UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

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

For the fiscal year ended: December 31, ~~2023~~2024

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

For the transition period from ________ to ________

Commission file number: 000-52901

APPSOFT TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

Nevada

47-3427919

(State or other jurisdiction

of incorporation or organization)

(I.R.S. Employer

Identification No.)

1225 Franklin Avenue, Suite 325, Garden City, NY		11530
(Address of registrant’s principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (516) 224-7717

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

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

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

common stock, par value $0.001 per share

(Title of Class)

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

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. ☐ Yes ☒ No

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

Indicate by check mark whether the registrant has submitted electronically 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, a smaller reporting company, or 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 17(a)(2)(B) of the Securities Act. ☐

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

The aggregate market value of voting and non-voting common equity held by non-affiliates as of June 30, ~~2023~~2024 was approximately $~~876~~903,~~436~~262.

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

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

At ~~April~~March 107, ~~2024~~2025, there were 4,~~504~~495,~~103~~198 shares of common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

None

TABLE OF CONTENTS

CAUTIONARY NOTE ABOUT FORWARD-LOOKING STATEMENTS		3
PART I		4
ITEM 1.	BUSINESS	4
ITEM 1A.	RISK FACTORS	107
ITEM 1B.	UNRESOLVED STAFF COMMENTS	107
ITEM 1C	CYBERSECURITY	7
ITEM 2.	PROPERTIES	108
ITEM 3.	LEGAL PROCEEDINGS	108
ITEM 4.	MINE SAFETY DISCLOSURES	108
PART II		119
ITEM 5.	MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASE OF EQUITY SECURITIES	119
ITEM 6.	SELECTED FINANCIAL DATA	119
ITEM 7.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	1110
ITEM 8.	FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA	F-1
ITEM 9.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE	1714
ITEM 9A.	CONTROLS AND PROCEDURES	1714
ITEM 9B.	OTHER INFORMATION	1815
PART III		19
ITEM 9C	DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
ITEM 10.	DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE	19
PART III		16
ITEM 11.	EXECUTIVE COMPENSATION	21
ITEM 10.	DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE	16
ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.	22
ITEM 11.	EXECUTIVE COMPENSATION	18
ITEM 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE	22
ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.	19
ITEM 14.	PRINCIPAL ACCOUNTING FEES AND SERVICES	23
ITEM 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE	20
PART IV		24
ITEM 14.	PRINCIPAL ACCOUNTING FEES AND SERVICES	21
ITEM 15.	EXHIBITS AND FINANCIAL STATEMENT SCHEDULES	24
PART IV		22
SIGNATURES		28
ITEM 15.	EXHIBITS AND FINANCIAL STATEMENT SCHEDULES	22
SIGNATURES		25

Table of Contents

CAUTIONARY NOTE ABOUT FORWARD-LOOKING STATEMENTS

Throughout this Annual Report, we make “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements describe future expectations, plans, results or strategies and can often be identified by the use of terminology such as “may,” “will,” “estimate,” “intend,” “plan,” “continue,” “believe,” “expect,” “anticipate,” “target,” “should,” “could,” “potential,” “opportunity,” “goal,” or similar terminology. The forward-looking statements contained in this Annual Report are generally located in the material set forth under the headings “Business,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” but may be found in other locations as well. These statements are based upon management’s current expectations, assumptions and estimates and are not guarantees of timing, future results or performance. Therefore, you should not rely on any of these forward-looking statements as predictions of future events. Actual results may differ materially from those contemplated in these statements due to a variety of risks and uncertainties and other factors, including, among other things:

· our ability to access additional financing; · our ability to identify, develop or acquire, launch and enhance games that attract and retain a significant number of paying players; · expectations of growth in total consumer spending on gaming and esports; · our reliance on third-party platforms and our ability to track data on those platforms; · our ability to adapt to, and offer games that keep pace with, changing technology and evolving industry standards; · competition; · our ability to attract skilled employees with creative and technical backgrounds; · our dependence on independent game developers and esports content creators; · protection of our proprietary information and intellectual property; · security and integrity of our games and systems; · security breaches, cyber-attacks or other privacy or data security incidents, challenges or disruptions; · reliance on or failures in information technology and other systems; · loss of revenue due to unauthorized methods of playing our games; · laws and government regulations, both foreign and domestic, including those relating to data privacy and security, including with respect to the collection, storage, use, transmission, sharing and protection of personal information and other consumer data, and those laws and regulations that affect companies conducting business on the internet, including ours; · influence of certain stockholders, including decisions that may conflict with the interests of other stockholders; · failure to establish and maintain adequate internal control over financial reporting; · stock price volatility; · litigation and other liabilities relating to our business, including litigation and liabilities relating to consumer protection, employee matters, alleged service and system malfunctions, alleged intellectual property infringement and claims relating to our contracts and licenses; · our ability to pursue and execute new business initiatives; · our expectations of future growth that will place significant demands on our management and operations; · natural events and health crises that disrupt our operations or those of our providers or suppliers; and · U.S. and international economic and industry conditions.

Additional information regarding risks and uncertainties and other factors that could cause actual results to differ materially from those contemplated in forward-looking statements is included from time to time in our filings with the SEC. Forward-looking statements speak only as of the date they are made and, except for our ongoing obligations under the U.S. federal securities laws, we undertake no and expressly disclaim any obligation to publicly update any forward-looking statements whether as a result of new information, future events or otherwise.

This Annual Report may contain references to industry market data and certain industry forecasts. Industry market data and industry forecasts are obtained from publicly available information and industry publications. Industry publications generally state that the information contained therein has been obtained from sources believed to be reliable, but that the accuracy and completeness of that information is not guaranteed. Although we believe industry information to be accurate, it is not independently verified by us and we do not make any representation as to the accuracy of that information. In general, we believe there is less publicly available information concerning international social gaming industries than the same industries in the U.S. Some data is also based on our good faith estimates, which are derived from our review of internal surveys or data, as well as the independent sources referenced above. Assumptions and estimates of our and our industry's future performance are necessarily subject to a high degree of uncertainty and risk due to a variety of factors which could cause future performance to differ materially from our assumptions and estimates.

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PART I

ITEM 1. BUSINESS

General

AppSoft Technologies, Inc. (“we,” “us” or the “Company”) develops, publishes and markets mobile software applications for smartphones and tablet devices (“Apps”) and owns and operates Esportsreporter.com, a news channel for esports enthusiasts. Esports, short for “electronic sports,” is a general label that comprises competitive electronic games that gamers play against each other.

We own a portfolio comprising over 200 Apps titles including games designed to appeal to a broad spectrum of consumers. Historically, consumers have ~~discontinued~~downloaded ~~publishing~~our Apps ~~for~~through the ~~last~~Apple ~~year~~App Store, a direct-to-consumer digital storefront. We have discontinued publishing and marketing our Apps for lack of the financial resources required to promote our products. ~~When~~We ~~we recommence publishing Apps, we~~ expect to ~~generate~~resume ~~revenue~~publishing ~~from~~and ~~downloads~~marketing of our ~~paid~~ Apps ~~and~~when ~~from~~resources ~~advertisements~~permit, ~~published~~though onwe ~~our~~cannot adassure ~~supported~~investors ~~titles.~~when Wethe ~~own~~resources awill ~~portfolio~~be ~~comprising~~available ~~over~~to ~~200~~do ~~Apps~~so, ~~titles~~if ~~including~~ever. ~~games~~When ~~designed~~we torecommence ~~appeal~~publishing toApps, awe ~~broad~~expect ~~spectrum~~to ofgenerate ~~consumers.~~revenue ~~Consumers~~from ~~download~~downloads of our paid Apps ~~through~~and ~~the~~from ~~Apple~~advertisements ~~App~~published ~~Store,~~on aour ~~direct-to-consumer~~ad ~~digital~~supported ~~storefront~~titles. ~~During~~Over the ~~first~~last ~~quarter~~several ~~of 2022~~years, we ~~launched~~have anot ~~video game incubator~~developed, ~~Gamerfy.com,~~acquired ~~through~~or ~~which~~released weany ~~intend~~new toApp ~~identify,~~titles ~~develop~~because ~~and~~of ~~commercialize~~our ~~new~~lack ~~games~~of ~~conceived~~financial ~~by third-party developers~~resources.

WeDuring ~~may~~2022, ~~purchase~~we ~~App~~introduced ~~titles~~and ~~directly~~focused ~~from~~our ~~developers~~development orefforts ~~enter~~on ~~into~~our ~~agreements~~esports ~~with~~segments, ~~third-party~~which ~~developers~~includes toan ~~sell~~e-gaming usplatform ~~titles~~and ~~under~~a ~~development~~digital orpublication totitled ~~create~~“Esportsreporter,” ~~new~~a ~~Apps~~news ~~for~~channel ~~us.~~covering ~~Over~~esports ~~the~~and ~~last~~professional ~~several~~gaming. ~~years,~~We we have not ~~developed,~~generated ~~acquired~~only orminimal ~~released~~revenue ~~any~~from ~~new~~our ~~App~~esports ~~titles~~platform, ~~because~~all of ~~our~~which ~~lack~~has ofbeen ~~financial~~derived ~~resources~~from paid advertising. We are currently exploring other entry points into the esports market which continues to thrive and grow.

During ~~2023,~~the wefirst ~~focused~~quarter ~~our~~of ~~development efforts on our esports segments~~2022, ~~which~~we ~~include~~launched ~~an e-gaming platform and~~ a ~~digital~~video ~~publication~~game ~~titled “Esportsreporter~~incubator,” ~~a news channel covering esports and professional gaming~~Gamerfy.com, Wethrough ~~have~~which ~~generated~~we ~~only~~seek ~~minimal~~to ~~revenue from our esports platform~~identify, ~~all~~develop ofand ~~which~~commercialize ~~has~~new ~~been~~games ~~derived~~conceived ~~from~~by ~~paid~~third-party ~~advertising~~developers.

