)~~independence, ~~their ability to qualify as independent directors; (ii) their broad-based business and professional skills and experiences; (iii) their~~ experience, ~~serving~~integrity, ~~as management or on the board of directors of companies similar to our; (iv) their concern for the long-term interests of the shareholders; and (v) their~~ financial literacy, and ~~personal integrity in judgment~~availability. ToFormal ~~date,~~diversity wecriteria have not ~~taken~~been ~~specific diversity considerations into account when nominating or considering board of director candidates and we have no policy in this regard~~adopted. In addition, board of director candidates must have time available to devote to Board activities. Accordingly, our board of directors will seek to attract and retain highly qualified directors who have sufficient time to attend to their duties and responsibilities. See “Process for Identifying and Evaluating Candidates for Election to the Board” below for further discussion of how our board of directors operates in connection with nominations.

Board Leadership Structure and Role in Risk Oversight

Mr. Horowitz has served as Chairman, member of our board of directors, Chief Executive Officer and President since January 2014. The board of directors believes it is important to select its Chairman and President in the manner it considers in our best interests and its stockholders at any given point in time. The board of directors believes that the most effective leadership structure for us is for Mr. Horowitz to serve as both as our Chairman and President because a single position reduces the need to hire and compensate additional personnel. Moreover, the board of directors recognizes that, given Mr. Horowitz’s familiarity with our day-to-day operations and his long-standing experience with us, it is valuable to have him lead board discussions. Our board of directors as a group fulfill the role of reviewing all proposed transactions that involve potential conflicts of interest and proposing matters for consideration or action by management. Our board of directors and management view this level of independent director involvement as adequate given the nature of our business. In particular, due to the limited size of our operations and headcount and the well-defined nature of our business and operating results, that we have not required more formal and extensive interaction, and the board of directors has not considered it necessary to date.

With respect to the board of directors’ role in the risk oversight of the Company, the board of directors has set forth which transactions may require the prior approval of the board of directors (or an independent portion thereof) and which transactions may proceed with management authorization and without any such board of directors’ prior approval.

Process for Identifying and Evaluating Candidates for Election to the Board

We have no separate nominating committee, however, our management reviews the qualifications and backgrounds of the board of directors, as well as the overall composition of the Board, and recommends to the full board of directors the persons to be nominated for election. In the case of incumbent directors, the board of directors reviews such directors’ overall service, including the number of meetings attended, level of participation, quality of performance, and whether the director continues to meet the applicable independence standards. In the case of any new director candidates, the questions of independence and financial expertise are important to determine what roles can be performed by the candidate, and the board of directors determines whether the candidate meets the applicable independence standards and the level of the candidate’s financial expertise. Any new candidates would be interviewed by the management and, if appropriate, then by all members of the board of directors. The full board of directors will approve the final

nominations. The Chairman of the board of directors, acting on behalf of the full board of directors, will extend the formal invitation to become a nominee of our board of directors.

Significant Employees

WeThe ~~have~~Company nodoes not have significant employees other than ~~their~~its ~~officers~~executive ~~and directors~~officers.

Audit Committee Financial Expert

~~Our~~The ~~board~~Company ~~of directors~~ does not currently have ~~a member that qualifies as~~ an “audit committee financial expert” asbut ~~defined~~intends ~~in Item 407(d)(5) of Regulation S-K. We intend~~ to ~~establish~~appoint anone ~~Audit Committee in the future and identify an individual to serve~~ as anit ~~independent director and as the audit committee financial expert~~grows.

~~Involvement in Certain~~ Legal Proceedings

~~None~~No ~~of our~~ executive ~~officers~~officer ~~and~~or ~~directors~~director ~~have~~has been involved in ~~or a party to~~ any ofreportable ~~the~~legal ~~following~~proceedings ~~events or actions~~ during the past ten years:.

