UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended ~~January~~April 3130, 2025

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

For the transition period from __________ to __________

Commission file number: 333-252505

WarpSpeed Taxi Inc.

(Exact name of registrant as specified in its charter)

Wyoming		85-3978107
(State or other jurisdiction of incorporation)		(IRS Employer Identification Number)

~~Shiriki~~199 ~~House~~East ~~Office~~Pearl ~~Community~~Avenue, ~~3rd~~Suite ~~Floor~~103, ~~Westside~~Post ~~Towers~~Office Box 4430

~~Lower Kabete Road~~Jackson, ~~Westlands~~Wyoming ~~Nairobi, Kenya 00100~~83001

(Address of principal executive offices) (Zip Code)

(~~702~~307) ~~802~~316-~~0474~~8780

Registrant’s telephone number, including area code

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered under Section 12(b) of the Exchange Act: None

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

Indicate by check mark whether the registrant has submitted electronically ~~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 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). Yes ☐ No ☒

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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	☒	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 is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of June 16, 2025, the registrant had 139,940,000 shares of common stock ~~are~~ issued and outstanding ~~as of March 6, 2025~~.

PART I - FINANCIAL INFORMATION

Certain information and footnote disclosures required under accounting principles generally accepted in the United States of America have been condensed or omitted from the following financial statements pursuant to the rules and regulations of the Securities and Exchange Commission. It is suggested that the following financial statements be read in conjunction with the year-end financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended July 31, 2024. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature.

The results of operations for the six months ended ~~January~~April 3130, 2025, are not necessarily indicative of the results for the entire fiscal year or for any other period.

WARPSPEED TAXI INC.

BALANCE SHEET

(Unaudited)

	January 31, 2025		July 31, 2024
	April 30, 2025		July 31, 2024
	$		$
ASSETS
Current assets:
Cash		8		39
Prepayment & deposits		15,000		15,000
Total current assets:		15,008		15,039
Fixed assets:
Software		~~225~~232,~~811~~561		212,311
Equipment		9,812		9,812
Total Fixed assets:		~~235~~242,~~623~~373		222,123
Total Assets:		~~250~~257,~~631~~381		237,162
LIABILITIES AND STOCKHOLDER’S EQUITY
Current liabilities:
Accounts payable and accrued liabilities		~~110~~121,~~975~~802		81,265
Total current liabilities:		~~110~~121,~~975~~802		81,265
Total Liabilities:		~~110~~121,~~975~~802		81,265
Stockholder’s Equity
Common stock: $0.0001 par value, 500,000,000 authorized, 139,940,000 issued and outstanding as of January 31, 2025 and July 31, 2024, respectively.		13,994		13,994
Common stock: $0.0001 par value, 500,000,000 authorized, 139,940,000 issued and outstanding as of April 30, 2025 and July 31, 2024, respectively.		13,994		13,994
Additional paid in capital		757,906		757,906
Accumulated deficit		(~~632~~636,~~244~~322)		(616,003)
Total Stockholder’s Equity:		~~139~~135,~~656~~578		155,897
Total Liabilities and Stockholder’s Equity:		~~250~~257,~~631~~381		237,162

(The accompanying notes are an integral part of these unaudited interim condensed financial statements)

WARPSPEED TAXI INC.

STATEMENT OF COMPREHENSIVE LOSS

(Unaudited)

	For the three months ended January 31,				For the six months ended January 31,
	For the nine months ended April 30,				For the three months ended April 30,
	2025		2024		2025		2024
	$		$		$		$
Expenses:
General and administrative		420,~~172~~319		413,~~923~~013		164,~~241~~078		102,~~156~~857
Net Loss:		(420,~~172~~319)		(413,~~923~~013)		(164,~~241~~078)		(102,~~156~~857)
Net loss per share - basic and diluted		(0.00)		(0.00)		(0.00)		(0.00)
Weighted average shares outstanding - basic and diluted		139,940,000		239,590,000		139,940,000		239,590,000

(The accompanying notes are an integral part of these unaudited interim condensed financial statements)

WARPSPEED TAXI INC.

