UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☑ QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED ~~September~~March 3031, ~~2023~~2024.

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

Commission File Number: 000-54918

MCX TECHNOLOGIES CORPORATION

(Exact name of registrant as specified in its charter)

California

(State or other jurisdiction of incorporation or organization)

26-0030631

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

176 South Capital Blvd.

Boise, Idaho 83702

(Address of principal executive offices, including zip code)

208-863-6243

(Registrant's telephone number, including area code)

20046 Walker Road

Shaker Heights, OH 44122

(Former address of principal executive offices, including zip code)

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 last 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

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

Large Accelerated Filer	☐	Accelerated Filer	☐
Non-accelerated Filer	☑	Smaller Reporting Company	☑
		Emerging growth company	☐

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

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

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
None	N/A	N/A

Indicated the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: 20,426,158 as of ~~November~~May 1031, ~~2023~~2024.

MCX Technologies Corporation

Form 10-Q Quarterly Report

TABLE OF CONTENTS

		Page No.
	Part I. - Financial Information	3
Item 1.	Financial Statements.	3
	Consolidated Balance Sheets as of September 30, 2023 and December 31, 2022 (unaudited).	3
	Consolidated Balance Sheets as of March 31, 2024 (unaudited) and December 31, 2023.	3
	Consolidated Statements of Operations for the three and nine months ended September 30, 2023 and 2022 (unaudited).	4
	Consolidated Statements of Operations for the three months ended March 31, 2024 and 2023 (unaudited).	4
	Consolidated Statements of Changes in Shareholders’ Equity for the three and nine months ended September 30, 2023 and 2022 (unaudited).	5
	Consolidated Statements of Changes in Shareholders’ Equity for the three months ended March 31, 2024 and 2023 (unaudited).	5
	Consolidated Statements of Cash Flows for the nine months ended September 30, 2023 and 2022 (unaudited).	6
	Consolidated Statements of Cash Flows for the three months ended March 31, 2024 and 2023 (unaudited).	6
	Notes to Consolidated Financial Statements (unaudited).	7
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations.	10
Item 3.	Quantitative and Qualitative Disclosure about Market Risk.	13
Item 4.	Controls and Procedures.	13
	Part II. - Other Information	14
Item 1.	Legal Proceedings.	14
Item 1A.	Risk Factors.	14
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	14
Item 3.	Defaults Upon Senior Securities.	14
Item 4.	Mine Safety Disclosures.	14
Item 5.	Other Information.	14
Item 6.	Exhibits.	15
Signatures		16

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

MCX Technologies Corporation

Consolidated Balance Sheets ~~(unaudited)~~

	September 30,			December 31,
	March 31,			December 31,
	2023			2022
	2024			2023
	(unaudited)
Assets
Current assets:
Cash and cash equivalents	$	1543,~~377~~525		$	246,~~595~~069
Other current assets		-			15,521
Accounts receivable		-			-
Total current assets		15,377			18,116
Other current assets		-			-
Total current assets		43,525			46,069
Long term assets:
Notes receivable - related party		~~76,527~~-			~~252~~16,~~738~~126
Total assets	$	9143,~~904~~525		$	~~270~~62,~~854~~195
Liabilities and Shareholders' Equity
Liabilities:
Liabilities
Accounts payable and accrued liabilities	$	9296,~~512~~411		$	~~116~~88,~~497~~767
Notes payable – related party		15,851			-
Deferred revenue		-			-
Accrued interest – related party		67			-
Note Payable – Related Party		-			16,201
Total current liabilities		~~108~~96,~~430~~411			~~116~~104,~~497~~968
Total liabilities		~~108~~96,~~430~~411			~~116~~104,~~497~~968
Shareholders' equity:
Common stock, no par value, 500,000,000 shares authorized, 20,426,158 shares issued and outstanding at September 30, 2023 and December 31, 2022		-			-
Common stock, no par value, 500,000,000 shares authorized, 20,426,158 shares issued and outstanding at March 31, 2024 and December 31, 2023		-			-
Additional paid-in capital		6,620,217			6,620,217
Accumulated deficit		(6,~~636~~673,~~743~~103	)		(6,~~465~~662,~~860~~990	)
Total shareholders' equity (deficit)		(16,526	)		154,357
Total shareholders' equity		(52,886	)		(42,773	)
Total liabilities and shareholders' equity	$	9143,~~904~~525		$	~~270~~62,~~854~~195

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

MCX Technologies Corporation

Consolidated Statements of Operations

(unaudited)

	Three Months Ended						~~Nine Months Ended~~
	September 30,						September 30,
	March 31,
	2023			2022			2023			2022
	2024			2023
Revenue, net	$	-		$	~~8,745~~-		$	-		$	~~101,409~~
Cost of goods sold		-			~~1,183~~-			-			~~100,533~~
Gross profit (loss)		-			~~7,562~~-			-			~~876~~
Expenses
Contract services		-			3,055			-			78,267
Salaries and wages		-		_-
Other general and administrative		43,653			107,448			173,184			327,224
Contract services		-			-
Total expenses		43,653			110,503			173,184			405,491
Other general and administrative		10,113			90,760
Net operating loss		(43,653	)		(102,941	)		(173,184	)		(404,615	)
Total expenses		10,113			90,760
Other income (expense)		595			1,414			2,301			(8,629	)
Net operating loss		(10,113	)		(90,760	)
Net loss	$	(43,058	)	$	(101,527	)	$	(170,883	)	$	(413,244	)
Other income (expense)		-			877
Loss per share-basic and diluted	$	(0.00	)	$	(0.00	)	$	(0.01	)	$	(0.02	)
Net loss	$	(10,113	)	$	(89,883	)
Weighted average common shares outstanding-basic and diluted		20,426,158			20,426,158			20,426,158			20,426,158
Loss per share-basic and diluted	$	(0.0005	)	$	(0.004	)
Weighted average common shares outstanding-basic and diluted		20,426,158			20,426,158

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

MCX Technologies Corporation

Consolidated Statements of Changes in Shareholders’ Equity

Three ~~and Nine~~ Months Ended ~~September~~March 30, ~~2023~~2024 and ~~2022~~2023

(unaudited)

	Three and Nine Months Ended September 30, 2023
	Three Months Ended March 31, 2024
	Common Stock				Additional Paid in		Retained Earnings (Accumulated
	Shares		Amount		Capital		Deficit)			Total
Balance at December 31, 2022		20,426,158	$	-	$	6,620,217	$	(6,465,860	)	$	154,357
Balance at December 31, 2023		20,426,158	$	-	$	6,620,217	$	(6,662,990	)	$	(42,773	)
Net loss		-		-		-		(8910,~~883~~113	)		(8910,~~883~~113	)
Balance at March 31, 2023		20,426,158		-		6,620,217		(6,555,743	)		64,474
Balance at March 31, 2024		20,426,158		-		6,620,217		(6,673,103	)		(52,886	)
Net loss		-		-		-		(37,942	)		(37,942	)
Balance at June 30, 2023		20,426,158	$	-	$	6,620,217	$	(6,593,685	)	$	26,532
Net loss		-		-		-		(43,058	)		(43,058	)
Balance at September 30, 2023		20,426,158	$	-	$	6,620,217	$	(6,636,743	)	$	(16,526	)

	Three and Nine Months Ended September 30, 2022
	Three Months Ended March 31, 2023
	Common Stock				Additional Paid in		Retained Earnings (Accumulated
	Shares		Amount		Capital		Deficit)			Total
Balance at December 31, 2021		20,426,158	$	-	$	6,620,217	$	(6,000,308	)	$	619,909
Balance at December 31, 2022		20,426,158	$	-	$	6,620,217	$	(6,465,860	)	$	154,357
Net loss		-		-		-		(~~204~~89,~~123~~883	)		(~~204~~89,~~123~~883	)
Balance at March 31, 2022		20,426,158		-		6,620,217		(6,204,431	)		415,786
Balance at March 31, 2023		20,426,158		-		6,620,217		(6,555,743	)		64,474
Net loss		-		-		-		(107,594	)		(107,594	)
Balance at June 30, 2022		20,426,158	$	-	$	6,620,217	$	(6,312,025	)	$	308,192
Net loss		-		-		-		(101,527	)		(101,527	)
Balance at September 30, 2022		20,426,158	$	-	$	6,620,217	$	(6,413,552	)	$	206,665

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

MCX Technologies Corporation

Consolidated Statements of Cash Flows

(unaudited)

	Nine Months Ended
	Three Months Ended
	September 30
	March 31
	2023			2022
	2024			2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(~~170~~10,~~883~~113	)	$	(~~413~~89,~~244~~883	)
Adjustments to reconcile net loss to net cash used in operations:
Gain on the sale of land		-			(1,530	)
Stock compensation expense		-			-
Bad debt expense		-			40,000
Gain on the sale of land		-			-
Changes in operating assets and liabilities:
Accounts receivable		-			~~130,874~~-
Other current assets		15,521			(715	)
Accrued revenue					-
Accounts payable and accrued liabilities		(23,918	)		(58,004	)
Other assets		-			(2,143	)
Deferred revenue		-			(8,745	)
Accounts payable and accrued liabilities		7,644			(5,720	)
Net cash used in operating activities		(179,280	)		(311,364	)
Deferred revenue		-			-
Net cash used in operating activities		(2,469	)		(97,746	)
INVESTING ACTIVITIES
Cash received from sale of land		-			86,530
Cash received from notes receivable - related party		16,126			78,334
Cash received from notes receivable - related party		176,211			175,708
Net cash provided by investing activities		16,126			78,334
Net cash provided by investing activities		176,211			262,238
FINANCING ACTIVITIES
Proceeds from notes payable – related party		20,000			-
Payment on Note Payable – Related Party		(16,201	)
Payments of notes payable – related party		(4,149	)
Proceeds from Note Payable – Related Party		-			20,000
Net cash provided by financing activities		15(16,~~851~~201	)		-20,000
Decrease in cash and cash equivalents		12,782			(49,126	)
Increase/(Decrease) in cash and cash equivalents		(2,544	)		588
Cash and cash equivalents, beginning of period		246,~~595~~069			512,~~393~~595
Cash and cash equivalents, end of period	$	1543,~~377~~525		$	23,~~267~~183
Supplemental disclosure of cash flow information:
Cash paid for interest	$	~~851~~-		$	-
Cash paid for income taxes		-			-