(1)Any petition under the federal bankruptcy laws or any state insolvency laws filed by or against, or an appointment of a receiver, fiscal agent, or similar officer by a court for the business or property of such person, a partnership in which such person was a general partner at or within two years before the time of such filing, or any corporation or business association of which such person was an executive officer either at or within two years prior to the time of such filing;

(2)Any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);

(3)Being subject to any order, judgment, or decree, not subsequently reversed, suspended, or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, such person from, or otherwise limiting, the following activities: (i) acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment advisor, underwriter, broker or dealer in securities, or as an affiliated person, director, or employee of any investment company, bank, savings and loan association, or insurance company, or engaging in or continuing any conduct or practice in connection with such activity; (ii) engaging in any type of business practice; or (iii) engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of federal or state securities laws or federal commodities laws;

(4)Being the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any federal or state authority barring, suspending or otherwise limiting for more than 60 days the right of such person to engage in any activity described in paragraph (3)(i) above, or to be associated with persons engaged in any such activity;

(5)Being found by a court of competent jurisdiction (in a civil action) or the SEC to have violated a Federal or State securities law, and the judgment has not been subsequently reversed, suspended, or vacated;

(6)Being found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law, and the judgment in such

civil action or finding by the Commodity Futures Trading Commission has not been subsequently reversed, suspended, or vacated;

(7)Being the subject of, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of :(i) any Federal or State securities or commodities law or regulation; (ii) any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order; or (iii) any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or

(8)Being the subject of, or a party to, any sanction or order, not subsequently reversed, suspended, or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

Potential Conflicts of Interest

WeThe ~~are~~Company is not aware of any conflicts ofinvolving ~~interest with any of~~ its ~~directors~~officers ~~and~~or ~~officers~~directors.

Director Independence

WeThe ~~are~~Company is not ~~currently~~ subject to ~~listing requirements of any national securities~~ exchange orlisting ~~inter-dealer~~standards ~~quotation~~requiring ~~system which has requirements that~~ a majority of ~~the board of directors be “~~independent” ~~and, as a result, we are not at this time required to have a board of~~ directors ~~comprised of a majority of “Independent Directors~~.” ~~Currently,~~Leslie ~~our~~Katz ~~board~~qualifies ofas ~~directors~~an ~~has one~~ independent director, ~~Leslie~~under ~~Katz, within the definition of independence provided by the~~ OTC Markets ~~Group Inc~~guidelines.

Code of Ethics

WeThe ~~have~~Company has not yet adopted a formal Code of Ethics, but weintends ~~intend~~ to ~~adopt~~do ~~a formal Code of Ethics in the future~~so.

Section 16(a) ~~Beneficial Ownership~~ Compliance

Section 16(a) of the Securities Exchange Act, as amended, requires our executive officers and directors, and persons who own more than 10% of our common stock, to file reports regarding ownership of, and transactions in, our securities with the Securities and Exchange Commission and to provide the Company with copies of those filings. Based ~~solely~~ on ~~the~~its review, of the ~~copies of such forms received by the~~ Company, orbelieves ~~written~~all ~~representations~~Section ~~from~~16(a) ~~certain reporting persons, during the year ended December 31, 2023, the~~ filing requirements applicable to ~~its~~ officers, directors, and ~~greater than~~ 10% ~~beneficial~~stockholders ~~owners~~ were ~~complied~~satisfied during 2024.

Family Relationships

There are no family relationships among ~~our~~the Company’s officers ~~and~~or directors.

31Shareholder Communications with the Board of Directors

The Company does not currently maintain a formal process for shareholders to communicate with the Board of Directors. While shareholders may send correspondence to the Company’s mailing address, there are no specific procedures in place to ensure that such communications are directed to the Board or any individual director. Additionally, the Company does not have a process for reviewing, screening, or categorizing shareholder communications prior to delivery. The Board may consider establishing a more formal process if shareholder communications become more frequent or material to governance oversight.

ITEM 11. EXECUTIVE COMPENSATION.

~~The~~Summary ~~following~~Compensation table summarizes all compensation recorded by the Company in the past two years ending December 31, 2023 for our principal executive officer or other individual serving in a similar capacity, and the two most highly compensated executive officers, other than the principal executive officer, who were serving as corporate officers as of December 31, 2023. For definitional purposes, these individuals are sometimes referred to as the “named executive officers.”Table