STATEMENT OF STOCKHOLDER’S EQUITY

(Unaudited)

For the ~~six~~nine months period ended ~~January~~April 3130, 2025 and 2024

	Common Stock
	Number		Par Value		Paid in Capital		Accumulated Deficit		Total
			$		$		$		$
Opening Balance, July 31, 2023		239,590,000		23,959		642,941		(486,880)		180,020
Issuance of common stock		-		-		-		-		-
Net Loss		-		-		-		(1013,~~156~~013)		(1013,~~156~~013)
Closing Balance, January 31, 2024		239,590,000		23,959		642,941		(497,036)		169,864
Closing Balance, April 30, 2024		239,590,000		23,959		642,941		(499,893)		167,007
Opening Balance, July 31, 2024		139,940,000		13,994		757,906		(616,003)		155,897
Issuance of common stock		-		-		-		-		-
Net Loss		-		-		-		(1620,~~241~~319)		(1620,~~241~~319)
Closing Balance, January 31, 2025		139,940,000		13,994		757,906		(632,244)		139,656
Closing Balance, April 30, 2025		139,940,000		13,994		757,906		(636,322)		135,578

(The accompanying notes are an integral part of these unaudited interim condensed financial statements)

WARPSPEED TAXI INC.

STATEMENT OF CASH FLOWS

(Unaudited)

	For the six months ended
	For the nine months ended
	January 31,
	April 30,
	2025		2024
	$		$
Cash flows from operating activities:
Net loss for the period		(1620,~~241~~319)		(1013,~~156~~013)
Change in operating assets and liabilities:
Accounts payable and accrued liabilities		2940,~~710~~538		3040,~~406~~020
Net cash used in operating activities:		1320,~~469~~219		2027,~~250~~008
Cash flows from investing activities:
Software development		(1320,~~500~~250)		(2027,~~249~~000)
Net cash used in investing activities:		(1320,~~500~~250)		(2027,~~249~~000)
Cash flows from financing activities:
Proceeds from issuance of common stock		-		-
Additional paid in capital		-		-
Net cash used in financing activities:		-		-
Change in cash		(31)		-8
Cash - beginning of period		39		16
Cash - end of period		8		1624
Supplemental cash flow disclosures
Cash paid For:
Interest		-		-
Income tax		-		-

(The accompanying notes are an integral part of these unaudited interim condensed financial statements)

WARPSPEED TAXI INC.

NOTES TO THE INTERIM FINANCIAL STATEMENTS

~~January~~April 3130, 2025, and 2024

(Unaudited)

1. NATURE AND CONTINUANCE OF OPERATIONS

WarpSpeed Taxi Inc. (the “Company”) was incorporated in the state of Wyoming on November 18, 2020 (“Inception”). The Company is a development stage company that is currently developing a ride-hailing and food delivery computer and mobile device application known as “WarpSpeed Taxi”. The Company’s fiscal year-end is July 31.

On September 6, 2022, the Company entered into a settlement agreement with a private company that provided it with marketing, beta testing, cloning, and maintenance services in connection with the WarpSpeed Taxi computer application. Pursuant to the settlement agreement, the Company agreed to transfer out its interest in the WarpSpeed Taxi application to the private company in full and final satisfaction of the $135,431 owing to the private company. However, the Company will retain a license for the sole and exclusive use of the WarpSpeed Taxi application in the United States.

2. GOING CONCERN

These financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred a loss since inception resulting in an accumulated deficit of $~~632~~636,~~244~~322, as of ~~January~~April 3130, 2025 and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. In order to remain in business, the Company will need to raise capital in the next twelve months. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and proceeds from its public offering. The Company has no written or verbal commitments from stockholders, director or officer to provide the Company with any form of cash advances, loans or other sources of liquidity to meet its working capital needs. The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the possible inability of the Company to continue as a going concern.

3. INTERIM REPORTING

The interim financial statements are prepared under the accrual basis of accounting in accordance with accounting principles generally accepted (GAAP) in the United States of America for the interim information. Accordingly, the financial statements do not include all of the information and notes required by GAAP for the complete financial statements. While the information presented is unaudited, it includes all adjustments, which are, in the opinion of management, necessary to present fairly the financial position, result of operation and cash flows for the interim periods presented in accordance with accounting principles generally accepted in the United States of America. All adjustments are of a normal recurring nature. It is suggested that the interim financial statements be read in conjunction with the Company’s July 31, 2024, audited financial statements. Operating results for the ~~six~~nine-month ended ~~January~~April 3130, 2025, are not necessarily indicative of the results that can be expected for the fiscal year ended July 31, 2024.