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

MCX TECHNOLOGIES CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

~~September~~March 3031, ~~2023~~2024

(unaudited & unreviewed)

Note 1: Organization and Basis of Presentation

MCX Technologies Corporation (“we,” “us,” “our,” or the “Company”) intends to acquire or develop new technologies that would become the Company’s new operating platform. ~~During~~which ~~the~~may ~~first~~include ~~quarter~~innovations ofdirected 2022, through our subsidiary, The Collective Experience LLC (the “Collective Experience”), we generated revenue by delivering digital transformation solutions to customer centric organizations through integrated marketing, data science, and commerce. We are now transitioning the focus of the Company toward ~~new technologies. The Company operated as The Innes Group, Inc., d/b/a MCorp Consulting until filing a Certificate of Amendment to~~ the ~~Articles~~internet’s ofevolution ~~Incorporation~~into ~~renaming~~ the Company Touchpoint Metrics, Inc., effective October 18, 2011. During Q1 2015, the Company filed a d/b/a (doing business as) with the State of California Secretary of State to begin doing business as McorpCX. On June 11, 2015, at our Annual General Meeting, shareholders passed a resolution to change the name of the Company to McorpCX, Inc. On June 29, 2020, at our Annual General Meeting, in connection with the sale of McorpCX, LLC, shareholders passed a resolution to change the name of the Company to MCX Technologies Corporation. On November 12, 2020, the Company formed the Collective Experience in Delaware. As of April 1, 2022 MCX no longer has been signing new client engagements within the Collective Experience as we are not pursuing that segment in order to focus on Web 3 ~~technologies and powering the Metaverse~~.

~~The~~We ~~consolidated~~were ~~financial~~incorporated ~~statements~~in ~~and~~the ~~related~~State ~~disclosures as~~ of ~~and~~California ~~for~~on ~~the~~December ~~three~~14, ~~and~~2001, ~~nine~~as ~~months~~a ~~ended~~customer ~~September~~experience ~~30,~~(“CX”) ~~2023,~~management ~~are~~solutions ~~unaudited,~~company ~~pursuant~~dedicated to ~~the~~helping ~~rules~~organizations ~~and~~improve ~~regulations~~customer ofexperiences, ~~the~~increase ~~United~~customer ~~States~~loyalty, ~~Securities~~reduce cost and ~~Exchange~~increase ~~Commission ("SEC")~~revenue. The ~~consolidated~~Company ~~balance~~operated ~~sheet~~ as ofThe ~~December~~Innes 31Group, ~~2022~~Inc., ~~was~~d/b/a ~~derived~~MCorp ~~from~~Consulting ~~the~~until ~~audited~~filing ~~consolidated~~a ~~financial~~Certificate ~~statements~~of ~~included~~Amendment into ~~our~~the ~~Annual~~Articles ~~Report~~of onIncorporation ~~Form~~renaming ~~10-K for~~ the ~~year~~Company ~~ended~~Touchpoint ~~December 31~~Metrics, ~~2022~~Inc., ~~Certain~~effective ~~information~~October ~~and~~18, ~~footnote disclosures normally included in financial statements prepared in accordance with U~~2011.S. ~~generally~~On ~~accepted~~June ~~accounting~~11, ~~principles~~2015, ~~("U.S.~~our ~~GAAP")~~shareholders ~~have~~passed ~~been~~a ~~condensed~~resolution ~~or omitted pursuant~~ to ~~such~~change ~~rules and regulations. In our opinion, these consolidated financial statements include all adjustments (consisting only of normal recurring adjustments) necessary for~~ the ~~fair~~name ~~statement~~ of the ~~results~~Company ~~for~~to ~~the~~McorpCX, ~~interim periods~~Inc., ~~These~~and ~~consolidated~~on ~~financial~~June ~~statements~~29, ~~should~~2020, ~~be read~~ in ~~conjunction~~connection with the ~~consolidated~~sale ~~financial~~of ~~statements included in our Annual Report for the year ended December 31~~McorpCX, ~~2022~~LLC, ~~filed~~as ondescribed ~~Form~~below, ~~10-K~~our ~~with~~shareholders ~~the~~passed ~~SEC~~a onresolution ~~March~~to ~~31,~~change ~~2023. The results of operations for~~ the ~~three~~name ~~and nine months ended September 30, 2023 are not necessarily indicative~~ of the ~~results~~Company to beMCX ~~expected~~Technologies ~~for the full year~~Corporation.

~~Note~~The 2:Company ~~Recent~~formed ~~Accounting~~a ~~Pronouncements~~wholly owned subsidiary, McorpCX, LLC (“McorpCX LLC”) as a limited liability company in the state of Delaware on December 14, 2017. On August 16, 2018, the Company entered into a contribution agreement with its wholly owned subsidiary McorpCX LLC, pursuant to which the Company transferred to McorpCX LLC all of the Company’s assets and liabilities related to the Company’s customer experience consulting business, excluding the underlying technology and databases related thereto which remained with the Company.

InEffective ~~June~~August ~~2016~~3, 2020, the ~~Financial~~Company ~~Accounting~~sold ~~Standards~~all ~~Board~~of ~~issued~~its ~~ASU~~membership ~~No. 2016-13,~~interests ~~"Financial~~in ~~Instruments-Credit~~McorpCX, ~~Losses~~LLC ~~(Topic 326):~~to ~~Measurement~~mfifty, ofLLC, ~~Credit~~a ~~Losses~~California onlimited ~~Financial~~liability ~~Instruments"~~company ~~and~~controlled ~~subsequent~~by ~~amendments~~Michael toHinshaw, the ~~initial~~President ~~guidance:~~of ~~ASU~~McorpCX ~~2018-19,~~LLC ~~ASU 2019-04 and ASU 2019-05~~ (~~collectively,~~the “~~Topic 326~~Purchaser”). ~~Topic~~Since ~~326~~the ~~requires~~Company’s ~~measurement~~professional and ~~recognition~~related ofconsulting ~~expected~~services ~~credit losses for financial assets held. The Company adopted Topic 326 on January 1~~business, ~~2021~~which ~~and~~constituted ~~the~~substantially ~~adoption~~all ~~had~~of ~~no impact on~~ the Company’s ~~consolidated~~operations ~~financial~~at ~~statements.~~the ~~The~~time ~~Company~~of ~~reviewed~~the ~~other~~sale ~~newly~~of ~~issued~~McorpCX ~~accounting~~LLC, ~~pronouncements~~was ~~and~~conducted ~~concluded~~through ~~that~~McorpCX ~~they~~LLC, ~~either~~the ~~are~~sale ~~not~~of ~~applicable~~McorpCX toLLC ~~the~~represented ~~Company's~~a ~~operations~~strategic orshift that nowe ~~material~~had ~~effect~~a ismajor ~~expected~~effect on the Company'’s ~~financial~~operations ~~statements~~and ~~upon~~financial ~~future adoption~~results.

As consideration for the sale of McorpCX LLC, the Company received a total of $352,000 in cash consisting of $100,000 received upon the signing of the purchase agreement and $252,000 received at the closing of the transaction along with a $756,000 promissory note. The promissory note has an initial annual interest rate of 0.99% (to be recalculated at the end of each twelve-month period subsequent to the date of the note based on the annual Applicable Federal Rate for mid-term loans on the first business day following each such twelve month period) accruing daily on the outstanding balance of the note, and monthly principal payments are payable to the Company over a term of four or more years. Monthly principal payments to the Company were initially $7,292 per month for the first twelve months following the date of the note, and then during each subsequent twelve-month period are based on the annual revenues of McorpCX, LLC. The note is secured by the Purchaser's ownership interest in McorpCX LLC. On June 11, 2021, the note was amended whereby the obligor would pay $100,000 principal payment on or before July 1, 2021 and the remaining principal and interest would be paid in installments of $20,000 per month due on the first day of each month.

~~Note~~On 3:November ~~Stock-Based~~12, ~~Compensation~~2020, the Company formed a wholly owned subsidiary, The Collective Experience, LLC (the “Collective Experience” or “TCE”) as a Delaware limited liability company. The Company was providing all of its digital transformation and marketing management consulting services, which was the Company’s sole revenue generating operations, through the Collective Experience. However, the operations of TCE were ceased in the first quarter of 2022.