Name and Principal Position	Year	Salary	Bonus	Stock Awards	Option Awards	Non-Equity Incentive Plan Compensation	Nonqualified Deferred Compensation	All Other Compensation	Total
Evan Horowitz, CEO (1)	12/31/23	$85,000	$0	$19,000	$0	$0	$0	$0	$104,000
	12/31/22	$85,000	$0	$9,500	$0	$0	$0	$0	$94,500
Michael Landau, CTO (2)	12/31/23	$85,000	$0	$19,000	$0	$0	$0	$0	$104,000
	12/31/22	$85,000	$0	$9,500	$0	$0	$0	$0	$94,500
Lanny R. Lang, CFO (3)	12/31/23	$0	$0	$70,000	$0	$0	$0	$48,000	$175,500
	12/31/22	$0	$0	$111,500	$0	$0	$0	$64,000	$175,500

The following table sets forth all compensation earned by or accrued for the Company’s named executive officers for the fiscal years ended December 31, 2024 and 2023. None of the officers are paid cash salaries; all amounts are accrued and unpaid as of December 31, 2024.

(1)Mr. Horowitz, our CEO, accrues a salary of $85,000, which is unpaid for the years ended December 31, 2023 and 2022. The amount shown as Stock Award is stock-based compensation expense on RSA shares vested during the periods presented.

Name	Position	Year	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Other Compensation ($)	Total ($)
Evan Horowitz (1)	CEO	2024	85,000	0	9,500	0	0	94,500
		2023	85,000	0	19,000	0	0	104,000
Michael Landau (2)	CTO	2024	85,000	0	9,500	0	0	94,500
		2023	85,000	0	19,000	0	0	104,000
Lanny R. Lang (3)	CFO	2024	0	0	17,900	0	53,000	70,900
		2023	0	0	70,000	0	48,000	118,000

(21)Mr. ~~Landau,~~Horowitz’s ~~our CTO, accrues a~~ salary ~~of $85,000, which~~ is ~~unpaid~~accrued ~~for the years ended December 31, 2023~~ and ~~2022.~~unpaid; ~~The amount shown as Stock Award is~~ stock~~-based~~ ~~compensation~~awards ~~expense~~represent ~~on RSA shares~~ vested ~~during the periods presented~~RSAs.

(32)Mr. ~~Lang,~~Landau’s ~~our~~salary ~~CFO (contracted through Lang Financial Services, Inc.)~~ is ~~paid~~accrued ~~on a contract basis~~ and isunpaid; ~~not a W-2 employee. The amount shown as Stock Award is~~ stock~~-based~~ ~~compensation~~awards ~~expense~~represent ~~on RSA shares~~ vested ~~during the periods presented~~RSAs.

32(3)Mr. Lang is compensated through Lang Financial Services, Inc. ("LFSI") and is not a W-2 employee. As of December 31, 2024, the Company owed LFSI $218,000 for services provided since 2021.

Outstanding Equity Awards at Year End

~~The~~No ~~following~~named ~~table~~executive ~~summarizes~~officer ~~the~~held outstanding equity awards ~~held by each named executive officer~~ as of ~~July~~December 1031, 2024~~, the date of this Report:~~.

Number of Securities Underlying Unexercised Options Exercisable (#) Number of Securities Underlying Unexercised Options Unexercisable (#) Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#) Option Exercise Price ($) Option Expiration Date Number of Shares or Units of Stock that Have not Vested (#) Market Value Of Shares Or Units Of Stock That have Not Vested ($) Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights that have not Vested (#) Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights that Have not Vested ($) Evan Horowitz, CEO - - - - - - - - - Michael Landau, CTO - - - - - - - - - Lanny R. Lang, CFO - - - - - - - - -

Retirement or Similar Benefit Plans

~~There~~The ~~are~~Company nodoes ~~arrangements~~not ormaintain retirement plans, indeferred ~~which~~compensation weplans, ~~provide retirement~~ or ~~similar~~change-in-control ~~benefits~~arrangements for ~~our~~its ~~directors~~executives or ~~executive officers~~directors.

3314

Resignation, Retirement, Other Termination, or Change in Control Arrangements

We have no contract, agreement, plan or arrangement, whether written or unwritten, that provides for payments to its directors or executive officers at, following, or in connection with the resignation, retirement or other termination of the directors or executive officers, or a change in control or a change in the directors’ or executive officers’ responsibilities following a change in control.