~~Over the last decade~~Currently, ~~mobile~~we ~~devices, including smartphone and tablets,~~ have ~~proliferated~~paused ~~extensively~~App ~~around~~sales ~~the world across a wide range of demographic groups. The mobile Apps industry has experienced corresponding growth in the number of downloads, the number~~ and ~~types~~publication of ~~Apps~~Esportsreporter ~~published.~~for Welack ~~believe that there will continue to be an increase in the number~~ of ~~smartphones~~financial ~~and~~resources ~~tablets sold. In addition, technological advances to these devices, including more powerful smartphones~~ and ~~tablets~~focus ~~with~~our ~~larger~~efforts ~~screens~~on ~~provide~~developing aApp ~~platform~~titles ~~for~~through ~~more diverse Apps and make games more fun and visually appealing. We believe that technological developments will continue to drive growth in~~ our ~~industry~~Gamerfy ~~for the foreseeable future~~platform.

Our App Portfolio

Our Apps comprise game titles that are designed to appeal to a variety of age groups ranging from younger teens to adults. We offer some of our games in both a free advertisement-supported version and a paid version that does not display ads. We ~~believe~~had ~~that~~been by offering free ad -supported versions wewith ~~can~~the ~~build~~intention of building a larger customer base more quickly than we could if we charged users an up-front fee to download our games since they may be reluctant to purchase a game without first playing it. If a consumer enjoys a title, they may purchase the game and play without interruption from pop-up ads.

~~Free-to-play~~Gamerfy ~~games~~App ~~are~~Incubator ~~games that a player can download~~ and play for free, but which allow players to access a variety of additional content and features for a fee, through “in-app purchases” utilizing virtual currency they may be purchased through digital storefronts, and to engage with various advertisements and offers that generate revenues for us. Several large game publishers are successfully employing this business model. In order for us to achieve success using this model, we must develop and publish games that are widely accepted and commercially successful, which will provide us with the largest base from which to monetize our in-App sales. In addition to building strong core gameplay, successful monetization will require that we continually create new content within games and otherwise find ways to retain players and incentivize them to make in-app purchases. As these games gain wider acceptance and mature in the market, we may seek to improve monetization and increase awareness of our games by building social media communities around these titles and by delivering additional features, such as tournaments, live events and more frequent content updates.Development

During the first quarter of 2022, we launched a video game incubator, Gamerfy.com, through which we seek to acquire and commercialize the next generation of game titles with particular focus on community play, the Metaverse, a virtual reality world where users can interact, game and experience things as they would in the real world; and non-fungible tokens, or NFT’s, each of which would allow us to sell into rapidly growing market segments. We are seeking to develop a pipeline of independent game designers, developers and programmers who provide us with new ideas and titles to publish.

Gamerfy provides a platform for us to identify independent game designers, developers and programmers and to monetize their Apps and ideas. In our Gamerfy model, game developers submit ideas and even partially developed games to us through the Gamerfy site. Our panel of experienced gamers select from many possible titles presented to us through the site to select the most appealing and exciting games. We explore the commercial viability of the concept and undertake an analysis of the cost to develop the App against its potential economic return. We conduct these analyses in-house. Subject to available capital, we plan to provide funding and access to studios, designers, coders and other resources to successfully launch and market new game titles. We will seek to acquire an ownership interest in the projects that we fund and commercialize. We expect Gamerfy to be the principal source of new games for us for the foreseeable future.

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We believe generally that to the extent we can complete more development work on an App ~~Development~~in house or with our resources, the greater percentage of net revenue we can realize from that App. To the extent that we do not have the capital to monetize Apps tiles that we discover, we believe that our industry experience provides us with several entry points to bring new Apps titles to a myriad of sources that have the means to commercialize and market new titles that we identify from which we expect to receive a percentage of the net sales revenue generated from that title.

WeOutside ~~seek~~of tothe ~~develop~~Gamerfy ~~and~~model, ~~acquire~~we ~~new Apps to supplement our existing portfolio. We~~ may engage developers to create games for us or acquire titles and concepts directly from independent developers. In cases where we engage independent developers directly to create games for us, we may enter into services or consulting agreements with them that may provide us with exclusive publishing and marketing rights and require us to make development payments, to pay royalties based on product sales and to satisfy other conditions.

During the first quarter of 2022, we launched a video game incubator, Gamerfy.com, which will seek to acquire and commercialize the next generation of game titles with particular focus on community play, the Metaverse, a virtual reality world where users can interact, game and experience things as they would in the real world; and non-fungible tokens, or NFT’s, each of which would allow us to sell into rapidly growing market segments. We are seeking to develop a pipeline of independent game designers, developers and programmers who provide us with new ideas and titles to publish.

In our Gamerfy model., game developers will submit ideas and even partially developed games to us through the Gamerfy site. Our panel of experienced gamers will select from many possible titles presented to us through the site to select the most appealing and exciting games. We will explore the commercial viability of the concept and undertake an analysis of the cost to develop the App against its potential economic return. We conduct these analyses in-house and do not rely on independent third parties undertake these services. Subject to available capital, we plan to provide funding and access to studios, designers, coders and other resources to successfully launch and market new game titles. We will seek to acquire an ownership interest in the projects that we fund and commercialize. We expect Gamerfy to be the principal source of new games for us for the foreseeable future.

We may seek to acquire franchises around which we develop games. Franchises may include movies, television programs, toys and other cultural phenomena that lend themselves to gamification. We will have to obtain a license from the owner of the franchise for each App we publish that is based on a third-party franchise and we likely will be required to pay ongoing royalties to the franchise owner.

~~The~~We ~~description~~may ofpartner ~~our~~with ~~development~~other ~~efforts~~App ~~throughout~~publishers ~~this~~to ~~report~~develop isand ~~subject~~market innew ~~all~~titles. ~~events~~These totypes ~~acquiring~~of ~~the~~arrangements ~~capital~~will ~~required~~allow us to ~~undertake~~defray ~~such~~development ~~activities~~ and wemarketing ~~cannot~~costs ~~provide~~among ~~investors~~a ~~with~~wider ~~any~~range ~~assurance~~of ~~that~~titles ~~will~~and ~~have~~increase ~~capital~~our ~~available~~chances toof uspublishing ina ~~the~~successful ~~future~~title.

The description of our development efforts throughout this report is subject in all events to our acquiring the capital required to undertake such activities and we cannot provide investors with any assurance that will have capital available to us in the future.

The markets for our Apps are characterized by rapid technological change, particularly in the technical capabilities of mobile phones and tablets, and changing end-user preferences. Therefore, we may be required to continuously invest capital to innovate and publish new games, regularly update our games, and modify existing games for distribution on evolving platforms. We cannot assure investors that we will have the capital to develop new games and update existing games, that we will be successful in selecting new games to bring to market or that our updates to successful games will allow us to retain players.

Esports Platform

During the second quarter of 2021, we launched Esportsreporter.com, a news channel for a broad spectrum of esports and gaming. Gaming is one of the largest and fastest growing markets in the entertainment sector, with an estimated 3 billion gamers globally, and esports is the major driver of this growth. ~~The~~At ~~global~~its ~~esports~~peak, ~~market~~Esportsreporter isretained ~~projected~~15 toconsultants ~~grow~~who ~~from~~reported ~~$1.72~~on ~~billion~~all inaspects ~~2023~~of ~~to $6.75 billion by 2030~~esports, ~~exhibiting~~including atournaments ~~compound annual growth rate of 21.5% during the forecast period,~~ and ~~comprise more than 856 million users by 2028~~players.

~~Currently,~~Esportsreporter ~~hundreds~~was ofplagued ~~esports~~by ~~competitions~~the ~~are~~various ~~being~~negative ~~contested~~effects ~~annually. The most popular esports games include Mobile Legends: Bang Bang, League~~ of ~~Legends,~~Covid ~~Dota~~and 2,never ~~Counter-Strike,~~achieved ~~Fortnite,~~the ~~Valorant,~~success ~~Minecraft~~that ~~and~~management ~~FIFA~~expected. ~~Although~~Management ~~users~~has ~~can~~determined ~~play~~to ~~games~~pause onits ~~their~~efforts ~~own~~to ~~against~~grow the ~~computer~~Esportsreporter orbrand ~~console,~~but ~~esports~~continues ~~have~~to ~~developed~~believe sothat ~~rapidly on~~ the ~~basis~~esports ofindustry ~~competitive~~has ~~play,~~a ~~whereby~~bright ~~individual~~future. ~~players~~Management orcurrently ~~teams~~is ~~from~~reevaluating ~~around~~Esportsreporter’s ~~the~~place ~~world are pitted against each other~~ in ~~tournaments~~the ~~for~~market ~~prize money. These tournaments are live streamed~~ and ~~viewed~~may byrevive ~~fans around~~ the ~~world~~business ~~online and~~ in~~-person~~ ~~at arenas specifically developed for esports competitions. Dota 2,~~ a ~~multiplayer~~different ~~online~~configuration ~~battle~~when ~~arena~~the ~~video~~Company ~~game,~~possesses ~~has~~the ~~awarded~~resources ~~over~~to ~~$345~~relaunch ~~million~~the ~~of prize money across 1879 tournaments since its launch~~product.

The esports ecosystem is made up of both software and hardware companies developing technologies that enable video games to be played on computers/consoles by professional gamers. Such technologies include: broadcasting and streaming services, marketing for competitive gaming, communication & social tools, game developers and publishers and professional grade gaming hardware. Non-technical areas include events & tournaments, organizations and teams.

Games are being developed specifically for watchability, which enhances the spectator experience, further driving expansion of the gaming market. The expanded reach of high-speed Internet service and the computer technology advances in the last decade have also greatly accelerated the growth of esports. Esports has now become so popular that some U.S. universities offer esports scholarships. Many of well-known esports teams are receiving mainstream sponsorships and are owned by celebrities, athletes and professional sports teams. The highest profile esports gamers have significant online audiences as they stream themselves playing against other players online. These events may generate millions of dollars in sponsorship money and subscription fees from online streaming channels.