We maintain our primary business address at 176 South Capital Blvd. Boise, Idaho 83702. Our ~~stock-based~~telephone ~~compensation~~number ~~plan~~is ~~was~~(208) ~~originally~~863-6243 ~~established~~and inour ~~2008~~internet website is www.mcxtechnologies.io. ~~The~~Our ~~shares~~registered agent for service of ~~our~~process ~~common~~is ~~stock~~Northwest ~~issuable~~Registered ~~pursuant~~Agents, toInc. ~~the~~The ~~terms~~inclusion of ~~such~~our ~~plan~~internet ~~(the~~address ~~“Plan~~in ~~Shares”)~~this ~~could~~report does not ~~exceed~~include ~~30%~~or ofincorporate by reference into this report any ~~outstanding~~information ~~issue~~contained on, or 2accessible through,~~500~~ our website. Our annual reports on Form 10-K,~~000~~ ~~shares~~quarterly reports on Form 10-Q, ~~whichever~~current ~~was~~reports ~~the~~on ~~lower~~Form ~~amount~~8-K, proxy statements, amendments to those reports and other Securities and Exchange Commission, or “SEC”, filings are available free of charge at www.sec.gov.

InOur ~~December~~common ~~2015,~~stock wetrades ~~adopted~~on athe ~~revised~~TSX ~~share~~Venture ~~option~~Exchange ~~plan~~ in ~~which~~Canada ~~Plan~~under ~~Shares cannot exceed 10% of~~ the ~~total~~symbol ~~issued~~“MCX” and ~~outstanding shares at any given time. All stock option grants have an exercise price equal to the fair market value of our common stock~~ on the ~~date~~OTC ofPink ~~the~~Sheets ~~grant~~in ~~and all option grants have a 10-year term. This share option plan was initially approved by~~ the ~~Company’s~~United ~~shareholders~~States atunder the ~~annual~~symbol meeting of shareholders on August 10, 2016 and is required to be re-approved at each subsequent annual meeting of the Company’s stockholders since that date, in accordance with applicable TSX-V rules“MCCX”.

ToNote ~~calculate~~2: ~~the~~Recent fair value of stock options at the date of grant, we use the Black-Scholes option pricing model. The volatility used is based on a blended historical volatility of our own stock and similar sized companies due to the limited historical data available for our own stock price. The expected term was determined based on the simplified method outlined in Staff Accounting ~~Bulletin No. 110. The risk-free interest rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant.~~Pronouncements

8The Company reviewed newly issued accounting pronouncements and concluded that they either are not applicable to the Company's operations or that no material effect is expected on the Company's financial statements upon future adoption.

~~The following table summarizes our stock option activity for the nine months ended September 30, 2023:~~7

				Weighted		Average
				Average		Remaining		Aggregate
	Number of			Exercise		Contractual		Intrinsic
	Shares			Price		Term (in years)		Value
Outstanding at December 31, 2022		690,000		$	0.23		2.63		-
Granted		-
Exercised		-
Forfeited or expired		(400,000	)
Outstanding at September 30, 2023		290,000		$	0.23		4.88	$	-
Exercisable at September 30, 2023		290,000		$	0.23		4.88	$	-

Note 3: Revenues

AsConsulting ofService ~~September~~Revenues 30, 2023, 290,000 stock options were exercisable and all were vested. During the three months ended September 30, 2023, 400,000 reached their expiration date. There was no unrecognized compensation expense from stock options as of September 30, 2023.

~~There~~While ~~were~~the noCompany ~~options~~transitions ~~granted~~to ~~during~~a new operating platform, it had no revenue for the ~~nine~~three months ended ~~September~~March 3031, 2024 or 2023. Previously in 2021 and 2022, our only source of revenue was derived from engagements managed within our wholly owned subsidiary, The Collective Experience LLC (“TCE”), that provided digital Transformation services including brand strategy, data science, pricing science, customer experience management consulting and implementation in support of these strategies. The consulting services were contracted under master terms and conditions with statements of work (“SOW”) defined for each project. A typical consulting SOW would span a period of 60-180 days and would usually be billed to the client based on certain milestones being achieved throughout the SOW. The Company recognized revenue based upon a percentage of completion of each SOW during each project. In addition, we typically incurred travel and other miscellaneous expenses during work on each SOW which was billed to our clients for reimbursement. The travel and miscellaneous expenses are recognized in revenue on a percentage of work complete basis. In addition, some clients would enter annual or long-term contracts that will have a monthly retainer for general consulting and project services. The revenue for these engagements is recognized on straight-line basis monthly during the term of the contract. As of April 1, 2022, MCX no longer has been signing new client engagements within TCE as we are not pursuing that segment in order to focus on new technology platforms.

~~Note~~Accrued ~~4: Going Concern~~Revenues

The ~~accompanying~~timing ~~consolidated~~of ~~financial~~revenue ~~statements~~recognition, invoicing and ~~notes~~cash ~~have~~collections ~~been~~affect ~~prepared~~trade ~~assuming~~accounts receivable and accrued revenue on the Consolidated Balance Sheets. Accrued revenue represents revenue on contracts that is recognized according to performance obligations being met and exceeds the ~~Company~~amount ~~will~~that ~~continue~~has asbeen abilled ~~going~~to ~~concern~~the customer. Accrued revenue is separately presented in the Consolidated Balance Sheets. For the three-month period ended March 31, 2024 there was no accrued revenue reported.

WeDeferred ~~have~~Revenues ~~had~~(Contract ~~material operating losses and have not yet created positive cash flows for a full fiscal year. These factors raise substantial doubt as to our ability to continue as a going concern.~~ Liabilities)

OnThe ~~August 3, 2020, the~~ Company ~~completed~~records ~~the~~deferred ~~sale~~revenues ofwhen ~~all of the membership interests in McorpCX, LLC, from which it received proceeds of $1,108,000, consisting of $352,000 in~~ cash ~~and~~payments aare ~~$756,000 promissory note, reflected on the Company’s financial statements as a “note receivable – related party”. Pursuant to the note receivable, the Company has~~ received ~~$20~~,~~000~~ ~~monthly~~including ~~payments~~amounts ~~of principal and interest from the purchaser of McorpCX, LLC,~~ which weare ~~have relied on to fund our operating costs~~refundable. As of September 30, 2023, the balance on the note receivable, which matures on December 31, 2023, is $76,527. The $20,000 monthly payments to the Company under the note receivable will end on December 31, 2023.

OnPayment ~~January~~terms ~~23,~~vary ~~2023~~by ~~the~~customer ~~Company borrowed $20,000 from Gregg Budoi, Interim Chief Financial Officer,~~ and ~~entered~~the ~~into~~products anor ~~unsecured~~services ~~Promissory~~offered. ~~Note~~For ~~that~~certain ~~bears~~products ~~interest~~or atservices ~~the rate of 7%. The accrued interest~~ and ~~outstanding~~customer ~~principal balance was due in one lump sum on September 20~~types, ~~2023.~~full ~~During~~or ~~the quarter ending September 30, 2023,~~ a ~~$5,000~~partial payment ~~was~~of ~~made on~~ the ~~Promissory~~entire ~~Note~~contract ~~and~~is ~~accrued~~required ~~interest,~~before ~~and~~ the ~~due~~products ~~date~~or ~~was~~services ~~extended~~are delivered to ~~December~~the ~~31, 2023~~customer.

~~After~~During ~~payment on October 31, 2023 of~~ the ~~remaining~~three ~~$15,851~~months ~~due~~ended ~~under~~March ~~the unsecured Promissory Note~~31, ~~plus accrued interest~~2024, ~~held by our Interim Chief Financial Officer,~~ and ~~without the $20,000 in monthly income from the note receivable which ceases on December 31,~~ 2023, ~~the~~respectively ~~Company~~there ~~believes~~was itno ~~does~~revenue ~~not~~recognized ~~have~~related ~~sufficient capital~~ to cover our operating costs for the next 12 months, and is seeking ways to raise capital to support operating costs for that period. Therefore, our ability to continue as a going concern is entirely dependent upon our ability over the next 12 months to achieve a level of profitability, and/or to raise additional capital through debt financing and/or through sales of common stock. We cannot provide any ~~assurance~~contract that profits from operations, if any, will generate sufficient cash flow to meet our working capital needs and service our existing obligations, nor that sufficient capital can be raised through debt or equity financing. The consolidated financial statements do not include adjustments related to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities ~~that~~included ~~might~~in ~~result~~deferred ~~should we be unable to continue as a going concern~~revenue.

~~Note~~Contract ~~5: Basic and Diluted Net Income / (Loss) per Share~~Assets

~~Net~~Given ~~income (loss) per share was computed by dividing~~ the ~~net~~nature ~~income (loss) by the weighted average number~~ of ~~common shares outstanding during~~ the period. The weighted average number of shares was calculated by taking the number of shares outstanding and weighting them by the amount of time that they were outstanding. For the three and nine months ended September 30, 2023 and 2022, the assumed exercise of share options is anti-dilutive and are excluded from the determination of net income (loss) per share – basic and diluted. The share options were anti-dilutive due to the Company’s ~~net~~services ~~loss or the Company’s common stock average market price was less than the share options exercise price. Accordingly, net income/(loss) per share basic~~ and ~~diluted are equal in all periods presented. Securities that were not included in the diluted per share calculations because they would be anti-dilutive were options to purchase common stock of 290~~contracts,~~000~~ ~~and~~it ~~690,000~~has ~~for~~no ~~the~~contract ~~nine months ended September 30, 2023 and 2022, respectively~~assets.