Director Compensation

The following table sets forth ~~for~~information ~~each~~regarding ~~director,~~compensation ~~certain~~paid ~~information~~or ~~concerning~~awarded ~~their~~to ~~compensation~~the Company’s non-employee director for the fiscal year ended December 31, ~~2023.~~2024:

	Fees Earned or Paid in Cash ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Change in Pension Value and Nonqualifited Deferred Compensation Earnings ($)	All other Compensation ($)	Total ($)
Name	Fees Paid ($)	Stock Awards ($)	Option Awards ($)	Total ($)
Evan Horowitz	$0	$0	$0	$0	$0	$0	$0
Leslie Katz	0	2,500	0	2,500
Michael Landau	$0	$0	$0	$0	$0	$0	$0
Scott Bostick (1)	$0	$14,250	$0	$0	$0	$0	$14,250
Lelie Katz (2)	$0	$5,000	$0	$0	$0	$0	$5,000

~~(1)Scott~~Leslie ~~Bostick~~Katz ~~resigned~~was asappointed ato ~~director~~the onBoard in October 132023 and was granted 200,000 ~~2023.~~RSAs Mrunder the 2021 Omnibus Incentive Plan. ~~Bostick~~Of ~~stated~~these ~~that~~shares, ~~his~~100,000 ~~resignation~~vested ison ~~not~~December ~~due~~31, to2023, ~~any~~and ~~disagreements~~the inremainder ~~accounting~~vest ~~policies~~ratably oron ~~procedures~~a orquarterly ~~conflicts~~basis ~~with~~through ~~the~~December ~~management~~31, 2025.

~~(2)Leslie~~Additional Katz was named a director on October 13, 2023. The Board granted RSAs under the 2021 OIP of 200,000 shares of common stock to Mr. Katz. The RSA shares vest 100,000 shares on December 31, 2023 and 12,500 shares over each of the following eight fiscal quarters through December 31, 2025. Information

WeThe ~~have~~Company nodoes ~~plans~~not inmaintain ~~place and have never maintained~~ any ~~plans that provide for the payment of~~ retirement ~~benefits or benefits that will be paid primarily following retirement including, but not limited to, tax qualified deferred~~ benefit plans, ~~supplemental executive retirement plans, tax qualified~~ deferred ~~contribution~~compensation plans ~~and nonqualified deferred contribution plans. Similarly~~, ~~we have no contracts, agreements, plans~~ or ~~arrangements,~~severance ~~whether written~~ or unwritten, that provide for payments to the named executive officers or any other persons following, or in connection with the resignation, retirement or other termination of a named executive officer, or a change -in -control oragreements afor ~~change~~its inexecutives aor ~~named executive officer’s responsibility following a change in control~~directors.

3415

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

~~The~~As ~~following~~of ~~tables~~June ~~set~~20, ~~forth~~2025, asthe ofCompany ~~July~~had 1017,925,950 ~~2024~~shares ~~certain~~of ~~information~~common ~~concerning~~stock ~~the~~outstanding. The following table sets forth beneficial ownership ofinformation ~~the~~for ~~Company’s~~each ~~capital~~director, ~~stock~~executive ~~by:~~officer, and any stockholder known to beneficially own more than 5% of the outstanding shares.

·each stockholder known by the Company to own beneficially 5% or more of any class of its outstanding stock;

*Name and address ()**	Shares Beneficially Owned (1)	Percent of Class (2)

Evan Horowitz, CEO	3,739,272	20.9%
Michael Landau, CTO	3,739,272	20.9%
Leslie Katz, Director (3)	164,166	0.9%
Lanny R. Lang, CFO	551,964	3.1%
All Officers and Directors (4 persons)	8,194,674	45.7%

·(*)The address for each ~~director;~~beneficial owner listed is 548 Market Street, Suite 90355, San Francisco, CA 94104.

~~·each~~(1)Beneficial ~~named~~ownership ~~executive~~is ~~officer;~~determined in accordance with SEC rules and generally includes voting or investment power with respect to securities. Shares subject to options or other rights exercisable within 60 days of June 20, 2025 are deemed outstanding for purposes of calculating the number of shares and percentage beneficially owned by the person holding such rights but are not deemed outstanding for purposes of calculating the percentage ownership of any other person.