There have been no changes in the accounting policies from those disclosed in the notes to the audited financial statements for the period ended July 31, 2024.

4. CAPITAL STOCK

The total number of common shares authorized that may be issued by the Company is 500,000,000 shares with a par value of $0.0001 per share.

There has been no stock activity during the ~~six~~nine months ended ~~January~~April 3130, 2025 and 2024.

5. SUBSEQUENT EVENTS

~~None~~On June 11, 2025, Ulixe One Corp., a Wyoming corporation (the “Purchaser”), entered into a stock purchase agreement (the “Purchase Agreement”) with three stockholders of the Company (collectively, the “Sellers”), pursuant to which the Purchaser agreed to acquire an aggregate of 125,040,000 shares of the Company’s common stock directly from the Sellers. The Company was not a party to the agreement. The transactions contemplated by the Purchase Agreement were consummated on June 13, 2025 (the “Closing”). As a result, the Purchaser acquired approximately 89% of the Company’s voting securities and obtained control of the Company.

In connection with the Closing, Daniel Okelo, who previously served as the sole director and executive officer of the Company, resigned from all positions, effective June 13, 2025. Effective the same date, the Company appointed Mario Manzo, Vito Di Somma, and Leonardo Prati Lucca Ardizzoni to the board of directors, and Vito Di Somma was appointed to serve as the Company’s President, Treasurer, and Secretary.

The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the unaudited condensed financial statements were available to be issued. Other than the events described above, the Company did not identify any other subsequent events that would have required adjustment or disclosure in the unaudited condensed financial statements except as set forth herein.

Item 2. Management’s Discussion and Analysis of Financial Conditions and Results of Operations.

Forward Looking Statements

This ~~quarterly~~Quarterly ~~report~~Report ~~contains~~includes “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act that are not historical facts, and involve risks and uncertainties that could cause actual results to differ materially from those expected and projected. We ~~use~~All ~~words~~statements, other than statements of historical fact included in this Form 10-Q including, without limitation, statements in this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” regarding the Company’s financial position, business strategy and the plans and objectives of management for future operations, are forward-looking statements. Words such as “anticipate,” “believe,” ~~plan~~“continue,” “could,” “estimate,” “expect,” ~~future~~“intends,” ~~intend~~“may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and variations thereof and similar words and expressions are intended to identify such forward-looking statements. ~~You~~Such ~~should~~forward-looking ~~not~~statements ~~place~~relate ~~too~~to ~~much~~future ~~reliance~~events or future performance, but reflect management’s current beliefs, based on ~~these~~information ~~forward-looking~~currently ~~statements~~available. ~~Our~~ A number of factors could cause actual ~~results~~events, ~~are~~performance ~~likely~~or results to differ materially from ~~those~~the ~~anticipated~~events, performance and results discussed in ~~these~~the forward-looking statements. ~~for~~The ~~many~~Company’s ~~reasons,~~securities ~~including~~filings can be accessed on the ~~risks~~EDGAR ~~faced~~section of the SEC’s website at www.sec.gov. Except as expressly required by usapplicable ~~described~~securities inlaw, ~~this~~the ~~section~~Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.

Background

We were incorporated on November 18, 2020 under the laws of the State of Wyoming.

We ~~were~~have been involved in the development of a ride-hailing and food delivery computer and mobile device application known as “WarpSpeedTaxi”.

On September 6, 2022, we entered into a debt settlement agreement with Global Corporate Structural Services Inc. (“GCSS”), a private company that has provided us with marketing, beta testing, cloning, and maintenance services in connection with the WarpSpeed Taxi computer application. Pursuant to the debt settlement agreement, we acknowledged that we owed $135,430.95 to GCSS for its services ~~as of July 31, 2024~~.

On September 15, 2022, we entered into a final settlement agreement with GCSS whereby we have agreed to transfer our 100% interest in the WarpSpeed Taxi application to GCSS in full and final satisfaction of the debt owed to GCSS and any other claims that GCSS has against us. However, we will retain a license for the sole and exclusive use of the WarpSpeed Taxi application in the United States.