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Esportsreporter.com publishes the most relevant breaking news for esports and gaming, including coverage of industry trends and guides on the business of esports and gaming for investors and aspiring esports and gaming professionals. The site covers the most important news in esports on a regular basis while also diving deeper with coverage of events with live reporters as well as conducting face to face and virtual interviews with professional players.

In addition to becoming a leading source of esports news, Esportsreporter.com has its own editorial and digital content creation team that will continue to publish original content covering the latest trends from the eSports and gaming industry. We currently staff numerous qualified journalist and editorial gamers, as well as social media expert/ gamers, and video editors, graphic designers, and production engineers – all also gamers.

The content we create includes recording clips of tournaments for montages, similar to highlights of a major sports game. Recording clips of professional streamers for montages, a very popular genre of content that YouTube and Netflix are offering on their own channels, which we hope to emulate in the near future. We record videos of our own staff explaining latest game patches, eSport team news/drama, new game trailers, new game features, and we convert personal streams into montages for the site and channel.

We expect that our reporters will attend important events, including Play NYC, and interview top players from eSports teams that are sponsored Game Team Players. As capital permits, we will continue to grow and add more high caliber interviews as well as emerging game coverage and reviews, indie games still undiscovered, peripherals and gaming hardware systems, streaming video gameplay, competitive, walkthrough as well as industry technical topics.

We are currently building a following on digital media and expect to monetize the site and our audience utilizing an array of proven techniques, including generating revenue from sales, sponsorships, merchandise, and advertiser supported content.

Sales, Marketing and Distribution

WeHistorically, ~~market~~we have marketed, ~~sell~~sold and ~~distribute~~distributed our games Apps ~~exclusively~~ through Apple’s App Store, a global direct-to-consumer digital storefront. ~~From~~Currently, ~~time~~we tohave ~~time~~paused marketing, wesales ~~may~~and ~~also~~distribution ~~sell~~efforts ~~development~~with ~~services~~respect to ~~other~~our ~~business~~Apps ~~for~~and Esportsreporter products. ~~they~~We ~~will~~are ~~take~~focusing toon ~~market.~~the Wedevelopment ~~expect~~new togame ~~develop~~Apps through our Gamerfy website and regularly discuss new ~~Apps~~product ~~for~~concepts ~~both~~with ~~Apple~~independent developers. We believe that we have developed name recognition and ~~Android~~a ~~devices~~cadre of contacts with which we can partner in the development of new titles. We ~~will~~expect ~~seek~~that toany ~~offer~~new ~~our~~Apps ~~products~~tiles ~~through~~that ~~Google~~we ~~Play~~release aswill ~~our~~be ~~development~~available ~~efforts~~through ~~warrant~~Apple’s App Store.

~~Over~~5 ~~the~~Table ~~last year, we paused offering our games for download but when we resume publishing, we expect to generate revenue from downloads~~ of our paid Apps and from advertisements published on our ad supported game titles. We have entered into an agreement with Apple that governs our relationship as a developer/ distributor on its storefront. We are party to two agreements with Apple, one that relates to App sales and one that covers net revenues generated from in-App advertising, for which we pay Apple a fee equal to 30% of net advertising revenues, which are defined as gross advertising revenue recognized through the delivery of ads by Apple less: a) any allowances actually made or taken for returns, credits, cash discounts and promotional allowances; and, b) agency and agent fees, discounts, commissions and referral fees and (c) certain adjustments and allocations specified in the agreement. The agreement provides that we will continue to own all rights to our Apps, subject to a license we grant to each party to market and promote our products and further define permissible and prohibited activities of the parties.Contents

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We may partner with other App publishers to develop and market new titles. These types of arrangements will allow us to defray development and marketing costs among a wider range of titles and increase our chances of publishing a successful title.

We employ advanced analytics, a means of analyzing data we collect about users of our Apps, to develop and publish more appealing titles and features in our games.

Our ability to market our Apps successfully on direct-to-consumer digital storefronts depends on a number of factors, including our ability to build relationships with storefront owners and educate them about our title roadmap so that they feature or otherwise prominently place them within the storefront. If we are able to achieve these ends, we believe that consumers are more likely to find our Apps, which may result in greater downloads and increased revenue. We believe that a number of factors may influence the featuring or placement of an App, including:

· the perceived attractiveness of the title; · the level of critical or commercial success of the App or of other Apps previously introduced by a publisher; · incorporation of the storefront owner’s latest technology in the publisher’s title; · how strong the consumer experience is on all of the devices that discover titles using any given digital storefront; · the publisher’s relationship with the applicable storefront owner and future pipeline of quality titles for it; and · the current market share of the publisher.

We also expect to undertake a number of marketing initiatives designed to attract consumers to download our Apps, including:

· using social networking websites, such as Facebook and Twitter, focused directly at the target users of our Apps; · paying third parties to advertise or incentivize consumers to download our Apps through offers or recommendations; · using “push” notifications to alert existing and prospective users of updates to our Apps and new product offerings; · cross-promoting our Apps through banner advertisements in our other Apps, as well as advertising our Apps in our competitors’ product offerings; and · undertaking outreach efforts with video game websites and related media outlets, such as providing reviewers with access to our games prior to launch.

Competition

Developing, distributing and selling Apps is a highly competitive business, characterized by frequent product introductions and rapidly emerging new platforms, technologies and storefronts. With respect to competing for consumers of our game related Apps, we will compete primarily on the basis of game quality, brand and customer reviews. We will compete for promotional and digital storefront placement based on these factors, as well as our relationship with the storefront owner, historical performance, perception of sales potential and relationships with licensors of brands, properties and other content.

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We believe that our small size will provide us a competitive edge for the time being and allow us to make quick decisions as to product development to take advantage of consumer preferences at a particular point in time.

With respect to our game Apps, we compete with a continually increasing number of public and well-funded private companies, including Supercell, Niantic Tencent, NetEase, Machine Zone and many others. We could also face increased competition if large companies with significant online presences such as Apple, Google, Amazon, Facebook or Yahoo, choose to enter or expand in the games space or develop competing games.

In addition, given the open nature of the development and distribution for smartphones and tablets, we also compete or will compete with a vast number of small companies and individuals in all of our segments who are able to create and launch Apps and other content for these devices using relatively limited resources and with relatively limited start-up time or expertise. As an example of the competition that we face, as of the third quarter of ~~2022,~~end ~~Statista~~of ~~estimated~~2024, ~~that~~ the Apple App store offered over ~~200~~472,000 game Apps for download. The proliferation of titles in these open developer channels makes it difficult for us to differentiate ourselves from other developers and to compete for players and users who purchase content for their devices without substantially increasing marketing or development costs.

Most of our competitors and our potential competitors have one or more advantages over us, including:

	·	significantly greater financial and personnel resources;

	·	stronger brand and consumer recognition;

	·	the capacity to leverage their marketing expenditures across a broader portfolio of mobile and non-mobile products;

	·	more substantial intellectual property of their own;

	·	lower labor and development costs and better overall economies of scale; and

	·	broader distribution and presence.

Intellectual Property

Our intellectual property is an essential element of our business. We currently ~~use~~rely on a combination of trade secret and other intellectual property laws, confidentiality agreements and license agreements to protect our intellectual property. We may seek to file copyrights with respect to one or more of our titles in the future. Our employees and independent contractors are required to sign agreements acknowledging that all inventions, trade secrets, works of authorship, developments and other processes generated by them on our behalf are our property, and assigning to us any ownership that they may claim in those works. Despite our precautions, it may be possible for third parties to obtain and use without our consent intellectual property that we own or license. Unauthorized use of our intellectual property by third parties, including piracy, and the expenses incurred in protecting our intellectual property rights, may adversely affect our business.

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From time to time, we may encounter disputes over rights and obligations concerning intellectual property. If we do not prevail in these disputes, we may lose some or all of our intellectual property protection, be enjoined from further sales of our Apps or other applications determined to infringe the rights of others, and/or be forced to pay substantial royalties to a third party, any of which would have a material adverse effect on our business, financial condition and results of operations.

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Government Regulation

We are subject to various federal, state and international laws and regulations that affect our business, including those relating to the privacy and security of customer and employee personal information and those relating to the Internet, behavioral tracking, mobile applications, advertising and marketing activities, and sweepstakes and contests. Additional laws in all of these areas are likely to be passed in the future, which could result in significant limitations on or changes to the ways in which we can collect, use, host, store or transmit the personal information and data of our customers or employees, communicate with our customers, and deliver products and services, or may significantly increase our compliance costs. As our business expands to include new uses or collection of data that are subject to privacy or security regulations, our compliance requirements and costs will increase and we may be subject to increased regulatory scrutiny.

Employees

As of the date of this report, we had one employee, who is our president and chief executive officer, who has other business interests and who is not obligated to devote any specific number of hours to our affairs. Our officer’s attention to his other business commitments may detract from his ability to devote time to our business and this may result in conflicts of interest that could harm our business.

We rely on independent game designers, developers, programmers and other IT specialists to develop new titles and update and maintain existing ones and from time to time we may have several contractors rendering services to us. As of the date of this report, we have engaged eight third party developers to assist with App development efforts.

Our employee is not represented by a collective bargaining agreement. We consider our relations with our employee to be very good.

Smaller Reporting Company Status

We qualify as a “smaller reporting company” under Rule 12b-2 of the Exchange Act, which is defined as a company with a public equity float of less than $75 million. As a smaller reporting company we have reduced disclosure requirements for our public filings, including not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act and the reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements.

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ITEM 1A. RISK FACTORS

As a smaller reporting company, as defined by Rule 12b-2 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Item 10(f)(1) of Regulation S-K, the Company has elected to comply with certain scaled disclosure reporting obligations, and, therefore, are not required to provide the information required by this item.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 1C. - CYBERSECURITY

The Company recognizes the critical importance of cybersecurity in safeguarding sensitive information, maintaining operational resilience, and protecting its customers and stakeholders' interests. A cybersecurity policy should be designed to establish a comprehensive framework for identifying, assessing, mitigating, and responding to cybersecurity risks across the organization.