~~Note~~Practical 6:Expedients ~~Related~~and ~~Party Transaction~~Exemptions

OnThe ~~January~~Company ~~23,~~generally ~~2023~~expenses ~~the~~sales ~~Company~~commissions ~~borrowed~~when ~~$20,000~~incurred ~~from~~because the ~~Interim~~amortization ~~Chief~~period ~~Financial~~would ~~Officer~~have ~~and~~been ~~entered~~one ~~into~~year anor ~~unsecured~~less ~~Promissory~~and ~~Note~~the ~~that~~commissions ~~bears~~are ~~interest~~only atdue ~~the~~and ~~rate~~payable ofupon ~~7%.~~receipt ~~The~~of ~~accrued~~payment ~~interest~~from ~~and~~the ~~outstanding~~client. ~~principal~~These ~~balance~~costs ~~was~~are ~~due~~recorded inwithin ~~one~~sales ~~lump~~and ~~sum~~marketing ~~on September 20, 2023~~expenses. During the ~~quarter~~three ~~ending~~months ~~September~~ended ~~30,~~March ~~2023~~31, ~~a $5~~2024,~~000~~ ~~payment was made on~~ the ~~Promissory~~Company ~~Note~~did ~~and~~not ~~accrued~~incur ~~interest,~~any ~~and~~sales ~~the due date was extended to December 31, 2023~~commissions.

9The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed.

~~ITEM~~Note 2.4: ~~MANAGEMENT'S~~Stock-Based ~~DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.~~Compensation

~~Cautionary~~Our ~~Statement~~stock-based compensation plan was originally established in 2008. The shares of our common stock issuable pursuant to the terms of such plan (the “Plan Shares”) could not exceed 30% of any outstanding issue or 2,500,000 shares, whichever was the lower amount.

~~This~~In ~~Management’s~~December ~~Discussion~~2015, ~~and~~we ~~Analysis~~adopted ~~includes~~ a ~~number~~revised ofshare ~~forward-looking~~option ~~statements~~plan ~~that~~in ~~reflect~~which ~~our~~Plan ~~current~~Shares ~~views~~cannot ~~with~~exceed ~~respect~~10% toof ~~future~~the ~~events~~total issued and ~~financial~~outstanding ~~performance.~~shares ~~Forward-looking~~at ~~statements~~any ~~are~~given ~~often~~time. ~~identified~~All bystock ~~words~~option ~~like:~~grants ~~“believe,”~~have ~~“expect,”~~an ~~“plan”,~~exercise ~~“estimate,”~~price ~~“anticipate,”~~equal ~~“intend,”~~to ~~“project,”~~the ~~“will,”~~fair ~~“predicts,”~~market ~~“seeks,”~~value ~~“may,”~~of ~~“would,”~~our ~~“could,”~~common ~~“potential,”~~stock ~~“continue,”~~on ~~“ongoing,”~~the ~~“should”~~date ~~and~~of ~~similar~~the ~~expressions,~~grant orand ~~words~~all ~~which,~~option bygrants ~~their~~have ~~nature,~~a ~~refer~~10-year ~~to future events~~term. ~~You~~This ~~should~~share ~~not~~option ~~place~~plan ~~undue~~was ~~certainty~~initially onapproved ~~these~~by ~~forward-looking~~the ~~statements,~~Company’s ~~which~~shareholders ~~apply~~at ~~only as of~~ the ~~date~~annual meeting of ~~this~~shareholders ~~Form~~on August 10~~-Q.~~, ~~These~~2016 ~~forward-looking statements are subject to certain risks~~ and ~~uncertainties~~is ~~that~~required ~~could cause actual results~~ to ~~differ~~be ~~materially~~re-approved ~~from~~at ~~historical~~each ~~results~~subsequent orannual ~~from~~meeting ~~our~~of ~~predictions.~~the WeCompany’s ~~undertake~~stockholders nosince ~~obligation~~that todate, ~~update~~in oraccordance ~~revise~~with ~~publicly~~applicable ~~any forward~~TSX-~~looking~~V ~~statements, whether because of new information, future events, or otherwise~~rules.

~~Unless the context otherwise requires, all references to “we,” “us,” “our” or the “Company” are to MCX Technologies Corporation and our subsidiaries.~~8

~~Critical~~To ~~Accounting~~calculate ~~Policies~~the fair value of stock options at the date of grant, we use the Black-Scholes option pricing model. The volatility used is based on a blended historical volatility of our own stock and ~~Estimates~~similar sized companies due to the limited historical data available for our own stock price. The expected term was determined based on the simplified method outlined in Staff Accounting Bulletin No. 110. The risk-free interest rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant.

~~Our financial statements are prepared in accordance with generally accepted accounting principles in the United States (“GAAP”).~~ The ~~preparation~~following oftable ~~these~~summarizes ~~financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, expenses and related disclosures. We evaluate~~ our estimates and assumptions on an ongoing basis. Our estimates are based on historical experience and various other assumptions that we believe to be reasonable under the circumstances. Our actual results could differ from these estimates. We believe that the assumptions and estimates associated with revenue recognition, income taxes, stock~~-based~~ ~~compensation,~~option ~~research~~activity ~~and~~for ~~development costs and impairment of long-lived assets have~~ the ~~greatest~~three ~~potential~~months ~~impact~~ended onMarch ~~our financial statements. Therefore~~31, ~~we consider these to be our critical accounting policies and estimates.~~2024:

A description of the Company’s critical accounting policies and related judgments and estimates that affect the preparation of the Company’s financial statements is set forth in under the heading “Critical Accounting Policies and Estimates” in Item 7, Management’s Discussion and Analysis of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. Such policies were unchanged during the nine months ended September 30, 2023.

			Weighted		Average
			Average		Remaining		Aggregate
	Number of		Exercise		Contractual		Intrinsic
	Shares		Price		Term (in years)		Value
Outstanding at December 31, 2023		290,000	$	0.30		4.63		-
Granted		-
Exercised		-
Forfeited or expired		-
Outstanding at March 31, 2024		290,000	$	0.30		4.38	$	-

Exercisable at March 31, 2024		290,000	$	0.30		4.38	$	-

~~Overview~~As of March 31, 2024, 290,000 stock options were exercisable and all were vested. There was no unrecognized compensation expense from stock options as of March 31, 2024.

WeThere ~~intend~~were tono ~~acquire~~options orgranted ~~develop~~during ~~technologies~~the ~~that~~three ~~would~~months ~~become~~ended ~~the~~March ~~Company’s~~31, ~~new operating platform~~2024.

OnNote ~~November~~5: ~~12,~~Going 2020, the Company formed a subsidiary, The Collective Experience, LLC in Delaware (the “Collective Experience”). During the first quarter of 2022, through the Collective Experience, we generated revenue by delivering digital transformation solutions to customer centric organizations through integrated marketing, data science, and commerce. We are now transitioning the focus of the Company toward new technologies.Concern

The ~~Company~~accompanying ~~formed~~consolidated afinancial ~~wholly~~statements ~~owned~~and ~~subsidiary,~~notes ~~McorpCX,~~have ~~LLC~~been ~~(“McorpCX~~prepared ~~LLC”)~~assuming asthat ~~a limited liability company in~~ the ~~state of Delaware on December 14, 2017. On August 16, 2018, the~~ Company ~~entered~~will ~~into~~continue as a ~~contribution~~going agreement with McorpCX LLC pursuant to which the Company transferred to McorpCX LLC all the Company’s assets and liabilities related to the Company’s customer experience consulting business, excluding the underlying technology and databases related thereto which remained with the Companyconcern.

~~Effective~~We ~~August~~have 3,had ~~2020~~material operating losses, no revenue for the ~~Company~~past ~~sold~~12 ~~all~~months ofand ~~its~~have ~~membership~~not ~~interests~~yet increated ~~McorpCX,~~positive ~~LLC~~cash flows for a full fiscal year. These factors raise substantial doubt as to ~~mfifty,~~our ~~LLC,~~ability to continue as a ~~California~~going ~~limited~~concern. Our ~~liability~~ability ~~company~~to ~~controlled~~continue byas ~~Michael~~a ~~Hinshaw,~~going ~~the~~concern ~~then~~is ~~current~~entirely ~~President~~dependent ofupon ~~McorpCX~~our ~~LLC~~ability ~~(the~~to ~~“Purchaser”).~~achieve ~~Since~~a ~~the~~level ~~Company’s~~of ~~professional~~profitability, and/or ~~related~~to ~~consulting~~raise ~~services~~additional ~~business,~~capital ~~which~~through ~~constituted~~debt ~~substantially~~financing ~~all~~and/or through sales of ~~the~~common ~~Company’s~~stock. We cannot provide any assurance that profits from operations, atif ~~the~~any, ~~time~~will ofgenerate ~~the~~sufficient ~~sale~~cash offlow ~~McorpCX~~to ~~LLC~~meet our working capital needs and service our existing obligations, ~~was~~nor ~~conducted~~that sufficient capital can be raised through ~~McorpCX~~debt ~~LLC,~~or equity financing. The consolidated financial statements do not include adjustments related to the ~~sale~~recoverability and classification of ~~McorpCX~~asset ~~LLC~~carrying ~~represented~~amounts aor ~~strategic~~the ~~shift~~amount and classification of liabilities that ~~had~~might aresult ~~major~~should ~~effect~~we onbe ~~the~~unable ~~Company’s~~to ~~operations~~continue ~~and~~as ~~financial~~a ~~results~~going concern.