WeBased ~~anticipate~~on ~~that~~our business plan, our WarpSpeedTaxi application ~~will~~is designed to allow customers to hire a standard and luxury motor vehicles via a smartphone or personal computer for both one-way and round-trips with the price based on the distance travelled and the current level of demand for vehicles. In addition to transporting passengers, the application may also be used for deliveries of goods from restaurants, grocery stores, and other businesses that typically utilize local vehicle courier services.

~~Customers~~Recent will use the application to request a ride or the delivery of goods. Drivers that we recruit and approve, through confirmation of no criminal record, a clean driving history, and access to a suitable insured vehicle, will act as independent contractors and set their own work hours. They will connect with customers via our application, pick up customers or goods to be delivered in accordance with the customer’s request, and then drive the customers or goods to their destination. Customers will pay for the transportation through the application by way of credit card. Drivers will receive payments for each ride or delivery they complete via a weekly direct deposit to their bank accounts.Developments

~~When~~While athe ~~customer~~Company ~~uses~~has ~~the~~been ~~WarpSpeedTaxi~~continuing ~~application~~its ~~for~~business ~~ride-hailing,~~operations weregarding ~~will~~the ~~charge~~WarpSpeed ~~the~~Taxi ~~customer~~application, agive ~~flat~~its ~~fee~~historical lack of ~~approximately~~profitability, ~~$2.00~~recently ~~for~~it ~~each~~has ~~ride~~also ~~plus~~been anactively ~~amount~~evaluating ~~for~~changes ~~each~~to ~~mile~~its ~~that~~business ~~the~~plan ~~customer~~and ~~travels.~~considering ~~The~~strategic ~~amount~~alternatives. ~~for~~Following ~~each~~such ~~mile~~efforts ~~will~~and ~~vary~~as ~~depending~~previously reported, on ~~the~~June ~~city~~11, in2025, ~~which~~Ulixe ~~the~~One ~~customer is located~~Corp., Ita ~~will~~Wyoming becorporation ~~higher~~(the in“Purchaser”), ~~more~~entered ~~densely~~into ~~populated~~a ~~cities~~stock ~~where~~purchase ~~traffic~~agreement ~~moves~~(the ~~relatively~~“Purchase ~~slowly~~Agreement”) ~~and~~with ~~lower~~three instockholders ~~less~~(the ~~densely~~“Sellers”) ~~population~~of ~~cities~~the ~~will~~Company ~~less~~pursuant ~~traffic~~to ~~congestion.~~which ~~Additionally,~~the wePurchaser ~~will~~agreed ~~charge~~to ~~customers~~acquire an ~~additional~~aggregate ~~premium~~of ~~during~~125,040,000 ~~busy~~shares ~~times~~of ~~when~~the ~~customer~~Company’s ~~demand~~common ~~exceeds~~stock, ~~the~~representing ~~number~~approximately 89% of ~~available~~the ~~drivers.~~Company’s ~~This~~outstanding ~~increase~~voting inshares, ~~pricing~~directly isfrom ~~intended~~such toSellers ~~incentivize~~(the ~~drivers~~“Sale toShares”). ~~work~~One ~~during~~of ~~peak~~the ~~demand~~Sellers ~~times~~was ~~since~~Mr. ~~they~~Daniel ~~will~~Okelo, ~~receive~~the ~~greater~~former ~~compensation.~~President, InChief ~~order~~Executive toOfficer, ~~encourage~~Chief ~~drivers~~Financial toOfficer, ~~work~~principal aaccounting ~~independent~~officer ~~contractors~~and ~~for~~director ~~us,~~of wethe ~~will~~Company. ~~initially~~The ~~retain~~closing ~~15%~~ of ~~all~~the ~~revenue~~transactions ~~that~~contemplated aby ~~customer~~the ~~pays~~Purchase ~~for~~Agreement awas ~~ride~~consummated ~~with~~on ~~the~~June ~~remaining~~13, ~~85%~~2025 ~~compensating~~ (the ~~driver~~“Closing”). ~~for~~The ~~his~~Purchaser orpaid ~~her~~an ~~time~~aggregate ~~and~~of ~~vehicle expenses~~$475,000.00 ~~Drivers~~in ~~will~~cash ~~also~~as ~~retain~~consideration ~~100%~~for ofthe ~~all~~Sale ~~tips~~Shares. ~~that~~Pursuant ~~customers~~to ~~provide~~the ~~them.~~Purchase ~~Over~~Agreement, ~~time~~effective upon the Closing, ~~when~~the wesole ~~have~~director ~~established~~and aexecutive ~~market~~officer ~~for~~of ~~our~~the ~~services,~~Company weresigned ~~may~~from ~~adjust~~all ~~this~~positions ~~percentage~~with sothe ~~that~~Company weand ~~retain~~new adirectors ~~greater~~and ~~percentage~~officers ofwere ~~revenue~~appointed in his place.