At7 ~~such~~Table time as the Company possesses sufficient resources, it will establish a cybersecurity policy appropriate for our business which implements protocols to evaluate, recognize, and address significant risks, including those posed by cybersecurity threats. As part of this strategy, we expect to incorporate standard traffic monitoring tools, educate our personnel to identify and report abnormal activities, and partner with reputable service providers capable of upholding security standards equivalent to or exceeding our own.Contents

WeAt ~~will~~such ~~seek~~time toas ~~integrate~~the ~~these~~Company ~~measures~~possesses ~~into~~sufficient ~~our~~resources, ~~broader~~it ~~operational~~will ~~risk~~establish ~~management~~a ~~framework~~cybersecurity ~~aimed~~policy atappropriate ~~minimizing~~for ~~exposure to unnecessary risks across~~ our ~~operations.~~business Wewhich ~~may~~implements ~~work~~protocols ~~with~~to ~~outside~~evaluate, ~~consultants~~recognize, and ~~third-party~~address ~~service~~significant ~~providers~~risks, toincluding ~~implement~~those ~~industry-standard~~posed ~~strategies~~by ~~aimed~~cybersecurity atthreats. ~~identifying~~As ~~and~~part ~~mitigating~~of ~~potential~~this ~~threats~~strategy, orwe ~~vulnerabilities~~expect ~~within~~to ~~our~~incorporate ~~systems.~~standard ~~Additionally,~~traffic wemonitoring ~~expect~~tools, ~~that~~educate our ~~policy~~personnel ~~strategy~~to ~~will~~identify ~~include~~and areport ~~comprehensive~~abnormal ~~cyber~~activities, ~~crisis~~and ~~response~~partner ~~plan~~with toreputable ~~manage~~service ~~high~~providers ~~severity~~capable of upholding security ~~incidents,~~standards ~~ensuring~~equivalent ~~efficient~~to ~~coordination~~or ~~across~~exceeding ~~the~~our ~~organization~~own.

~~Cybersecurity~~We ~~threats~~will ~~have~~seek ~~not~~to ~~significantly~~integrate ~~impacted~~these measures into our ~~operations,~~broader ~~and~~operational werisk domanagement ~~not~~framework ~~anticipate~~aimed ~~such~~at ~~risks~~minimizing ~~materially~~exposure ~~affecting~~to unnecessary risks across our ~~business,~~operations. ~~strategy,~~We ~~financial~~may ~~condition,~~work orwith ~~results~~outside ofconsultants ~~operations.~~and ~~However,~~third-party ~~given~~service ~~the~~providers ~~escalating~~to ~~sophistication~~implement ofindustry-standard ~~cyber~~strategies ~~threats,~~aimed ~~the~~at ~~preventive~~identifying ~~measures~~and wemitigating ~~adopt~~potential ~~may~~threats ~~not~~or ~~always~~vulnerabilities ~~suffice.~~within ~~Despite~~our ~~well-designed~~systems. ~~controls~~Additionally, we ~~acknowledge~~expect ~~the~~that ~~inability~~our topolicy ~~foresee~~strategy ~~all~~will ~~security~~include ~~breaches,~~a ~~including~~comprehensive ~~those~~cyber ~~stemming~~crisis ~~from~~response ~~third-party~~plan ~~misuse~~to ofmanage ~~artificial~~high ~~intelligence~~severity ~~(“AI”)~~security ~~technologies~~incidents, ~~and~~ensuring ~~the~~efficient ~~potential~~coordination ~~challenges~~across inthe ~~implementing timely preventive measures~~organization.

~~Our~~Cybersecurity ~~Chief~~threats ~~Executive~~have ~~Officer~~not ~~will~~impacted ~~oversee~~ our ~~information~~operations, ~~security~~and ~~programs~~we do not anticipate such risks materially affecting our business, ~~including~~strategy, ~~cybersecurity~~financial ~~initiatives~~condition, ~~and~~or isresults ~~integrated~~of ~~into~~operations. ~~the~~However, ~~cybersecurity~~given the ~~incident~~escalating ~~response~~sophistication ~~process~~of ~~that~~cyber threats, the preventive measures we adopt may not always suffice. ~~Our~~Despite ~~board~~well-designed ofcontrols, ~~directors~~we ~~will~~acknowledge ~~oversee~~the ~~cybersecurity~~inability ~~risk~~to ~~management~~foresee ~~activities~~all security breaches, ~~supported~~including bythose ~~Company~~stemming ~~management~~from third-party misuse of artificial intelligence (“AI”) technologies, and ~~external~~the ~~consultants~~potential challenges in implementing timely preventive measures.

Our Chief Executive Officer will oversee our information security programs, including cybersecurity initiatives, and is integrated into the cybersecurity the incident response process that we adopt. Our board of directors will oversee cybersecurity risk management activities, supported by Company management and external consultants.

ITEM 2. PROPERTIES

We currently maintain a virtual office at 1225 Franklin Avenue, Suite 325, Garden City, New York at a cost of $149 per month. We believe that this space is adequate for our current and foreseeable requirements ~~but that we could establish a permanent presence on acceptable terms, if necessary~~.

ITEM 3. LEGAL PROCEEDINGS

We are not presently a party to any material litigation, nor to the knowledge of management is any litigation threatened against us that may materially affect us.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

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PART II

Market Information

Our common stock currently is quoted on the OTC Pink Sheets Open Market. The market for our stock is highly illiquid and volatile.

On ~~March~~April 2910, ~~2024~~2025, the closing bid price of our common stock was $0.~~362~~252 per share.

Holders

As of ~~March~~April 2910, ~~2024~~2025, we had 5655 record holders and 4,~~504~~495,~~103~~198 shares of common stock outstanding.

Dividends

We have never declared or paid cash dividends on our capital stock. We currently intend to retain all available funds and any future earnings for use in the operation and expansion of our business and do not anticipate paying any cash dividends in the foreseeable future.

Recent Sales of Unregistered Securities

We did not issue any securities during fiscal ~~2023~~2024.

Securities Authorized for Issuance under Equity Compensation Plans

The Company does not have any equity compensation plans or any individual compensation arrangements with respect to its common stock or preferred stock. The issuance of any of our common or preferred stock is within the discretion of our Board, which has the power to issue any or all of our authorized but unissued shares without stockholder approval.

ITEM 6. SELECTED FINANCIAL DATA

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide the information required by this Item.

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

Overview

WeAppSoft ~~develop~~Technologies, ~~publish~~Inc. ~~and~~(“we,” ~~market~~“us,” ~~Apps~~or ~~for~~the ~~smartphones~~“Company”) ~~and~~was ~~tablet~~incorporated ~~devices~~in ~~and~~Nevada ~~own~~on ~~and~~March ~~operate Esportsreporter.com~~24, ~~a news channel for esports enthusiasts~~2015. WeHistorically, ~~derive~~we ~~revenue~~have ~~from sales~~developed, ~~or downloads, of our Apps and from advertisements~~ published ~~on our ad-supported game titles~~ and ~~from~~marketed ~~advertisements~~mobile ~~published~~software onapplications ~~Esportsreporter.com.~~for ~~During~~smartphones ~~2022~~ and ~~2023,~~tablet wedevices ~~did not generate any revenue~~(“Apps”). During ~~2023, we focused our development efforts on our esports segments. Over~~ the ~~course~~last ofthree ~~2024~~years, we ~~expect~~introduced toEsportsreporter, ~~generate~~an ~~revenue~~e-gaming ~~from~~platform ~~the~~and ~~sale~~a ofdigital ~~software~~publication ~~titles~~and ~~that~~online wenews ~~are~~channel ~~developing~~covering ~~through~~esports ~~our~~and ~~Gamerfy~~professional ~~App~~gaming ~~development website~~ and ~~from paid advertisements published on Esportsreporter~~Gamerfy.com, asthrough which we seek to ~~re-launch~~identify, ~~the~~develop ~~site~~and ~~with~~commercialize ~~more~~new ~~focus~~games onconceived ~~video~~by ~~gameplay~~third-party developers.

~~Our~~We ~~Apps~~have ~~titles~~been ~~include~~constrained ~~games~~by ~~designed~~our tolack ~~appeal to a broad cross section~~ of ~~consumers.~~financial Weand ~~offer~~personnel ~~all~~resources offrom promoting our ~~game~~Apps ~~titles~~and inEsportsreporter ~~both~~businesses ~~a free advertisement-supported version~~ and ahave ~~paid~~paused ~~version~~these ~~that~~operations ~~does~~until ~~not~~such ~~display~~time ~~ads.~~as Wewe ~~believe~~possess ~~that~~ the admeans ~~supported~~to ~~versions~~move ~~allow~~these ~~for~~businesses ~~wider~~forward. ~~dissemination~~Currently, ofwe ~~our~~are ~~titles~~focused toon ~~consumers~~our ~~who~~Gamerfy ~~might~~operations ~~not~~which ~~otherwise~~allow ~~spend~~us ~~money~~to ~~for~~exploit anour ~~App~~knowledge ~~without~~and ~~first~~experience ~~playing~~in the ~~game~~Apps gaming industry.

11Gamerfy ~~Table~~provides a platform for us to identify independent game designers, developers and programmers and to monetize their Apps and ideas. We believe generally that to the extent we can complete more development work on an App in house, the greater percentage of ~~Contents~~net revenue we can realize from that App. To the extent that we do not have the capital to monetize Apps tiles that we discover, we believe that our industry experience provides us with several entry points to bring new Apps titles to a myriad of sources that have the means to commercialize and market new titles that we identify from which we expect to receive a percentage of the net sales revenue generated from that title.