~~·all~~(2)Based ofon ~~the~~17,925,950 ~~Company’s~~shares ~~executive~~of ~~officers~~common ~~and~~stock ~~directors~~outstanding as aof ~~group;~~June ~~and~~20, 2025. \

~~·each~~(3)Includes ~~person~~1,666 orshares ~~group~~owned ofand ~~affiliated persons~~162,500 ~~who~~vested isrestricted ~~known~~stock byawards ~~the~~("RSAs"). ~~Company~~Excludes to37,500 ~~beneficially~~unvested ~~own~~RSAs ~~more~~subject ~~than~~to 5%future ~~of any class of its outstanding stock~~vesting.

As of December 31, 2023, the Company had authorized 295,000,000 shares of common stock, par value $0.0001, of which there were 17,325,950 shares of common stock outstanding. As of July 10, 2024, there were 17,728,450 shares of common stock outstanding.

Beneficial ownership is as follows as of July 10, 2024:

Name of Beneficial Owner	Address of Beneficial Owner	Amount and Nature of Beneficial Ownership (1)	Percentage of Class (2)
Evan Horowitz, CEO and Director (3)	548 Market Street, Suite 90355 San Francisco, CA 94104	3,739,272	21.45%
Michael Landau, CTO and Director (3)	548 Market Street, Suite 90355 San Francisco, CA 94104	3,739,272	21.45%
Leslie Katz, Director (4)	548 Market Street, Suite 90355 San Francisco, CA 94104	137,500	0.79%
Lanny R. Lang, CFO (5)	548 Market Street, Suite 90355 San Francisco, CA 94104	526,964	3.02%
Executive Officers and Directors as a Group (4 Person)		8,143,008	46.62%

(1)Beneficial ownership is determined in accordance with the rules and regulations of the SEC and includes voting or investment power with respect to the Company’s common stock. Except as otherwise noted, the Company believe the persons and entities in this table have sole voting and investing power with respect to all of the shares of its common stock beneficially owned by them, subject to community property laws, where applicable.

(2)Shares of common stock underlying options, warrants, restricted stock awards, or notes currently exercisable or convertible or exercisable within 60 days of July 10, 2024 are considered outstanding and

beneficially owned by the person holding such securities for the purpose of calculating the percentage ownership of that person but not for the purpose of calculating the percentage ownership of any other person.

(3)Shares and percentages include 3,539,275 shares owned and 200,000 vested shares of common stock issued pursuant to an RSA Award under the Company’s 2022 OIP.

(4)Shares and percentages include 137,500 vested shares of common stock issued pursuant to an RSA Award under the Company’s 2022 OIP. Excludes 62,500 shares of common stock which are subject to future vesting.

(5)Shares and percentages include 51,694 shares owned by Lang Financial Services, Inc. and 475,000 vested shares of common stock issued pursuant to an RSA Award under the Company’s 2022 OIP. Excludes 25,000 shares of common stock which are subject to future vesting.

AsRelated ~~set~~Party out below, as of December 31, 2023, there have been no transactions, or currently proposed transactions, in which the Company was or is to be a participant and the amount involved exceeds the lesser of $120,000 or one percent of the average of the total assets at year-end for the last two completed years, and in which any of the following persons had or will have a direct or indirect material interest: any director or executive officer of the Company; any person who beneficially owns, directly or indirectly, shares carrying more than 5% of the voting rights attached to our outstanding shares of common stock; any promoters and control persons; and any member of the immediate family (including spouse, parents, children, siblings and in laws) of any of the foregoing persons.Transactions

~~Cash~~All ~~advances~~related party transactions are ~~provided~~subject byto ~~our~~Board ~~officers~~review ~~for~~and ~~operating~~approval ~~expenses~~under ASC 850 and ~~direct~~are ~~payment~~documented ofin ~~Company~~the ~~expenses.~~corporate records. During the year ended December 31, ~~2023~~2024, Company officers ~~made~~advanced ~~cash~~a ~~advances~~total of $1041,~~761~~758 ~~and~~to ~~were~~the ~~repaid $26,685~~Company. ~~During~~Repayments during the year ~~ended~~totaled ~~December 31~~$1, ~~2022~~167, ~~Company~~all ~~officers~~of which were ~~repaid~~made ~~$113,309.~~through ~~The~~officers’ ~~cash~~personal ~~advances~~charges ~~are~~to ~~non-interest~~the ~~bearing~~Company’s ~~and~~credit ~~are~~card; ~~unsecured.~~no ~~Company~~cash ~~officers~~repayments ~~own~~were ~~approximately 43~~made.2% During of the ~~Company~~year asended of December 31, 2023., WeCompany ~~have~~officers ~~agreed~~advanced $10,761 to ~~indemnify~~the Company ~~officers~~and ~~for~~received ~~certain~~repayments ~~events~~totaling or$26,685, ~~occurrences~~of ~~arising~~which as$3,315 awere ~~result~~repaid ofvia officers’ personal charges to the ~~officer~~Company’s orcredit ~~director~~card ~~serving~~and in$23,370 ~~such~~were ~~capacity~~repaid in cash.