AsNote ~~consideration~~6: ~~for~~Basic ~~the sale of McorpCX LLC, the Company received a total of $352,000 in cash consisting of $100,000 received upon the signing of the purchase agreement~~ and ~~$252,000~~Diluted ~~received~~Net atIncome ~~the~~/ closing of the transaction along with a $756,000 promissory note, reflected on the Company's financial statements as “note receivable – related party”. The promissory note has an initial annual interest rate of 0.99% (to be recalculated at the end of each twelve-month period subsequent to the date of the note based on the annual Applicable Federal Rate for mid-term loans on the first business day following each such twelve-month periodLoss) accruing daily on the outstanding balance of the note, and monthly principal payments are payable to the Company over a term of four or more years. Monthly principal payments to the Company were initially $7,292 per month for the first twelve months following the date of the note, and then during each subsequent twelve-month period are based on the annual revenues of McorpCX, LLC. On June 11, 2021, the Company and the Purchaser entered into an amendment to the promissory note whereby the Purchaser agreed to pay the Company One Hundred Thousand Dollars ($100,000) on or before July 1, 2021 to be applied towards the outstanding principal amount of the promissory note and then going forward to pay the remaining principal amount in installments of Twenty Thousand Dollars ($20,000) each due on the first day of each month commencing on August 1, 2021 until the principal amount is paid in full, with the final payment being the remaining unpaid outstanding balance due at that time. The scheduled maturity date of the note, as amended, is December 31, 2023. The amendment to the promissory note also provides that the promissory note will be considered paid in full if any of the following occurs: (i) the Purchaser pays at least 90% of the outstanding balance due (principal and interest) under the promissory note by December 31, 2021; (ii) the Purchaser pays at least 95% of the outstanding balance due under the promissory note by September 30, 2022; and (iii) the Purchaser pays at least 97.5% of the outstanding balance due (principal and interest) under the promissory note by December 31, 2022. The Company has received a total of $739,378 as of the date of this report. The note is secured by the Purchaser's ownership interest in McorpCX LLC.Share

10Net income (loss) per share was computed by dividing the net income (loss) by the weighted average number of common shares outstanding during the period. The weighted average number of shares was calculated by taking the number of shares outstanding and weighting them by the amount of time that they were outstanding. For the three months ended March 31, 2024 and 2023, the assumed exercise of share options is anti-dilutive and are excluded from the determination of net income (loss) per share – basic and diluted. The share options were anti-dilutive due to the Company’s net loss or the Company’s common stock average market price was less than the share options exercise price. Accordingly, net income/(loss) per share basic and diluted are equal in all periods presented. Securities that were not included in the diluted per share calculations because they would be anti-dilutive were options to purchase common stock of 290,000 and 690,000 for the three months ended March 31, 2024 and 2023, respectively.

~~Sources of Revenue~~ 9

~~Prior~~ITEM to the sale of McorpCX, LLC in August 2020, our revenue consisted primarily of fees from professional and consulting services and other revenue primarily related to the reimbursement of expenses mostly through the operations of McorpCX LLC2. ~~Product~~MANAGEMENT'S ~~revenue~~DISCUSSION ~~was~~AND ~~from~~ANALYSIS ~~productized~~OF ~~and~~FINANCIAL ~~software-enabled~~CONDITION ~~service~~AND ~~sales~~RESULTS ~~not~~OF ~~elsewhere classified~~OPERATIONS.

AsCautionary of April 1, 2022, MCX no longer has been signing new client engagements within the Collective Experience as we are not pursuing that segment in order to focus on a new technology platform which may include Web 3 technologies and powering the Metaverse. As of September 30, 2023, we do not have a revenue source and continue to seek a new technology platform that will be the basis for further revenue and profitability.Statement

~~Operating~~This ~~Expenses~~Management’s Discussion and Analysis includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: “believe,” “expect,” “plan”, “estimate,” “anticipate,” “intend,” “project,” “will,” “predicts,” “seeks,” “may,” “would,” “could,” “potential,” “continue,” “ongoing,” “should” and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this Form 10-Q. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or from our predictions. We undertake no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events, or otherwise.

~~Cost~~Unless ofthe ~~Goods~~context ~~Sold~~otherwise requires, all references to “we,” “us,” “our” or the “Company” are to MCX Technologies Corporation and our subsidiaries.

~~Cost~~Critical ofAccounting ~~goods~~Policies ~~sold consist primarily of expenses directly related to providing professional~~ and ~~consulting services. Those expenses include contract labor, third-party services, and materials and travel expenses related to providing professional services to our clients.~~Estimates

~~General~~Our financial statements are prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). The preparation of these financial statements requires us to make estimates and ~~Administrative~~assumptions ~~Expenses~~ that affect the reported amounts of assets, liabilities, revenue, expenses and related disclosures. We evaluate our estimates and assumptions on an ongoing basis. Our estimates are based on historical experience and various other assumptions that we believe to be reasonable under the circumstances. Our actual results could differ from these estimates. We believe that the assumptions and estimates associated with revenue recognition, income taxes, stock-based compensation, research and development costs and impairment of long-lived assets have the greatest potential impact on our financial statements. Therefore, we consider these to be our critical accounting policies and estimates.

~~General~~A ~~and~~description ~~administrative~~of ~~expenses~~the ~~consist~~Company’s ~~primarily~~critical ofaccounting ~~finance~~policies and ~~accounting,~~related ~~software~~judgments ~~subscriptions,~~and ~~insurance,~~estimates ~~stock~~that ~~compensation~~affect ~~expense,~~the ~~client~~preparation ~~delivery,~~of ~~and~~the ~~sales~~Company’s ~~and~~financial ~~marketing.~~statements ~~These~~is ~~expenses~~set ~~also~~forth ~~include~~in ~~contract~~under ~~services,~~the asheading ~~well~~“Critical asAccounting ~~marketing~~Policies and ~~promotion~~Estimates” ~~costs,~~in ~~professional~~Item ~~fees~~7, ~~software~~Management’s ~~license~~Discussion ~~fee~~and ~~expenses,~~Analysis ~~administrative~~of ~~costs,~~the ~~insurance,~~Company’s ~~rent~~Annual ~~and~~Report aon ~~portion~~Form of10-K ~~travel~~for ~~expenses~~the ~~and~~year ~~other~~ended ~~overhead~~December 31, ~~which~~2023. ~~are~~Such ~~categorized~~policies aswere ~~“other~~unchanged ~~general~~during ~~and~~the ~~administrative~~three ~~expenses”~~months inended ~~our~~March ~~consolidated~~31, ~~financial statements~~2024. InFor ~~addition,~~ the ~~other~~year ~~general~~ended ~~and~~December ~~administrative expenses include the professional fees~~31, ~~filing~~2023, ~~and~~we ~~registration~~did ~~costs~~not ~~necessary~~have ~~to meet~~ the ~~requirements~~financial ~~associated~~statements ~~with~~audited ~~having to file reports with the United States Securities~~ and ~~Exchange~~for ~~Commission under~~ the ~~Securities~~three ~~Exchange~~month ~~Act~~period ofended ~~1934~~March 31, ~~as amended~~2024, aswe ~~well~~have asnot ~~having~~engaged ~~our~~an ~~stock~~accounting ~~listed~~firm onto review the ~~TSX~~financial ~~Venture~~statements; ~~Exchange~~as insuch, ~~Canada~~the ~~and~~financial ~~quoted~~statements onare the ~~OTC~~internal ~~Pink~~financial ~~Sheets~~statements inof the ~~United States~~Company.

11Overview

~~Results~~MCX Technologies Corporation (“we,” “us,” “our,” or the “Company”) intends to acquire or develop a technologies that would become the Company’s new operating platform which may include innovations directed toward the internet’s evolution into the Web 3. On November 12, 2020, the Company formed a wholly owned subsidiary, The Collective Experience, LLC (the “Collective Experience” or “TCE”) as a Delaware limited liability company. The Company was providing all of ~~Operations~~its digital transformation and marketing management consulting services, which was the Company’s sole revenue generating operations, through the Collective Experience. During the first quarter of 2022 and the year 2021, through our subsidiary The Collective Experience LLC we generated revenue by delivering digital transformation solutions to customer centric organizations through integrated marketing, data science, and commerce. We have ceased operations under TCE and we are now transitioning the focus of the Company toward new technologies.

~~Revenues~~We were incorporated in the State of California on December 14, 2001, as a customer experience (“CX”) management solutions company dedicated to helping organizations improve customer experiences, increase customer loyalty, reduce cost and ~~Cost~~increase revenue. The Company operated as The Innes Group, Inc., d/b/a MCorp Consulting until filing a Certificate of ~~Goods~~Amendment ~~Sold~~to the Articles of Incorporation renaming the Company Touchpoint Metrics, Inc., effective October 18, 2011. On June 11, 2015, our shareholders passed a resolution to change the name of the Company to McorpCX, Inc., and on June 29, 2020, in connection with the sale of McorpCX, LLC, as described below, our shareholders passed a resolution to change the name of the Company to MCX Technologies Corporation.

~~During~~The Company formed a wholly owned subsidiary, McorpCX, LLC (“McorpCX LLC”) as a limited liability company in the ~~three~~state ~~and~~of ~~nine~~Delaware ~~months~~on ~~ended September~~December 3014, ~~2023~~2017. On August 16, we2018, ~~had~~the noCompany ~~revenue~~entered ~~recognized~~into asa ~~well~~contribution asagreement nowith ~~related~~its ~~cost~~wholly owned subsidiary McorpCX LLC, pursuant to which the Company transferred to McorpCX LLC all of ~~goods~~the ~~sold~~Company’s assets and liabilities related to the Company’s customer experience consulting business, excluding the underlying technology and databases related thereto which remained with the Company.