WeOur ~~market,~~ability ~~sell~~to pursue and ~~distribute~~achieve our ~~games~~objectives ~~through~~is aspredicated ~~Apple’s~~on ~~App~~our ~~Store,~~receipt aof ~~direct-~~meaningful revenue from sales of Apps that we identify and from our ability to~~-consumer~~ ~~digital~~raise ~~storefront~~capital from outside sources. We ~~currently~~require ~~expect~~additional capital to ~~advertise~~fund ~~our~~the development and commercialization of Apps ~~through~~that we identify. We cannot be sure that the ~~digital~~additional ~~storefronts,~~capital ~~our~~we ~~own~~require ~~website~~will be available on acceptable terms or at all. If adequate funds are not available on acceptable terms or at all, ~~social~~we ~~media~~may be unable to develop or commercialize products, ~~such~~take asadvantage ~~Facebook~~of ~~and~~future ~~LinkedIn~~opportunities or respond to competitive pressures, ~~through~~any ~~mobile~~of adwhich ~~networks~~would ~~and~~have ~~search~~a ~~engine~~material ~~optimization~~adverse effect on our business, orprospects, ~~SEO~~financial condition, ~~tools~~and results of operations.

We expect to develop and acquire new Apps to expand our existing product offerings, as our resources permit. We rely on third party designers, developers and programs to develop new Apps. We also solicit ideas for new titles from unrelated parties. We evaluate prospects based on a variety of factors. If we conclude that a particular prospect is worth pursuing, we may fund the development of the App through launch and beyond.

We have been constrained in our development and acquisition activities by a lack of cash. Our ability to pursue and achieve our objectives is predicated on our receipt of meaningful revenue from sales of our existing Apps and those we may release in the future and from our ability to raise capital from outside sources.

Growth Strategies and Outlook

Our principal growth strategy entails developing and acquiring new Apps to supplement our existing Apps portfolio. Our primary focus will be to release new game titles. We seek to solicit new games and concepts that we may acquire from third parties. We also will seek to develop and publish free-to-play games. Free-to-play games are games that a player can download and play for free, but which allow players to access a variety of additional content and features for a fee, through “in-app purchases” utilizing virtual currency that may be purchased through digital storefronts, and to engage with various advertisements and offers that generate revenues for us. We may seek to acquire franchises around which we develop games, including movies, television programs, toys and other cultural phenomena that lend themselves to gamification.

During the first quarter of 2022, we launched a video game incubator, Gamerfy.com, which will seek to acquire and commercialize the next generation of game titles with particular focus on community play, the Metaverse and NFT’s, each of which would allow us to sell into rapidly growing market segments. We expect Gamerfy to be the principal source of new games for us for the foreseeable future. We have identified a heuristics for investment decisions and have identified key professionals for employment and as executive members of Gamerfy.

During the second quarter of 2021, we launched Esportsreporter.com, a news channel for a broad spectrum of esports and gaming. We are currently building a following on digital media and expect to monetize the site and our audience utilizing an array of proven techniques, including generating revenue from sales, sponsorships, merchandise, and advertiser supported content. We expect to direct a significant percentage of our capital resources on Esportsreporter.com during 2022. We continue to invest in Esportreporter.com, mainly in video gameplay and expect to continue to direct capital and employment resources into 2023.

Our revenues will depend significantly on growth in the mobile games market and our ability to develop or acquire and publish Apps that are well-received by consumers. In addition, because our products are purchased with disposable income, our success is dependent on the overall strength of the economy in the United States. We expect to invest resources in research and development, analytics and marketing to introduce new Apps and continue to update our existing Apps, and to the extent that Apps into which we have invested significant capital are not successful, our business and financial condition could be harmed. We operate in an environment that is extremely competitive for users against a continually increasing number of developers, many of which are significantly larger than us and have other competitive advantages. We expect to allocate a material portion of our operating revenue and capital that we receive to sales and marketing initiatives in connection with the launch and promotion of our games in an effort to drive sales.

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Our ability to achieve and sustain profitability will depend not only on our ability to generate meaningful our revenues, but also on our ability to manage our operating expenses. Currently, we have one full-time employee, who receives compensation when and as determined by the Board. For the foreseeable further, we expect to utilize the services of independent contractors and consultants, who we believe are readily available for our purposes, in order to manage our personnel costs. We also will continue to maintain a virtual office as long as our operations permit us to do so to control our office space overhead.

WeResults ~~require significant additional capital to fund the development~~ of ~~new~~Operations ~~Apps~~for ~~and to enhance our Esportsreporter site and to promote our products. We cannot be sure that~~ the ~~additional~~Year ~~capital~~Ended weDecember ~~require will be available on acceptable terms or at all. If adequate funds are not available on acceptable terms or at all~~31, we2024 ~~may~~Compared ~~be unable~~ to ~~develop~~the orYear ~~enhance~~Ended ~~our~~December ~~services and products~~31, take advantage of future opportunities, repay debt obligations as they become due, or respond to competitive pressures, any of which would have a material adverse effect on our business, prospects, financial condition, and results of operations.2023

~~Results~~During ofthe ~~Operations~~fiscal ~~for~~years ended December 31, 2024 and 2023, the ~~Year~~Company ~~Ended~~did not engage in substantive business operations, did not generate any revenue and had minimal assets. During the fiscal year ended December 31, ~~2023~~2024, ~~Compared~~the Company incurred total operating expenses of $60,847, consisting principally of professional fees in connection with satisfying its reporting obligations under federal securities law, and fees to third party service providers for web development in connection with our Esports platform, and suffered a net loss of $60,846, as compared to the ~~Year~~year ~~Ended~~ended December 31, ~~2022~~2023 in which the Company incurred operating expenses of $58,342 and suffered a net loss of $58,342.

~~During~~10 ~~the~~Table fiscal years ended December 31, 2023 and 2022, the Company did not engage in substantive business operations, did not generate any revenue and had minimal assets. During the fiscal year ended December 31, 2023, the Company incurred operating expenses of $58,342, consisting principally of professional fees in connection with satisfying its reporting obligations under federal securities law, and suffered a net loss of $58,342, as compared to the year ended December 31, 2022 in which the Company incurred operating expenses of $31,439 and suffered a net loss of $31,439. Contents

Liquidity and Capital Resources

Liquidity is the ability of a company to generate cash to support its current and future operations, satisfy its obligations, and otherwise operate on an ongoing basis. Significant factors in the management of liquidity include funds generated by operations, the availability of credit facilities, levels of accounts receivable and accounts payable and capital expenditures.

As of December 31, ~~2023~~2024, we had negligible assets and total liabilities of $~~420~~442,~~382~~543, of which $2736,~~839~~193 were current liabilities payable within the next twelve months. Of our total liabilities, $~~392~~442,543 is attributable to the principal and interest due under a draw down promissory note which includes borrowings from 2018 through December 31, ~~2023~~2024 (the “Draw Down Note”). Comparably, as of December 31, ~~2022~~2023, we had minimal assets and total liabilities of $~~369~~420,~~937~~382 of which $~~328~~27,~~716~~839 were current liabilities payable within the next twelve months. Of our total liabilities, $392,543 was attributable to the principal and interest due under the Draw Down Note. As of December 31, ~~2023~~2024, we had a working capital deficit of $2736,~~831~~092 as compared to a working capital deficit of $4127,~~216~~831 as of December 31, ~~2022~~2023.

Our primary requirements for liquidity and capital are to fund the growth of Esportsreporter.com as well as the development and acquisition of new Apps and for sales and marketing initiatives in connection with the launch and promotion of our games, through Gamerfy as well as for working capital to fund our general corporate needs, including filing reports under the federal securities laws. We work with independent game designers, developers and programmers who provide us with new ideas and titles to publish. We also are soliciting new games and concepts that we may acquire from third parties. When we receive an idea for a new App, we research the commercial viability of the concept, undertaking an analysis of the cost to develop the App against its potential economic return. If we determine that the App is commercially viable, we may fund the cost of development, publication and marketing. Upon completion of development, we will own the App title. Developing and publishing free-to-play games will require considerable capital to develop, maintain and update, particularly games we may seek to develop around popular movie, television, toy other cultural phenomena that lend themselves to gamification.

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Since our customers pay for their purchases by credit or debit card at the time of sale, neither inventories nor receivables are relevant to our business.

Our cash on hand and cash flow from operations are not sufficient to fund our existing operations or support our desired development and acquisition strategy or required in connection with launching, marketing and promoting our games. Over the last several years, we have relied on loans from entities related to a stockholder for operating capital. In 2020, these loans were rolled up into a Drawdown Promissory Note which, as amended, provides for a total drawdown line of credit equal to $400,000 which matures on December 31, 2027. Under the Drawdown Promissory Note, as of December 31, ~~2023~~2024, there was an outstanding principal amount of $~~392~~240,~~543~~123, and $7159,~~457~~877 remained available for advances. The capital we have received and that remains available under the Drawdown Note is not sufficient to allow us to undertake significant development or marketing activities but will provide us with the capital required to support the Company’s minimal operations while we formulate our strategies for the next several quarters. We are seeking to identify sources of capital to fund the entire range of our operations and development activities; however, such capital may not be available to us on acceptable terms or at all. Financing transactions may include the issuance of equity or debt securities, obtaining credit facilities or through other financing mechanisms. Even if we are able to raise the funds required, it is possible that we could incur unexpected costs and expenses or experience unexpected cash requirements that would force us to seek alternative financing. Furthermore, if we issue additional equity or debt securities, stockholders may experience additional dilution or the new equity securities may have rights, preferences or privileges senior to those of existing holders of our common stock. The inability to obtain additional capital will continue to constrain our operations, including App development and marketing, and restrict our ability to grow. If we are unable to obtain additional financing, we may possibly have to cease our operations.

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Cash Flows:

Operating Activities

Cash used in operations was $6352,~~824~~492 and $2563,~~095~~824 for the years ended December 31, ~~2023~~2024 and ~~2022~~2023, respectively. In 2023 and ~~2022~~2024, cash was mainly used to pay selling, general and administrative expenses and the cost of our outside professionals.