When a restaurant uses the food delivery service feature of our WarpSpeedTaxi application, we will charge restaurants between 5% and 15% of their order revenue, subject to a set minimum amount, depending on the amount of business that we receive from delivery orders of their food through our application. From these proceeds, we will pay our drivers a base fee for deliveries that depend on the distance that they must travel to pick up the food and deliver it to the customer. In addition, the driver will retain any tips that the customer provides.

~~Results~~The Purchaser is a privately-held company owned by Ulixe Holding GmbH (“Ulixe”). Ulixe is affiliated with a group of ~~Operations~~companies operating from Italy and Switzerland under the Ulixe name (the “Ulixe Group”). Through the Ulixe Group, Ulixe is an IT consulting and services company specializing in custom software development, system integration, and digital transformation solutions for businesses. The Ulixe Group focuses on technologies like cloud, AI, and data analytics, serving clients across industries including finance, insurance, and public administration. Ulixe intends to explore strategic opportunities and pursue growth plans to expand its business into the ~~Six~~United ~~months~~States ~~ended~~and ~~January~~other 31markets through various transactions, ~~2025~~including with the Company. At this juncture, no definitive plans, agreements or arrangements have been agreed upon by the Company and ~~2024~~Ulixe or its affiliated entities in the Ulixe Group. Any such plans, agreements or arrangements are subject to the negotiation and execution of one or more definitive agreements and there can be no assurance that any such plans, agreements or arrangements will ultimately be reached by the parties.

~~Our~~Results ~~net~~of ~~loss~~Operations for the ~~six-month~~Three ~~period ended January 31, 2025~~ and ~~2024~~Nine ~~was~~Month ~~$16,241~~Periods ~~and~~ended ~~$10,156,~~April ~~respectively~~30, ~~which~~2025 ~~consisted entirely of general~~ and ~~administrative fees. We did not generate any revenue to date.~~2024

Our net loss for the fiscal quarter ended April 30, 2025 and 2024 was $4,078 and $2,807, respectively, which consisted entirely of general and administrative fees. We did not generate any revenue during such period.

Our net loss for the nine-month period ended April 30, 2025 and 2024 was $20,319 and $13,013, respectively, which consisted entirely of general and administrative fees. We did not generate any revenue to date.

LIQUIDITY AND CAPITAL RESOURCES

As atof ~~January~~April 3130, 2025, our current assets were $15,008, compared to $15,039 at July 31, 2024. The decrease in current assets in the current fiscal year is due to use of our cash for ordinary business expenses and reduction in accounts payable owed to vendors.

As atof ~~January~~April 3130, 2025, our current liabilities were $~~110~~121,~~975~~802, compared to $81,265 at July 31, 2024. Current liabilities atas ~~January~~of 31April 30, 2025 were comprised entirely of accounts payable and accrued liabilities. Current liabilities decreased induring the ~~first~~nine ~~quarter~~months ofended ~~the~~April ~~2022~~30, ~~fiscal~~2025 as compared to the July 31, 2024 year end due to a reduction in accounts payable from a cancellation of an agreement with a vendor relating to software development.

We expect we will require additional capital to meet our long-term operating requirements. We expect to raise additional capital through, among other methods, the sale of equity or debt securities.

Cash Flows from Operating Activities

For the ~~six~~nine-month period ended ~~January~~April 3130, 2025, net cash flows used in operating activities were $1320,~~469~~219, consisting of a net loss of $1620,~~241~~319, which was offset by $2940,~~710~~538 increase of accounts payable. This compares to net cash flows provided from operating activities of $2027,~~250~~008 consisting of a net loss of $1013,~~156~~013 offset by accounts payable of $3040,~~406~~020 for the ~~six~~nine-month period ended January 31, 2024.