~~Review, Approval, and Ratification of Transactions with Related Persons~~16

WeThe ~~follow~~Company’s ~~ASC~~Chief ~~850,~~Financial ~~Related~~Officer ~~Party~~is ~~Disclosures,~~contracted ~~for~~and ~~the~~is ~~identification~~not ofa ~~related~~W-2 ~~parties~~employee. ~~and~~During ~~disclosure~~the ofyear ~~related~~ended ~~party~~December ~~transactions.~~31, ~~When~~2024 ~~and~~the ifCompany expensed the ~~Company~~following ~~contemplates~~for ~~entering~~the ~~into~~CFO’s aservices: ~~transaction~~$53,000 in compensation ($5,000 of which ~~any~~was ~~executive~~paid ~~officer,~~in ~~director,~~cash) ~~nominee~~and $17,900 orin ~~any~~Restricted ~~family~~Stock ~~member~~Awards ofthat ~~the~~vested ~~foregoing~~during ~~would~~the ~~have~~year. aDuring ~~direct~~the oryear ~~indirect~~ended ~~interest~~December 31, ~~regardless~~2023 ofthe Company expensed the ~~amount~~following ~~involved,~~for the ~~terms~~CFO’s ofservices: ~~such~~$48,000 ~~transaction~~in ~~are~~compensation ~~presented~~and to$70,000 in Restricted Stock Awards that vested during the ~~board~~year. As of ~~directors~~December ~~(other~~31, ~~than~~2024 ~~any~~and ~~interested director~~2023, ifthe ~~possible)~~Company ~~for~~owed ~~approval~~$218,000 and ~~documented~~$170,000, inrespectively, ~~the~~for ~~corporate~~services ~~minutes~~provided since 2021.

On August 12, 2024, the Company entered into an unsecured promissory note with the Company’s Chief Executive Officer in the principal amount of $4,500. The note bears interest at a rate of 20% per annum, calculated based on the actual number of days elapsed over a 365-day year. All unpaid principal and accrued but unpaid interest was due and payable in full on February 12, 2025. The note provides for acceleration of payment upon the occurrence of customary events of default, including the Company’s failure to pay amounts due, insolvency, bankruptcy, or a change of control, as defined in the note. Because the note was issued to the Company’s Chief Executive Officer, it is classified as a related party transaction under applicable accounting standards. Interest expense related to this note was $348 for the year ended December 31, 2024 and accrued interest was $348 as of December 31, 2024.

As of December 31, 2024, officers and directors owned approximately 45.7% of the Company’s common stock. Officers are indemnified for actions taken in their official capacities.

Director Independence

WeAs ~~are not currently subject to listing requirements~~ of ~~any national securities exchange or inter-dealer quotation system which has requirements that a majority of~~ the ~~board~~date of ~~directors be “independent” and, as a result, we are not at~~ this ~~time required to have a board of directors comprised of a majority of “Independent Directors.” Currently~~Report, ~~the~~Leslie ~~board~~Katz ofqualifies ~~directors~~as ~~has~~an ~~one~~ independent director, ~~Scott~~under ~~Bostick,~~OTC ~~within~~Markets ~~the definition of independence provided in the Marketplace Rules of The NASDAQ Stock Market~~guidelines.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

~~Audit~~The ~~and~~following table summarizes fees billed by Mac Accounting ~~Fees~~Group & CPAs, LLP:

Below is the aggregate amount of fees billed for professional services rendered by Mac Accounting Group & CPAs, LLP, our independent registered public accounting firm, with respect to the years ended December 31, 2023 and 2022.