Investing Activities

We did not use any cash in investing activities during the years ended December 31, ~~2023~~2024 and ~~2022~~2023.

Financing Activities

Cash flow from financing activities was $6352,~~827~~585 and $2463,~~775~~827 for the years ended December 31, ~~2023~~2024 and ~~2022~~2023, respectively. These amounts were attributable to advances under the Drawdown Note received periodically over the course of the year.

Off-Balance Sheet and Other Arrangements

As of the date of this Annual Report, the Company does not have any off-balance sheet or similar arrangements.

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Going Concern

The report of our independent auditor and Note B to the financial statements filed with this Annual Report indicate that the Company’s minimal operations to date and lack of fully established sources of revenue raise substantial doubt about the Company’s ability to continue as a going concern. For these reasons, our financial statements have been prepared assuming the Company will continue as a going concern, which assumes we will realize our assets and discharge our liabilities in the normal course of business. If we are unable to achieve these ends, we cannot assure you that we will be able to generate revenue to support our operations and continue operations.

The presence of the going concern explanatory paragraph suggests that we may not have sufficient liquidity, or minimum cash levels, to operate our business. Since our inception, we have incurred losses and anticipate that we will continue to incur losses until such time as our Apps generate sufficient revenue to offset our research and development, general and administrative and sales and marketing expenses. We will need to raise additional capital to fund our near-term operational plans described elsewhere in this report. We cannot assure you that we will be successful in our operational plans. We cannot be sure that the additional capital we require will be available on acceptable terms or at all. If adequate funds are not available on acceptable terms or at all, we may be unable to develop or enhance our services and products, take advantage of future opportunities, repay debt obligations as they become due, or respond to competitive pressures, any of which would have a material adverse effect on our business, prospects, financial condition, and results of operations.

~~Inflation~~12 Table of Contents

We do not believe that inflation has had a material effect on our business, financial condition or results of operations. If our costs were to become subject to significant inflationary pressures, we might not be able to fully offset these higher costs through price increases. Our inability or failure to do so could harm our business, operating results and financial condition.

Critical Accounting Policies and Use of Estimates

The preparation of our financial statements in accordance with United States Generally Accepted Accounting Principles, of GAAP, requires us to make estimates and judgments that affect our reported amounts of assets, liabilities, revenue, and expenses, and related disclosure of contingent assets and liabilities. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under current circumstances in making judgments about the carrying value of assets and liabilities that are not readily available from other sources. We evaluate our estimates on an on-going basis. Actual results may differ from these estimates under different assumptions or conditions.

Accounting policies are an integral part of our financial statements. A thorough understanding of these accounting policies is essential when reviewing our reported results of operations and our financial position. Management believes that the critical accounting policies and estimates discussed below involve the most difficult management judgments, due to the sensitivity of the methods and assumptions used. Our significant accounting policies are described in Note 1 to our financial statements included elsewhere in this report.

WePlease ~~believe~~see the ~~following~~financial ~~accounting~~statements ~~policies~~filed ~~and~~with ~~estimates~~this ~~are~~report ~~the~~for ~~most~~a ~~critical.~~discussion ~~Some~~ of ~~them~~the ~~involve~~accounting ~~significant~~policies ~~judgments~~ and ~~uncertainties~~estimates ~~and~~that ~~could~~are ~~potentially~~the ~~result~~most incritical ~~materially~~to ~~different~~our ~~results~~financial ~~under different assumptions and conditions~~statement.

15There ~~Table~~are ofno ~~Contents~~recent accounting pronouncements published after December 31, 2024 that have a material effect on the financial statements presented herein.

Revenue Recognition- The Company applies paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company recognizes revenue when it is realized or realizable and earned less estimated future doubtful accounts. The Company considers revenue realized or realizable and earned when all of the following criteria are met:

(i) persuasive evidence of an arrangement exists,

(ii) the services have been rendered and all required milestones achieved,

(iii) the sales price is fixed or determinable, and

(iv) collectability is reasonably assured.

Recent Accounting Pronouncements

There are no recent accounting pronouncements published after December 31, 2022 that have a material effect on the financial statements presented herein.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide the information required by this Item.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Index to Financial Statements

Report of Independent Registered Public Accounting Firm (5041)		F-2
Balance Sheets		F-3
Statements of Operations and Comprehensive Loss		F-4
Statements of Cash Flows		F-5
Statements of Stockholders’ Equity for the year ended December 31, 2023		F-6
Statements of Stockholders’ Equity for the year ended December 31, 2024		F-6
Statements of Stockholders’ Equity for the year ended December 31, 2022		F-7
Statements of Stockholders’ Equity for the year ended December 31, 2023		F-7
Notes to Financial Statements		F-8

F-1

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~~Report~~MICHAEL ofGILLESPIE ~~Independent~~& ~~Registered~~ASSOCIATES, ~~Public Accounting Firm~~PLLC

ToCERTIFIED ~~the~~PUBLIC ~~shareholders and the board of directors of AppSoft Technologies, Inc.~~ACCOUNTANTS

Vancouver, WA 98666

206.353.5736

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders, Board of Directors & Shareholders

Appsoft Technologies, Inc.

Opinion on the Financial Statements

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

~~Substantial Doubt about the Company’s Ability to Continue as a~~ Going Concern

The accompanying financial statements have been prepared assuming ~~that~~ the Company will continue as a going concern. As discussed in Note B to the financial statements, although the Company has ~~suffered~~limited ~~recurring losses from~~ operations and it has ayet ~~significant accumulated deficit. In addition, the Company continues~~ to ~~experience~~attain ~~negative cash flows from operations~~profitability. ~~These~~This ~~factors~~raises ~~raise~~ substantial doubt about ~~the~~its ~~Company's~~ ability to continue as a going concern. Management'’s ~~plans~~plan in regard to these matters ~~are~~is also described in Note B. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Basis for Opinion

These financial statements are the responsibility of the Company'’s management. Our responsibility is to express an opinion on the Company'’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our ~~audit~~audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our ~~audits~~audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our ~~audit~~audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

/S/ BFMICHAEL ~~Borgers~~GILLESPIE ~~CPA~~& PCASSOCIATES, PLLC

BFWe ~~Borgers~~have ~~CPA~~served PCas ~~(PCAOB~~the IDCompany’s ~~5041)~~auditor since 2024.

WePCAOB ~~have~~ID: ~~served as the Company's auditor since 2019~~6108

~~Lakewood~~Vancouver, CO Washington

April 1014, ~~2024~~2025

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AppSoft Technologies, Inc.

Balance Sheets

	As of December 31,
	For the years ended December 31,
	2023			2022
	2024			2023
CURRENT ASSETS
Cash	$	8101		$	58
TOTAL CURRENT ASSETS		8101			58
TOTAL ASSETS	$	8101		$	58
LIABILITIES
CURRENT LIABILITIES
Accounts Payable and Accruals		298			~~21,124~~298
Accrued Interest		27,541			20,097
Accrued Interest – Related Party		35,895			27,541
TOTAL CURRENT LIABILITIES		2736,~~839~~193			4127,~~221~~839
Note Payable		392,543			328,716
Note Payable – Related Party		442,543			392,543
TOTAL LIABILITIES		~~420~~478,~~382~~736			~~369~~420,~~937~~382
COMMITMENTS AND CONTINGENCIES	$	-		$	-
STOCKHOLDER'S EQUITY
Series A Cumulative, Convertible Preferred stock ($0.0001 par value; 10,000,000 shares authorized; 1,936,000 and 1,936,000 shares issued and outstanding at December 31, 2023 and December 31, 2022, respectively)	$	193		$	193
Series A Cumulative, Convertible Preferred stock ($0.0001 par value; 10,000,000 shares authorized; 1,936,000 and 1,936,000 shares issued and outstanding at December 31, 2024 and December 31, 2023, respectively)	$	193		$	193
Common stock ($0.0001 par value; 1,000,000,000 shares authorized; 4,504,103 and 4,504,103 shares issued and outstanding at December 31,2023 and December 31, 2022, respectively)		449			449
Common stock ($0.0001 par value; 1,000,000,000 shares authorized; 4,504,103 and 4,504,103 shares issued and outstanding at December 31, 2024 and December 31, 2023, respectively)		449			449
Additional Paid in Capital		~~533~~536,~~858~~443			533,858
Accumulated Deficit		(~~954~~1,~~875~~015,720	)		(~~904~~954,~~432~~874	)
TOTAL STOCKHOLDER'S EQUITY (DEFICIT)		(~~420~~478,~~374~~635	)		(~~369~~420,~~932~~374	)
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY/(DEFICIT)	$	8101		$	58

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

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AppSoft Technologies, Inc.

Statements of Operations

	For the Years Ended December 31,
	2023			2022
	2024			2023
Sales	$	-		$	-
Total Revenue	$	-		$	-
EXPENSES:
Selling, General and Administrative		78,~~638~~078			107,~~682~~638
Interest Expense		78,~~443~~354			67,~~345~~443
Outside Services		29,~~881~~440			12,~~887~~881
Professional Fees		4034,~~380~~975			1240,~~525~~380
Total Expense		5860,~~342~~847			3158,~~439~~342
Loss from operations	$	(5860,~~342~~847	)	$	(3158,~~439~~342	)
Other Income/Loss)
Other Income/(Loss)
Income on Extinguishment of Debt	$	7,900		$	-
Interest Income	$	1		$	-
Income on Extinguishment of Debt	$	-		$	7,900
Provision for Income Taxes	$	-		$	-
NET LOSS		(5060,~~442~~846	)		(3150,~~439~~442	)
Weighted average common shares outstanding, basic and fully diluted		4,504,103			4,504,103
Basic and fully diluted net loss per common share:	$	(0.01	)	$	(0.01	)

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

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AppSoft Technologies, Inc.