Cash Flows from Investing Activities

For the ~~six~~nine-month period ended ~~January~~April 3130, 2025 and 2024, our cash flows provided from investing activities were $1320,~~500~~250 compared to cash flows used in investing activities of $2027,~~249~~000, respectively, which consisted of software development.

Cash Flows from Financing Activities

We have financed our operations from the issuance of our shares of common stock. Net cash flows generated from financing activities were $0 in the ~~six~~nine-month period ended ~~January~~April 3130, 2025 as compared to $0 during the ~~six~~nine-month period ended January 31, 2024.

OFF-BALANCE SHEET ARRANGEMENTS

As of the date of this report, 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 are material to investors.

GOING CONCERN

The independent auditors’ report accompanying our July 31, 2024 financial statements contained an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared “assuming that we will continue as a going concern,” which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.

11Item 3. Quantitative and Qualitative Disclosures About Market Risk

As a smaller reporting company, we are not required to make disclosures under this Item.

Item 4. Controls and Procedures.

AsDisclosure ~~supervised~~controls byand ~~our~~procedures ~~board~~are ofcontrols ~~directors~~ and ~~our~~other ~~principal~~procedures ~~executive~~that ~~and~~are ~~principal~~designed ~~financial~~to ~~officer,~~ensure ~~management~~that ~~has~~information ~~established~~required ato ~~system~~be ofdisclosed ~~disclosure,~~in ~~controls~~our ~~and~~reports ~~procedures~~filed ~~and~~or ~~has~~submitted ~~evaluated~~under the ~~effectiveness~~Exchange ofAct ~~that~~is ~~system.~~recorded, ~~The~~processed, ~~system~~summarized and ~~its~~reported ~~evaluation~~within ~~are~~the ~~reported~~time onperiods specified in the ~~below Management~~SEC’s ~~Annual~~rules ~~Report~~and onforms. ~~Internal~~Disclosure ~~Control~~controls ~~over~~and ~~Financial~~procedures ~~Reporting.~~include, ~~Our~~without ~~principal~~limitation, ~~executive~~controls and ~~financial~~procedures ~~officer~~designed ~~has~~to ~~concluded~~ensure that ~~our~~information ~~disclosure,~~required ~~controls~~to ~~and~~be ~~procedures~~disclosed ~~(as~~in ~~defined~~our inreports ~~Securities~~filed ~~Exchange~~or ~~Act~~submitted ofunder ~~1934~~the (“Exchange Act”) ~~Rule~~is ~~13a-15(e))~~accumulated asand ofcommunicated ~~January~~to ~~31,~~our ~~2025~~management, ~~were~~including ~~not~~our ~~effective,~~President ~~based~~and onTreasurer, ~~the~~to ~~evaluation~~allow oftimely ~~these~~decisions ~~controls~~regarding ~~and procedures~~ required ~~by paragraph (b) of Rule 13a-15~~disclosure.

~~Management’s~~Evaluation ~~Annual~~of ~~Report~~Disclosure onControls ~~Internal~~and ~~Control over Financial Reporting~~Procedures

~~Management~~Our ismanagement ~~responsible~~evaluated, ~~for~~with ~~establishing~~the ~~and~~participation ~~maintaining~~of ~~adequate~~our ~~internal~~current ~~control~~principal ~~over~~executive and principal financial ~~reporting~~officer (our “Certifying Officer”), the effectiveness of our disclosure controls and procedures as ~~such~~of ~~term~~April is30, ~~defined~~2025, inpursuant to Rule 13a-15(fb) ofunder the Exchange Act. ~~Internal~~Based ~~control~~upon ~~over~~that ~~financial~~evaluation, ~~reporting~~our isCertifying aOfficer ~~process~~concluded ~~designed~~that, toas ~~provide~~of ~~reasonable~~April ~~assurance~~30, ~~regarding~~2025, ~~the~~our ~~reliability~~disclosure ofcontrols ~~financial~~and ~~reporting~~procedures ~~and~~were ~~the~~not ~~preparation~~effective, because of ~~financial~~material ~~statements~~weaknesses ~~for~~in ~~external~~our ~~purposes~~internal control over financial reporting described in ~~accordance~~our ~~with~~Annual ~~U.S.~~Report ~~generally~~on ~~accepted~~Form ~~accounting~~10-K ~~principles~~for the fiscal year ended July 31, 2024.