~~During~~Effective August 3, 2020, the ~~three~~Company ~~and~~sold ~~nine~~all ~~months~~of ~~ended September~~its ~~30,~~membership ~~2022~~interests in McorpCX, weLLC ~~had~~to $8mfifty,~~745~~ ~~and $101~~LLC,~~409,~~ ~~respectively~~a California limited liability company controlled by Michael Hinshaw, inthe ~~revenue~~President ~~recognized~~of asMcorpCX ~~well~~LLC as(the “Purchaser”). Since the Company’s professional and related ~~cost~~consulting services business, which constituted substantially all of ~~goods~~the ~~sold~~Company’s operations at the time of ~~$1,183~~the ~~and~~sale ~~$100,533,~~of ~~respectively~~McorpCX LLC, ~~generated~~was conducted through McorpCX LLC, the ~~continuation~~sale of ~~one~~McorpCX ~~client~~LLC ~~contract~~represented a strategic shift that ~~was~~we ~~entered~~had ~~into~~a inmajor effect on the ~~last~~Company’s ~~quarter~~operations ofand ~~2021~~financial results.

							Change from		Percent Change
Net Loss	2023			2022			Prior Year		from Prior Year
Three Months Ended September 30,	$	(43,058	)	$	(101,527	)	$	58,469		(58	%)
Nine Months Ended September 30,	$	(170,883	)	$	(413,244	)	$	242,361		(59	%)

~~Net~~As ~~loss~~consideration ~~decreased~~for tothe sale of McorpCX LLC, the Company received a total of $43352,~~058~~000 ~~for~~in cash consisting of $100,000 received upon the ~~three~~signing ~~months~~of ~~ended~~the ~~September~~purchase 30agreement and $252,000 ~~2023~~received ~~from~~at the closing of the transaction along with a ~~net~~$756,000 ~~loss~~promissory note. The promissory note has an initial annual interest rate of 0.99% (to be recalculated at the end of each twelve-month period subsequent to the date of the note based on the annual Applicable Federal Rate for mid-term loans on the first business day following each such twelve month period) accruing daily on the outstanding balance of the note, and monthly principal payments are payable to the Company over a term of four or more years. Monthly principal payments to the Company were initially $~~101~~7,~~527~~ 292 per month for the ~~three~~first twelve months ~~ended September~~following 30the date of the note, ~~2022~~and ~~mostly~~then asduring aeach ~~result~~subsequent twelve-month period are based on the annual revenues of aMcorpCX, ~~decrease~~LLC. The note is secured by the Purchaser's ownership interest in ~~operating~~McorpCX ~~expenses~~LLC. ~~incurred~~On ~~during~~June 11, 2021, the ~~three~~note ~~months~~was ~~ended~~amended ~~September~~whereby 30the obligor would pay $100,000 ~~2023~~principal payment on or before July 1, 2021 and the remaining principal and interest would be paid in installments of $20,000 per month due on the first day of each month with the final payment being made in January 2024.

~~Net~~Sources ~~loss decreased to $170,883 for the nine months ended September 30, 2023 from a net loss~~ of ~~$413,244 for~~Revenue ~~the nine months ended September 30, 2022 mostly as a result of a decrease in operating expenses incurred during the nine months ended September 30, 2023.~~

					Change from			Percent Change
Contract Services	2023		2022		Prior Year			from Prior Year
Three Months Ended September 30,	$	-	$	3,055	$	(3,055	)		(100	%)
Nine Months Ended September 30,	$	-	$	78,267	$	(78,267	)		(100	%)

Prior to the sale of McorpCX, LLC in August 2020, our revenue consisted primarily of fees from professional and consulting services and other revenue primarily related to the reimbursement of expenses mostly through the operations of McorpCX LLC. Product revenue was from productized and software-enabled service sales not elsewhere classified.

~~Contract~~During ~~service~~the ~~expenses~~first ~~decreased~~quarter ~~during~~of ~~the~~2022 ~~three~~ and ~~nine~~the ~~months~~year ~~ended September 30~~2021, ~~2023,~~through ~~due~~our tosubsidiary ~~management~~The ~~eliminating~~Collective ~~the~~Experience ~~business~~LLC ~~line~~we ~~performed~~generated revenue by ~~its~~delivering ~~subsidiary~~digital ~~The~~transformation ~~Collective~~solutions ~~Experience~~to ~~LLC.~~customer ~~While~~centric ~~the~~organizations ~~Company~~through isintegrated ~~transitioning~~marketing, todata ascience, ~~new~~and ~~technology~~commerce. ~~platform,~~We we have ~~classified~~ceased ~~all~~operations ~~executive,~~under ~~finance,~~TCE and ~~administrative~~we ~~services~~are ~~under~~now ~~Other~~transitioning ~~General~~the ~~and~~focus ~~Administrative~~of ~~expense~~the Company toward new technologies.

					Change from			Percent Change
Other General and Administrative	2023		2022		Prior Year			from Prior Year
Three Months Ended September 30,	$	43,653	$	107,448	$	(63,795	)		(59	%)
Nine Months Ended September 30,	$	173,184	$	327,224	$	(154,040	)		(47	%)

As of March 31, 2024, we continue to seek a new technology platform that will be the basis for further revenue and profitability.

~~Other~~Operating general and administrative costs decreased by $63,795 and $154,040 during the three and nine months ended September 30, 2023, respectively, compared with the same periods in 2022 primarily due to a decrease in sales and marketing, professional fees and travel expenses in 2023 compared to 2022.Expenses

						Change from			Percent Change
Other Income (Expense)	2023		2022			Prior Year			from Prior Year
Three Months Ended September 30,	$	595	$	1,414		$	(819	)		(58	%)
Nine Months Ended September 30,	$	2,301	$	(8,629	)	$	10,930			(127	%)

Cost of Goods Sold

~~Other income was $595 and $2~~Historically,~~301~~ incost ~~the~~of ~~three~~goods ~~and~~sold ~~nine~~consisted ~~months~~primarily ~~ended~~of ~~September~~expenses ~~30,~~directly ~~2023,~~related ~~respectively, compared~~ to ~~other~~providing ~~income~~professional ofand ~~$1,414~~consulting ~~and~~services. ~~other~~Those expenses offormerly ~~($8,629)~~included incontract ~~the three and nine months ended September 30~~labor, ~~2022,~~third-party ~~respectively~~services, ~~due~~and tomaterials ~~reduced~~and ~~other~~travel ~~income~~expenses ~~from~~related ~~the~~to ~~prior~~providing ~~year~~professional ~~coupled~~services ~~with~~to aour ~~decrease in non-recurring other expenses~~clients.

~~Liquidity~~General and ~~Capital~~Administrative ~~Resources~~Expenses

WeGeneral ~~measure~~and ~~our~~administrative ~~liquidity~~expenses inconsist primarily of finance and accounting, software subscriptions, insurance, stock compensation expense, client delivery, and sales and marketing. These expenses also include contract services, as well as marketing and promotion costs, professional fees, software license fee expenses, administrative costs, insurance, rent and a ~~variety~~portion of ~~ways~~travel expenses and other overhead, ~~including~~which are categorized as “other general and administrative expenses” in our consolidated financial statements. In addition, the ~~following:~~other general and administrative expenses include the professional fees, filing, and registration costs necessary to meet the requirements associated with having to file reports with the United States Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, as well as having our stock listed on the TSX Venture Exchange in Canada and quoted on the OTC Pink Sheets in the United States.

	September 30,			December 31,
	2023			2022
Cash and cash equivalents	$	15,377		$	2,595
Working capital	$	(93,053	)	$	(98,381	)

~~Anticipated~~Results ~~Uses~~ of ~~Cash~~Operations

AsRevenues ~~of September 30, 2023, our cash~~ and ~~cash~~Cost ~~equivalents had increased to $15,377 from $2,595 and our working capital changed to ($93,053) from ($98,381) as~~ of ~~December~~Goods ~~31, 2022.~~Sold

12During the three months ended March 31, 2024 and 2023, we had no revenue recognized as well as no related cost of goods sold.

We received total consideration of $1,108,000 consisting of $352,000 in cash and a $756,000 promissory note for the sale of McorpCX, LLC, which was completed on August 3, 2020, which applied to transaction costs as well as investment toward becoming a technology solutions business. For the nine months ended September 30, 2023, we were able to finance our operations with cash generated through cash on hand as well as $20,000 monthly payments we receive under the note receivable related to the sale of McorpCX, LLC. The accompanying consolidated financial statements have been prepared in accordance with GAAP applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business.

Net Loss

2024

2023

Change from

Prior Year

Percent Change from Prior Year

Three Months Ended March 31,

(10,113

)

(89,883

)

79,770

88.8

~~The~~Net ~~note~~loss ~~receivable~~decreased ~~matures~~to ~~on December 31, 2023 and the~~ $2010,~~000~~113 ~~monthly payments to the Company will cease after that date. The Company is exploring ways to minimize its cash outflow to allow~~ for the ~~remaining~~three ~~payments of the notes receivable plus its current cash on hand to fund operations for the next 12~~ months. ~~However,~~ended ~~without~~March ~~this monthly income~~31, ~~the~~2024 ~~Company~~from ~~projects~~a ~~that~~net ~~all~~loss ~~available cash will go to payment~~ of ~~operating expenses and that it does not have sufficient capital to cover operating costs~~ $89,883 for the ~~next~~three 12 months. Weended March ~~are~~31, ~~seeking~~2023 ~~ways~~mostly ~~to raise capital to support operating costs for that period. Our ability to continue~~ as a ~~going~~result ~~concern~~of isdecrease ~~entirely~~in ~~dependent~~operating ~~upon~~expenses ~~our~~incurred ~~ability~~ during ~~the~~each ~~next 12 months to achieve a level of profitability, and/or to raise additional capital through debt financing and/or through sales of common stock~~period. We cannot provide any assurance that profits from operations, if any, will generate sufficient cash flow to meet our working capital needs and service our existing obligations, nor that sufficient capital can be raised through debt or equity financing. The consolidated financial statements do not include adjustments related to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result should we be unable to continue as a going concern.