Statements of Cash Flows

	For the Years Ended December 31,
	2023			2022
	2024			2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(5860,~~342~~846	)	$	(3158,~~439~~342	)
Income on Extinbuishment of Debt		7,900			-
Income on Extinguishment of Debt		-			7,900
Adjustments to reconcile net (loss)
Adjustments to reconcile net (loss) to net cash provided by (used in) operations:
to net cash provided by (used in) operations:
Changes in Assets and Liabilities:
Increase (decrease) in Accounts Payable and Other Accruals		~~(20,825~~-	)		-298
Increase (decrease) in Accrued Interest Expense		78,~~443~~354			6(13,~~345~~681	)
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES		(6352,~~824~~492	)		(2563,~~095~~825	)
CASH FLOWS TO/(FROM) FINANCING ACTIVITIES:
Note Payable - borrowings		63,827			24,775
Note Payable – borrowings (Related Party)		50,000			63,827
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES		63,827			24,775
Owner Contributions		2,585			-
NET INCREASE(DECREASE) IN CASH AND CASH EQUIVALENTS		3			(320	)
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES		52,585			63,827
NET INCREASE(DECREASE) IN CASH AND CASH EQUIVALENTS		93			2
CASH AND CASH EQUIVALENTS,
BEGINNING OF THE PERIOD		58			~~325~~6
END OF THE PERIOD	$	8101		$	58
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
CASH PAID DURING THE PERIOD FOR:
Interest	$	-		$	-
Taxes	$	-		$	-

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

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AppSoft Technologies, Inc.

Statement of Stockholders' Equity

For the Year Ended
December 31, 2023
December 31, 2024
									Additional
	Common Stock				Preferred Stock				Paid-in		Accumulated			Total
	Shares		Amount		Shares		Amount		Capital		Deficit			Equity
Balances, January 1, 2023		4,504,143	$	449		1,936,000	$	193	$	533,858	$	(904,432	)	$	(369,932	)
Balances, January 1, 2024		4,504,143	$	449		1,936,000	$	193	$	533,858	$	(954,874	)	$	(420,374	)
Net Loss		-		-		-		-		-		(5014,~~442~~986	)	$	(5014,~~442~~986	)
Balances, December 31, 2023		4,504,143	$	449		1,936,000	$	193	$	533,858	$	(954,875	)	$	(420,374	)
Balances, March 31, 2024		4,504,143	$	449		1,936,000	$	193	$	533,858	$	(969,860	)	$	(435,360	)
Net Loss		-		-		-		-		-		(13,739	)	$	(13,739	)
Balances, June 30, 2024		4,504,143	$	449		1,936,000	$	193	$	533,858	$	(983,599	)	$	(449,099	)
Capital Contributions		-		-		-		-		585		-		$	585
Net Loss		-		-		-		-		-		(11,042	)	$	(11,042	)
Balances, September 30, 2024		4,504,143	$	449	$	1,936,000	$	193	$	534,443	$	(994,641	)	$	(459,556	)
Capital Contributions		-	$	-		-	$	-	$	2,000	$	-		$	2,000
Net Loss		-		-		-		-		-		(21,079	)	$	(21,079	)
Balances, December 31, 2024		4,504,143	$	449		1,936,000	$	193	$	536,443	$	(1,015,720	)	$	(478,635	)

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

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AppSoft Technologies, Inc.

Statement of Stockholders' Equity

For the Year ended
For the Year Ended
December 31, 2022
December 31, 2023
									Additional
	Common Stock				Preferred Stock				Paid-in		Accumulated			Total
	Shares		Amount		Shares		Amount		Capital		Deficit			Equity
Balances, January 1, 2022		4,504,143	$	449		1,936,000	$	193	$	533,858	$	(872,993	)	$	(338,493	)
Balances, January 1, 2023		4,504,143	$	449		1,936,000	$	193	$	533,858	$	(904,432	)	$	(369,932	)
Net Loss		-		-		-		-		-		(3119,~~439~~173	)	$	(3119,~~439~~173	)
Balances, December 31, 2022		4,504,143	$	449		1,936,000	$	193	$	533,858	$	(904,432	)	$	(369,932	)
Balances, March 31, 2023		4,504,143	$	449		1,936,000	$	193	$	533,858	$	(923,605	)	$	(389,105	)
Net loss		-		-		-		-		-		(22,532	)		(22,532	)
Balances, June 30, 2023		4,504,143		449		1,936,000		193		533,858		(946,137	)		(411,637	)
Net loss		-		-		-		-		-		(4,275	)		(4,275	)
Balances, September 30, 2023		4,504,143		449		1,936,000		193		533,858		(950,412	)		(415,912	)
Net loss		-		-		-		-		-		(4,462	)		(4,462	)
Balances, December 31, 2023		4,504,143		449		1,936,000		193		533,858		(954,874	)		(420,374	)

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

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APPSOFT TECHNOLOGIES

NOTES TO THE (UNAUDITED) FINANCIAL STATEMENTS

AS OF DECEMBER 31, 2023

NOTE A—BUSINESS ACTIVITY

AppSoft Technologies (the "Company”) was organized under the laws of the State of Nevada March 24, 2015. The Company’s fiscal year-end is December 31st. Appsoft ~~develops~~is ~~innovative~~a ~~games~~developer ~~and~~of innovative games/mobile apps ~~and~~as ~~owns~~well ~~and~~as ~~operates Esportsreporter, an esports and e~~Esports/E-gaming ~~platform~~platforms, ~~that~~including ~~serves~~Esportsreporter, as a leading news channel for all things esports and professional gaming. Coverage includes events with live reporters as well as conducting face-to-face and virtual interviews with professional players in the space. We are currently building a following on digital media to generate revenue from sales, sponsorships, or merchandise from our fanbase and advertisers published on our ad supported content.

NOTE B—GOING CONCERN

The accompanying financial statements have been prepared on a going concern basis, which assumes the Company will realize its assets and discharge its liabilities in the normal course of business. As reflected in the accompanying financial statements, the Company has a deficit accumulated of $~~954~~1,~~875~~015,720 and cash used in operations of $6352,~~824~~492 at the period ended December 31, ~~2023~~2024.

The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. These circumstances raise substantial doubt about the Company’s ability to continue as a going concern for the 12 months from the date when these financial statements were issued. The accompanying financial statements do not include any adjustments that might arise because of this uncertainty.

To address these aforementioned, management has undertaken the following initiatives: 1) enter into discussions to secure additional equity funding from current or new shareholders; 2) undertake a program to continue to monitor the Company’s ongoing working capital requirements and minimum expenditure commitments; 3) continue their focus on maintaining an appropriate level of corporate overhead in line with the Company’s available cash resources.

NOTE C—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation- The financial statements included herein were prepared under Generally Accepted Accounting Principles (GAAP). All adjustments have been made which in the opinion of management are necessary, normal, and recurring in nature for presentation.

Interim filings should be read in conjunction with the Company’s annual report as of December 31, ~~2022~~2024.

Cash and Cash Equivalents- For the purposes of the Statement of Cash Flows, the Company considers liquid investments with an original maturity of three months or less to be cash equivalents.

Management’s Use of Estimates- The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The financial statements above reflect all the costs of doing business.

Revenue Recognition- On May 28, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, Topic 606 (“ASC 606”), requiring an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The new revenue standard replaces most existing revenue recognition guidance in GAAP and permits the use of either the full ~~retro30spective~~retrospective or modified retrospective transition method. The Company adopted this standard using the modified basis effective January 1, 2019, and given the Company's limited revenue, the modified retrospective basis has no material impact on prior years given the limited revenue.

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NOTE C—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES—CONT’D

Comprehensive Income (Loss) - The Company reports Comprehensive income and its components following guidance set forth by section 220-10 of the FASB Accounting Standards Codification which establishes standards for the reporting and display of comprehensive income and its components in the financial statements. There were no items of comprehensive income (loss) applicable to the Company during the period covered in the financial statements.

Net Income per Common Share- Net loss per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. There was a total of 1,936,000 upon conversion of preferred stock as of December 31, ~~2023~~2024.

Deferred Taxes- The Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date.

Fair Value of Financial Instruments- The carrying amounts reported in the balance sheet for cash, accounts receivable and accounts payable approximate fair value based on the short-term maturity of these instruments.

Accounts Receivable- Accounts deemed uncollectible are written off in the year they become uncollectible. As of December 31, ~~2023~~2024 and ~~2022~~2023, the balance in Accounts Receivable was $0 and $0.

Impairment of Long-Lived Assets- The Company evaluates the recoverability of its fixed assets and other assets in accordance with section 360-10-15 of the FASB Accounting Standards Codification for disclosures about Impairment or Disposal of Long-Lived Assets. Disclosure requires recognition of impairment of long-lived assets in the event the net book value of such assets exceeds its expected cash flows. If so, it is impaired and is written down to fair value, which is determined based on either discounted future cash flows or appraised values. The Company adopted the statement on inception. No impairments of these types of assets were recognized during the periods ended December 31, ~~2023~~2024 and ~~2022~~2023.

Stock-Based Compensation- The Company accounts for stock-based compensation using the fair value method following the guidance set forth in section 718-10 of the FASB Accounting Standards Codification for disclosure about Stock-Based Compensation. This section requires a public entity to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). That cost will be recognized over the period during which an employee is required to provide service in exchange for the award- the requisite service period (usually the vesting period). No compensation cost is recognized for equity instruments for which employees do not render the requisite service.

Fair Value for Financial Assets and Financial Liabilities- The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP) and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three levels of fair value hierarchy

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NOTE C—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES—CONT’D

defined by Paragraph 820-10-35-37 are described below:

Level 1	Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.
Level 2	Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.
Level 3	Pricing inputs that are generally unobservable inputs and not corroborated by market data.

The carrying amounts of the Company’s financial assets and liabilities, such as cash and accrued expenses, approximate their fair values because of the short maturity of these instruments. The Company’s note payable approximates the fair value of such instrument based upon management’s best estimate of interest rates that would be available to the Company for similar financial arrangement at the periods ended December 31, ~~2023~~2024 and ~~2022~~2023.