~~Management~~We ~~assessed~~do ~~the~~not ~~effectiveness~~expect ofthat ~~internal~~our ~~control~~disclosure ~~over~~controls ~~financial~~and ~~reporting~~procedures aswill prevent all errors and all instances of ~~January~~fraud. 31Disclosure controls and procedures, ~~2025~~no matter how well conceived financially literate and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. WeFurther, ~~carried~~the ~~out~~design ~~this~~of ~~assessment~~disclosure ~~using~~controls and procedures must reflect the ~~criteria~~fact that there are resource constraints, and the benefits must be considered relative to their costs. Because of the ~~Committee~~inherent limitations in all disclosure controls and procedures, no evaluation of ~~Sponsoring~~disclosure ~~Organizations~~controls and procedures can provide absolute assurance that we have detected all our control deficiencies and instances of fraud, if any. The design of disclosure controls and procedures also is based partly on certain assumptions about the ~~Treadway~~likelihood ~~Commission~~of ~~(COSO)~~future events, and there can be no assurance that any design will succeed in ~~Internal~~achieving ~~Control-Integrated~~its ~~Framework~~stated goals under all potential future conditions.

~~This~~Changes annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm, pursuant to rules of the Securities and Exchange Commission that permit us to provide only management’s report in ~~this~~Internal ~~annual~~Control ~~report.~~Over ~~Management~~Financial ~~concluded in this assessment that as of January 31, 2025, our internal control over financial reporting is not effective.~~Reporting

There ~~have~~were ~~been~~ no ~~significant~~ changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) ~~under~~of the Exchange Act) during the ~~first~~most ~~quarter~~recent ~~of our 2025~~ fiscal ~~year~~quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

~~None~~There is no material litigation, arbitration or governmental proceeding currently pending against us or any members of our management team in their capacity as such.

Item 1A. Risk Factors.

As a smaller reporting company, we are not required to make disclosures under this Item.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety

Not Applicable.

Item 5. Other Information

~~None~~During the quarter ended April 30, 2025, no director or officer adopted or terminated any (i) “Rule 10b5-1 trading arrangement,” as defined in Item 408(a) of Regulation S-K intending to satisfy the affirmative defense conditions of Rule 10b5–1(c) or (ii) “non-Rule 10b5-1 trading arrangement,” as defined in Item 408(c) of Regulation S-K.

Item 6. Exhibits.

31.1	Section 302 Certification by Chief Executive Officer and Chief Financial Officer
Exhibit No.		Description of Exhibit
32.1	Section 906 Certification by Chief Executive Officer and Chief Financial Officer
31.1*		Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**		Certification of Principal Executive and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101. INS*		Inline XBRL Instance Document
101. SCH*		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101. CAL*		Inline XBRL Taxonomy Extension Schema Document
101. DEF*		Inline XBRL Taxonomy Extension Definition Linkbase Document
101. LAB*		Inline XBRL Taxonomy Extension Labels Linkbase Document
101. PRE*		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*		Inline XBRL for the cover page of this Quarterly Report on Form 10-Q, included in the Exhibit 101 Inline XBRL Document Set.

~~Copies~~*Filed ~~of the following documents are included as exhibits to this report pursuant to Item 601 of Regulation S-K~~herewith.

SEC Ref. No.		Title of Document
101. INS		XBRL Instance Document
101. SCH		XBRL Taxonomy Extension Schema Document
101. CAL		XBRL Taxonomy Calculation Linkbase Document
101. DEF		XBRL Taxonomy Extension Definition Linkbase Document
101. LAB		XBRL Taxonomy Label Linkbase Document
101. PRE		XBRL Taxonomy Presentation Linkbase Document

**Furnished.

The XBRL related information in Exhibits 101 to this Annual Report on Form 10-K shall not be deemed “filed” or a part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, and is not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of those sections.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	WarpSpeed Taxi Inc.
	WARPSPEED TAXI INC.
Dated: March 10, 2025	/s/ Daniel Okelo
Dated: June 23, 2025	By:	/s/ Vito Di Somma
	Daniel Okelo
	Name:	Vito Di Somma
	President, Chief Executive Officer, Chief Financial Officer, principal accounting officer and director
	Title:	President and Treasurer

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