During the nine months ended September 30, 2023, our primary uses of cash included third party contractors to support our consulting services, and general and administrative expenses to support new business development activities.

Salaries and Wages

2024

2023

Change from

Prior Year

Percent Change from Prior Year

Three Months Ended March 31

WeThere dowere ~~not~~no ~~intend~~expenses attributable to ~~pay~~salaries ~~dividends~~and inwages for the ~~foreseeable~~three ~~future~~months ended March 31, 2024 and 2023 respectively, as stock options have been fully expensed and the officers have not taken any salary in either period.

We intend to continue to seek ways to continue as a going concern and expand upon our business and as such, in the future we may make acquisitions of businesses or assets or commitments to additional capital projects. To achieve the long-term goals of expanding our assets and earnings, including through acquisitions, capital resources will be required. Depending on the size of a transaction, the capital resources that may be required can be substantial. The necessary resources may be generated from cash flow from operations, cash on hand, the proceeds of the sale of McorpCX, LLC, borrowing or the issuance of securities, and there is no assurance these capital resources will be available to us when required.

Contract Services

2024

2023

Change from

Prior Year

Percent Change from Prior Year

Three Months Ended March 31

~~Cash~~Contract ~~Flow~~service –expenses ~~Nine~~did ~~months~~not occur in either three-month period ended ~~September~~March 3031, 2024 or 2023. While the Company is transitioning to a new technology platform, we have classified all executive, finance, and ~~2022~~administrative services under Other General and Administrative expense.

Operating Activities. Net cash used in operating activities decreased to $179,280 for the nine months ended September 30, 2023 compared to net cash used in operating activities of $311,364 for the nine months ended September 30, 2022. This decrease was primarily due a decrease in net loss and a decrease in cash used for accounts payable and accrued liabilities, offset by a decrease in cash from accounts receivable.

Other General and Administrative

2024

2023

Change from

Prior Year

Percent Change from Prior Year

Three Months Ended March 31,

10,113

90,760

(80,647

)

(88.9

~~Investing~~Other ~~Activities.~~general ~~Net~~and ~~cash~~administrative ~~provided~~costs decreased by ~~investing activities was~~ $~~176~~80,~~211~~647 ~~for~~during the ~~nine~~three months ended ~~September~~March 3031, ~~2023.~~2024, ~~This~~compared ~~included~~with ~~cash~~the ~~received~~same ~~from~~period ~~notes~~in ~~receivable~~2023 –primarily ~~related~~due ~~party~~to a reclassification of ~~$176,211.~~contract ~~There~~services ~~was~~into ~~cash~~general ~~provided~~and byadministrative ~~investing~~expenses ~~activities~~and due to a lack of ~~$262~~funding,~~238~~ ~~for~~ the ~~nine~~Company ~~months~~did ~~ended~~not ~~September~~engage ~~30,~~its ~~2022~~auditors ~~due~~ to ~~cash~~perform ~~received~~an ~~from~~audit ~~related~~of ~~party~~its ~~notes~~financial ~~receivable~~statements ofor ~~$175,708~~quarterly ~~and~~review ~~cash~~thereof ~~received~~in ~~from~~this ~~the~~first ~~sale~~quarter of ~~land for $86,530~~2024.

Financing Activities. For the nine months ended September 30, 2023, net cash provided by financing activities was $15,851 which includes cash received from an unsecured loan to the company from the Interim Chief Financial Officer in the amount of $20,000, offset by payments to the principal portion of the note of $4,149. There was no cash provided by, or used in, financing activities for the nine months ended September 30, 2022.

Other Income (Expense)		2024				2023				Change from Prior Year				Percent Change from Prior Year
Three Months Ended March 31		$	0			$	877			$	877				100	%

~~ITEM~~Other 3.income ~~QUANTITATIVE~~was ~~AND~~$0 ~~QUALITATIVE~~in ~~DISCLOSURE~~the ~~ABOUT~~three ~~MARKET~~months ~~RISK~~ended March 31, 2024, compared to other expense of $877 in the three months ended March 31, 2023, due to a reduction of interest income from the note receivable.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and as such, are not required to provide the associated information under this item.12

~~ITEM~~Liquidity 4.and ~~CONTROLS~~Capital ~~AND PROCEDURES.~~Resources

~~Disclosure~~We ~~Controls~~measure ~~and~~our ~~Procedure~~liquidity in a variety of ways, including the following:

Pursuant to Rule 13a-15(b) and Rule 15d-15(b) under the Exchange Act, the Company carried out an evaluation, with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) or Rule 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, the Company’s management concluded that, as of the period covered by this report, and as reported in Item 9A of the Company’s Form 10-K for the year ended December 31, 2022, the Company’s disclosure controls and procedures were not effective to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management to allow timely decisions regarding required disclosure.

	March 31,			December 31,
	2024			2023
Cash and cash equivalents	$	43,525		$	46,069
Working capital	$	(52,886	)	$	(42,698	)

ItAnticipated ~~should~~Uses ~~be noted that any system~~ of controls is based in part upon certain assumptions designed to obtain reasonable (and not absolute) assurance as to its effectiveness, and there can be no assurance that any design will succeed in achieving its stated goals.Cash

13As of March 31, 2024, our cash and cash equivalents had decreased to $43,525 from $46,069 and our working capital changed to ($52,886) from ($42,698) as of December 31, 2023.

~~Changes~~For the three months ended March 31, 2024, we were able to finance our operations with cash on hand as well as proceeds of the final note payment related to the sale of McorpCX, LLC. The accompanying consolidated financial statements have been prepared in ~~Internal~~accordance ~~Controls~~with GAAP applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business.

~~There~~During ~~have~~the ~~been~~three nomonths ~~changes~~ended inMarch ~~our~~31, ~~internal~~2024, ~~control~~our ~~over~~primary ~~financial~~uses ~~reporting~~of ~~(as~~cash ~~defined~~included inthird ~~Rules~~party ~~13a-15(f)~~general and ~~15d-15(f)~~administrative ~~under~~expenses ~~the~~to ~~Exchange~~support ~~Act)~~compliance ~~during~~expenses ~~the~~and ~~period~~pursuit ~~covered~~of bynew ~~this~~business ~~report~~development ~~that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting~~activities.

~~PART~~We IIhave had material operating losses, no revenue for the past 12-months, and have not yet created positive cash flows for a full fiscal year. ~~OTHER~~These ~~INFORMATION~~factors raise substantial doubt as to our ability to continue as a going concern. Our ability to continue as a going concern is entirely dependent upon our ability to achieve a level of profitability, and/or to raise additional capital through debt financing and/or through sales of common stock. We cannot provide any assurance that profits from operations, if any, will generate sufficient cash flow to meet our working capital needs and service our existing obligations, nor that sufficient capital can be raised through debt or equity financing. The consolidated financial statements do not include adjustments related to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result should we be unable to continue as a going concern.

~~ITEM~~Cash 1.Flow ~~LEGAL~~– ~~PROCEEDINGS.~~Three months ended March 31, 2024 and 2023

WeOperating ~~are~~Activities. ~~not~~Net ~~involved~~cash used in ~~any~~operating ~~legal~~activities ~~actions~~decreased orto ~~claims~~$2,469 ~~and~~for the three months ended March 31, 2024, compared to ~~our~~net ~~knowledge~~cash noused ~~such~~in ~~actions~~operating oractivities ~~claims~~of ~~are~~$97,746 for ~~pending~~the three months ended March 31, 2023. This decrease was primarily due a decrease in net loss and the elimination of the year-end audit expenses for the year December 31, 2023 and the first quarter 2024 auditor review of the financial statements.

~~ITEM~~Investing 1AActivities. ~~RISK~~Net ~~FACTORS~~cash provided by investing activities was $16,126 for the three months ended March 31, 2024. This included and cash received from notes receivable – related party of $16,126.

InFinancing ~~addition~~Activities. toFor the ~~other~~three ~~information~~months ~~set~~ended ~~forth~~March in31, ~~this~~2024, ~~Quarterly~~net ~~Report~~cash ~~(including~~used ~~risks~~in ~~associated~~financing ~~with~~activities ~~our~~was ~~liquidity~~$16,201 ~~and~~which ~~our~~related ~~shift~~to ~~away~~the ~~from~~repayment ~~the~~of ~~Collective~~an ~~Experience~~unsecured loan to ~~focus~~the oncompany ~~new~~from ~~technologies),~~the ~~you~~Chief ~~should~~Financial ~~carefully~~Officer ~~consider~~in the ~~factors~~original ~~discussed~~principal inamount ~~Part~~of I$20,000. ~~“Item~~There ~~1A.~~was ~~Risk~~no ~~Factors”~~cash inprovided ~~our~~by, ~~Annual~~or ~~Report~~used onin, ~~Form~~financing ~~10-K~~activities for the ~~fiscal~~three ~~year~~months ended ~~December~~March 31, ~~2022 (the “2022 Annual Report”), which could materially affect our business, results of operations or financial condition~~2023.