Service	2024		2023
Audit Fees	$	41,500	$	35,500
Audit-Related Fees		-		-
Tax Fees		-		-
All Other Fees		-		-
Total Fees	$	41,500	$	35,500

	December 31,
	2023		2022
Audit fees	$	32,500	$	31,500
Audit-related fees		-		-
Tax fees		-		-
All other fees		-		-
Total fees	$	32,500	$	31,500

The Company does not have a separate audit committee. The full Board reviews and pre-approves all services performed by the independent auditor.

~~Pre-Approval Policies and Procedures~~17

Currently, we do not have a separately designed Audit Committee. Instead, the entire board of directors performs those functions. Accordingly, the board of directors was responsible for pre-approving all services provided by MAC Accounting Group & CPAs, LLP. The above fees were reviewed and approved by the board of directors.

PART IV

ITEM 15. EXHIBIT AND FINANCIAL STATEMENT SCHEDULES.

(a) Financial Statements

1. The Company’s ~~financial~~Consolidated ~~statements~~Financial Statements are listed ~~in the index~~ under Item 8 of this ~~document; and~~Report.

2.~~All~~Financial ~~financial~~ statement schedules ~~are~~have been omitted ~~because~~as they are either not ~~applicable~~required, not material, or ~~the~~included ~~required information is shown~~ in the financial statements or notes thereto.

(b) Exhibits required by Item 601 of Regulation S-K.

Exhibit Number		Description
3.1		Certificate of Incorporation, as filed with Form S-1/A Amendment no. 6 on October 9, 2021.
3.2		Amended Articles of Incorporation, as filed with Form S-1/A Amendment no. 6 on October 9, 2021.
3.6		Bylaws, as filed with Form S-1/A Amendment no. 6 on October 9, 2021.
21.1		List of Subsidiaries, as filed with Form S-1/A Amendment no. 6 on October 9, 2021.
31.1		Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act.*
31.2		Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act *
32.1		Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 *

The following exhibits are filed or incorporated by reference:

*Filed herewith.

Exhibit No.	Description	Filed Herewith	Incorporated by Reference
3.1	Certificate of Incorporation (as filed with Form S-1/A Amendment No. 6 on October 9, 2021)		X
3.2	Amended Articles of Incorporation (as filed with Form S-1/A Amendment No. 6 on October 9, 2021)		X
3.6	Bylaws (as filed with Form S-1/A Amendment No. 6 on October 9, 2021)		X
21.1	List of Subsidiaries (as filed with Form S-1/A Amendment No. 6 on October 9, 2021)		X
31.1	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act	☒
31.2	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act	☒
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350	☒

ITEM 16. FORM 10–K SUMMARY.

None

3818

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of ~~1933~~1934, the Registrant has duly caused this ~~Registration~~Report ~~Statement~~ to be signed on its behalf by the undersigned, ~~City~~thereunto ofduly authorized, in San Francisco, ~~State of~~ California, on ~~July~~June 1020, ~~2024~~2025.

By: /s/ Evan Horowitz ~~EVAN HOROWITZ Chief Executive Officer, Director~~

~~Pursuant~~Evan ~~to the requirements of the Securities Act of 1933, this registrant statement has been signed by the following persons in the capacities and on the dates indicated.~~Horowitz

~~By: /s/ Evan Horowitz EVAN HOROWITZ~~ Chief Executive Officer, ~~Director By: /s/ Lanny R. Lang LANNY R. LANG Chief Financial Officer, Chief Accounting Officer (Principal Financial~~ and ~~Accounting Officer) By: /s/ Michael Landau MICHAEL LANDAU Chief Technology Officer, Treasurer,~~ Director ~~By: /s/ Leslie Katz LESLIE KATZ Director~~

39Pursuant 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:

Signature	Title
/s/ Evan Horowitz	Chief Executive Officer, Director

/s/ Lanny R. Lang	Chief Financial Officer, Chief Accounting Officer (Principal Financial and Accounting Officer)

/s/ Michael Landau	Chief Technical Officer, Treasurer, Director

/s/ Leslie Katz	Director

Filing Compare · FARMHOUSE, INC. /NV