ItITEM ~~is important to note that the risks described in our 2022 Annual Report are not the only risks facing us~~3. ~~Additional~~QUANTITATIVE ~~risks~~AND ~~and~~QUALITATIVE ~~uncertainties~~DISCLOSURE ~~not~~ABOUT ~~currently~~MARKET ~~known to us or that we currently deem to be immaterial also may eventually prove to materially adversely affect our business, results of operations or financial condition~~RISK.

~~ITEM~~We are a smaller reporting company as defined by Rule 12b-2. ~~UNREGISTERED~~of ~~SALES~~the OFSecurities ~~EQUITY~~Exchange ~~SECURITIES~~Act ~~AND~~of ~~USE~~1934, OFas ~~PROCEEDS~~amended (the “Exchange Act”) and as such, are not required to provide the associated information under this item.

~~Recent~~ITEM ~~Sales~~4. ofCONTROLS ~~Unregistered~~AND ~~Securities~~PROCEDURES.

~~There~~Disclosure ~~were~~Controls noand ~~unregistered sales of our equity securities during the nine month period ended on September 30, 2023.~~Procedure

~~Purchases~~Pursuant to Rule 13a-15(b) and Rule 15d-15(b) under the Exchange Act, the Company carried out an evaluation, with the participation of ~~Equity~~the ~~Securities~~Company’s management, including the Company’s Interim Chief Executive Officer and Interim Chief Financial Officer, of the effectiveness of the Company’s disclosure controls and procedures (as defined under Rule 13a-15(e) or Rule 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, the Company’s management concluded that, as of the period covered by this report, and as reported in Item 9A of the Company’s Form 10-K for the year ended December 31, 2023, the Company’s disclosure controls and procedures were not effective to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management to allow timely decisions regarding required disclosure.

During the nine months ended September 30, 2023 there were no purchases of our common stock made by, or on behalf of, the Company or any "affiliated purchaser," as defined by Rule 10b-18 of the Exchange Act.13

~~ITEM~~It 3.should ~~DEFAULTS~~be ~~UPON~~noted ~~SENIOR~~that ~~SECURITIES~~any system of controls is based in part upon certain assumptions designed to obtain reasonable (and not absolute) assurance as to its effectiveness, and there can be no assurance that any design will succeed in achieving its stated goals.

~~None.~~Changes in Internal Controls

~~ITEM~~There 4.have ~~MINE~~been ~~SAFETY~~no ~~DISCLOSURES~~changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

~~Not~~PART ~~applicable~~II. OTHER INFORMATION

ITEM 51. ~~OTHER~~LEGAL ~~INFORMATION~~PROCEEDINGS.

~~(a)~~We ~~Not~~are ~~applicable~~not involved in any legal actions or claims and to our knowledge no such actions or claims are pending.

14ITEM 1A. RISK FACTORS.

~~ITEM~~In 6addition to the other information set forth in this Quarterly Report (including risks associated with our shift away from the Collective Experience to focus on new technologies which may include Web 3 technologies), you should carefully consider the factors discussed in Part I, “Item 1A. ~~EXHIBITS~~Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the “2023 Annual Report”), which could materially affect our business, results of operations or financial condition.

3.1	Articles of Incorporation (Incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on April 25, 2012)
3.2	Amendment to the Articles of Incorporation (Incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on April 25, 2012).
3.3	Amendment to the Articles of Incorporation (Incorporated by reference to Exhibit 3.3 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on April 25, 2012).
3.4	Amendment to the Articles of Incorporation (Incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on July 13, 2015).
3.5	Amendment to the Articles of Incorporation (Incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on November 14, 2016).
3.6	Amendments to the Articles of Incorporation (Incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on August 14, 2020).
3.7	Amended and Restated Bylaws.(Incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on November 16, 2020).
31.1	Certification of Chief Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a).
31.2	Certification of Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a).
32.1*	Certification of Chief Executive Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350
32.2*	Certification of Chief Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350

It is important to note that the risks described in our 2023 Annual Report are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may eventually prove to materially adversely affect our business, results of operations or financial condition.

101

The following financial information from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023, formatted in Inline Extensible Business Reporting Language (XBRL): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations; (iii) Consolidated Statements of Changes in Shareholders’ Equity; (iv) Consolidated Statements of Cash Flows; and (iv) Notes to Consolidated Financial Statements, tagged as blocks of text.

104

The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023, formatted in Inline XBRL (included as Exhibit 101).

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

*Furnished,Recent ~~not~~Sales ~~filed~~of Unregistered Securities

15There were no unregistered sales of our equity securities during the three-month period ended on March 31, 2024.

~~SIGNATURES~~Purchases of Equity Securities

~~Pursuant~~During to the ~~requirements~~three ofmonths ~~the~~ended ~~Securities~~March ~~Exchange~~31, ~~Act~~2024 ofthere ~~1934,~~were ~~the~~no ~~registrant~~purchases ~~has~~of ~~duly~~our ~~caused~~common ~~this~~stock ~~report~~made ~~has~~by, ~~been~~or ~~signed~~ on ~~its~~ behalf byof, the ~~undersigned,~~Company ~~thereunto~~or ~~duly~~any ~~authorized~~"affiliated onpurchaser," ~~this~~as ~~14th~~defined ~~day~~by Rule 10b-18 of ~~November~~the ~~2023~~Exchange Act.

~~MCX~~ITEM ~~TECHNOLOGIES~~3. ~~CORPORATION~~DEFAULTS ~~BY:~~UPON ~~/s/~~SENIOR ~~Christopher Rowlison Christopher Rowlison Chief Executive Officer BY: /s/ Gregg Budoi Gregg Budoi Interim Chief Financial Officer~~SECURITIES

16None.

~~EXHIBIT~~ITEM ~~INDEX~~4. MINE SAFETY DISCLOSURES

3.1	Articles of Incorporation (Incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on April 25, 2012).
3.2	Amendment to the Articles of Incorporation (Incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on April 25, 2012).
3.3	Amendment to the Articles of Incorporation (Incorporated by reference to Exhibit 3.3 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on April 25, 2012).
3.4	Amendment to the Articles of Incorporation (Incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on July 13, 2015).
3.5	Amendment to the Articles of Incorporation (Incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on November 14, 2016).
3.6	Amendments to the Articles of Incorporation (Incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on August 14, 2020).
3.7	Amended and Restated Bylaws (Incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on November 16, 2020).
31.1	Certification of Chief Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a).
31.2	Certification of Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a).
32.1*	Certification of Chief Executive Officer and Chief Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350
32.2*	Certification of Chief Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350

Not applicable.

101

104

The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023, formatted in Inline XBRL (included as Exhibit 101).

ITEM 5.

OTHER INFORMATION.

*Furnished,(a) ~~not~~Not ~~filed~~applicable.

1714

ITEM 6.

EXHIBITS.

3.1	Articles of Incorporation (Incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on April 25, 2012)
3.2	Amendment to the Articles of Incorporation (Incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on April 25, 2012).
3.3	Amendment to the Articles of Incorporation (Incorporated by reference to Exhibit 3.3 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on April 25, 2012).
3.4	Amendment to the Articles of Incorporation (Incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on July 13, 2015).
3.5	Amendment to the Articles of Incorporation (Incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on November 14, 2016).
3.6	Amendments to the Articles of Incorporation (Incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on August 14, 2020).
3.7	Amended and Restated Bylaws.(Incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on November 16, 2020).
31.1	Certification of Chief Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a).
31.2	Certification of Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a).
32.1*	Certification of Chief Executive Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350
32.2*	Certification of Chief Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350

101

The following financial information from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, formatted in Inline Extensible Business Reporting Language (XBRL): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations; (iii) Consolidated Statements of Changes in Shareholders’ Equity; (iv) Consolidated Statements of Cash Flows; and (iv) Notes to Consolidated Financial Statements, tagged as blocks of text.

104

The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, formatted in Inline XBRL (included as Exhibit 101).

*Furnished, not filed

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report has been signed on its behalf by the undersigned, thereunto duly authorized on this 3rd day of June 2024.

	MCX TECHNOLOGIES CORPORATION


	BY:	/s/ Christopher Rowlison
		Christopher Rowlison
		Interim Chief Executive Officer

	BY:	/s/ Gregg Budoi
		Gregg Budoi
		Interim Chief Financial Officer

EXHIBIT INDEX

3.1	Articles of Incorporation (Incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on April 25, 2012).
3.2	Amendment to the Articles of Incorporation (Incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on April 25, 2012).
3.3	Amendment to the Articles of Incorporation (Incorporated by reference to Exhibit 3.3 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on April 25, 2012).
3.4	Amendment to the Articles of Incorporation (Incorporated by reference to the Company’s Form 8-K filed with the Securities and Exchange Commission on July 13, 2015).
3.5	Amendment to the Articles of Incorporation (Incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on November 14, 2016).
3.6	Amendments to the Articles of Incorporation (Incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on August 14, 2020).
3.7	Amended and Restated Bylaws (Incorporated by reference to the Company’s Form 10-Q filed with the Securities and Exchange Commission on November 16, 2020).
31.1	Certification of Chief Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a).
31.2	Certification of Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a).
32.1*	Certification of Chief Executive Officer and Chief Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350
32.2*	Certification of Chief Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b) and Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350

101

104

The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, formatted in Inline XBRL (included as Exhibit 101).

*Furnished, not filed

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