The Company does not have any assets or liabilities measured at fair value on a recurring or a non-recurring basis, consequently, the Company did not have any fair value adjustments for assets and liabilities measured at fair value at December 31, ~~2023~~2024, nor gains or losses are reported in the statement of operations that are attributable to the change in unrealized gains or losses relating to those assets and liabilities still held at the reporting date for the periods ended December 31, ~~2023~~2024 and ~~2022~~2023.

Recently Issued Accounting Pronouncements

In ~~August~~November ~~2020~~2023, the ~~Financial Accounting Standards Board (“~~FASB”) issued ~~Accounting Standards Update (“~~ASU”) ~~2020~~2023-0607, ~~Debt~~“Segment —Reporting ~~Debt with Conversion and Other Options~~ (~~Subtopic~~Topic ~~470-20~~280): ~~and~~Improvements ~~Derivatives~~to ~~and~~Reportable ~~Hedging~~Segment —Disclosures”, ~~Contracts~~which inimproves ~~Entity’s~~reportable ~~Own~~segment ~~Equity~~disclosure ~~(Subtopic~~requirements, ~~815-40)~~primarily ~~(“ASU~~through ~~2020-06”)~~enhanced todisclosures ~~simplify~~about ~~accounting~~significant ~~for~~segment ~~certain financial instruments~~expenses. ASU ~~2020~~2023-0607 ~~eliminates~~is ~~the~~effective ~~current~~for ~~models~~the ~~that~~Company ~~require~~for ~~separation~~the ofyear ~~beneficial~~ended ~~conversion~~2024 and ~~cash~~early ~~conversion~~adoption ~~features~~is ~~from~~permitted. ~~convertible~~Upon ~~instruments~~adoption, ~~and simplifies~~ the ~~derivative~~guidance ~~scope~~should ~~exception~~be ~~guidance~~applied ~~pertaining~~retrospectively to ~~equity~~all ~~classification~~prior ofperiods ~~contracts~~presented in anthe ~~entity’s~~financial ~~own equity~~statements. The ~~new~~Company ~~standard~~does ~~also~~not ~~introduces~~expect ~~additional disclosures for convertible debt and freestanding instruments~~ that ~~are indexed to and settled in an entity’s own equity. ASU 2020-06 amends~~ the ~~diluted earnings per share~~ guidance, ~~including~~will ~~the~~have ~~requirement~~material toimpacts ~~use~~on ~~the~~its ~~if-converted~~financial ~~method for all convertible instruments. ASU 2020-06 is effective January 1~~position, ~~2022~~results ~~and~~of ~~should~~operations ~~be applied on a full~~ or ~~modified~~cash ~~retrospective basis, with early adoption permitted beginning on January 1, 2021~~flows. The Company is ~~currently~~evaluating ~~assessing~~ the impact, ~~if any,~~ that ~~ASU~~the ~~2020-06~~updated ~~would~~standard will have on its financial ~~position,~~statement ~~results of operations or cash flows~~disclosures.

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”, which improves the transparency of income tax disclosures. ASU 2023-09 is effective for the Company for the year ended December 31, 2025 and early adoption is permitted. Upon adoption, the guidance should be applied retrospectively to all prior periods presented in the financial statements. The Company is evaluating the impact that the updated standard will have on its financial statement disclosures.

Other pronouncements issued by the FASB or other authoritative accounting standards groups with future effective dates are either not applicable or are not expected to be significant to the Company’s financial position, results of operations or cash flows.

NOTE D-SEGMENT REPORTING

The Company follows the guidance set forth by section 280-10 of the FASB Accounting Standards Codification for reporting and disclosure on operating segments of the Company. It also requires segment disclosures about products and services, geographic areas, and major customers. The Company determined that it did not have any separately reportable operating segments as of December 31, ~~2023~~2024 and ~~2022~~2023.

NOTE E-CAPITAL STOCK

The Company is authorized to issue 1,000,000,000 Common Shares at $0.0001 par value per share.

Total issued and outstanding shares of common stock is 4,504,103 and 4,504,103 as of December 31, ~~2023~~2024 and December 31, ~~2022~~2023, respectively.

Total issued and outstanding shares of preferred stock is 1,936,000 and 1,936,000 as of December 31, ~~2023~~2024 and December 31, ~~2022~~2023, respectively.

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NOTE E-CAPITAL STOCK—CONT’D

The Company is authorized to issue 10,000,000 Series A Cumulative, Convertible Preferred Shares (Preferred Stock) at $0.0001 par value per share. During the period from inception (March 24, 2015) through December 31, 2016, the Company issued 2,000,000 shares of preferred stock at $0.05 per share to Ventureo, LLC in exchange for $50,000 in cash and Phone Apps with a fair market value of $50,000 for a total of $100,000. The shares of “Preferred Stock” are convertible, at the option of the holder, into shares of common stock at a conversion price of $0.005 per share. The holder of the “Preferred Stock” may not convert any portion of the “Preferred Stock” if, after giving effect to such conversion, the holder would beneficially own in excess of 4.99%, except that the holder may, by written notice to the Company, increase or decrease this percentage up to a maximum of 9.99%, provided that any such increase will not be effective until the 61st day after such notice is delivered to the Company. Upon a liquidation event, the Company shall first pay to the holders of the “Preferred Stock” an amount per share equal to the Original Issue Price (i.e., $0.05 per share of Series A Preferred Stock), plus all accrued and unpaid dividends on each share of Series A Preferred Stock (the “Series A Preference Amount”). After full payment of the liquidation preference amount to the holders of the “Preferred Stock,” the Company will then distribute the remaining assets to holders of common stock, other junior preferred shares (if any) and the “Preferred Stock” on an as-if-converted-basis. The Series A Preferred Stock ranks senior to the Company’s common stock and senior to any other shares of preferred stock the Company may issue in the future.

The Company is authorized to issue 10,000,000 Series A Cumulative, Convertible Preferred Shares (Preferred Stock) at $0.0001 par value per share. During the period from inception (March 24, 2015) through December 31, 2016, the Company issued 2,000,000 shares of preferred stock at $.05 per share to Ventureo, LLC in exchange for $50,000 in cash and Phone Apps with a fair market value of $50,000 for a total of $100,000. The shares of “Preferred Stock” are convertible, at the option of the holder, into shares of common stock at a conversion price of $0.005 per share. The holder of the “Preferred Stock” may not convert any portion of the “Preferred Stock” if, after giving effect to such conversion, the holder would beneficially own in excess of 4.99%, except that the holder may, by written notice to the Company, increase or decrease this percentage up to a maximum of 9.99%, provided that any such increase will not be effective until the 61st day after such notice is delivered to the Company. Upon a liquidation event, the Company shall first pay to the holders of the “Preferred Stock” an amount per share equal to the Original Issue Price (i.e., $0.05 per share of Series A Preferred Stock), plus all accrued and unpaid dividends on each share of Series A Preferred Stock (the “Series A Preference Amount”). After full payment of the liquidation preference amount to the holders of the “Preferred Stock,” the Company will then distribute the remaining assets to holders of common stock, other junior preferred shares (if any) and the “Preferred Stock” on an as-if-converted-basis. The Series A Preferred Stock ranks senior to the Company’s common stock and senior to any other shares of preferred stock the Company may issue in the future.

The Company agreed to reduce the price at which each share of Series A Preferred Stock, of which Ventureo is the sole holder, converts into Common Stock from $0.005 per share to $0.0002 per share. The Company filed an amendment to its Articles of Incorporation reflecting the change of the conversion price. The Company’s Board approved the Agreement by unanimous written consent to action on November 30, 2018, and the Majority Holders approved the Agreement by the Stockholder Consent on December 4, 2018.

During 2021, the Company converted 1,400 shares of Preferred Stock into 350,000 shares of Common Stock.

Capital Contributions

Brian Kupchik, President, and CEO made no$2,585 in capital contributions during the ~~years~~period ended December 31, ~~2023~~2024 and no capital contributions during the period ended December 31, ~~2022~~2023.

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NOTE F – INCOME TAX

The Company provides for income taxes under (now included under Accounting Standards Codification (ASC), 740), Accounting for Income Taxes. ASC 740 requires the use of an asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse.

ASC 740 requires the reduction of deferred tax assets by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all the deferred tax assets will not be realized. For Federal income tax purposes, the Company has net operating loss carry forwards that expire through 2030. The net operating loss carry forward as of December 31, ~~2023~~2024 is approximately $~~954~~1,~~875~~016,000 and as of December 31, ~~2022~~2023 is $~~904~~955,~~432~~000 approximately. The total deferred tax assets are approximately $~~201~~213,000 and $~~190~~201,000 for the periods ended December 31, ~~2023~~2024 and ~~2022~~2023, respectively.

No tax benefit has been reported in the financial statements because after evaluating our own potential tax uncertainties, the Company has determined that there are no material uncertain tax positions that have a greater than 50% likelihood of reversal if the Company were to be audited. The provision for income taxes differs from the amounts which would be provided by applying the statutory federal income tax rate of 21% to the net loss before provision for income taxes for the following reasons:

The Company is not obligated to pay State Income Taxes because it is a Nevada corporation. The Company does not currently have any tax returns open for examination.

NOTE G-- – NOTES PAYABLE AND NOTE EXCHANGE AGREEMENT

The total amount of the Related Party Notes Payable is $~~392~~442,543 and bears interest at 2% per year. Interest expense for the periods ended December 31, ~~2023~~2024 and ~~2022~~2023 were $78,~~443~~354 and $67,~~345~~443, respectively. Total accrued interest as of December 31, ~~2023~~2024 is $2735,~~541~~895.

Detail of the Related Party Notes Payable is as follows:

2018 Notes Payable

2018 Principal and Interest were consolidated into promissory note in the amount of $160,314. The note bears interest at 2% per year.

On November 30, 2018, the Company entered into an Exchange Agreement with its Creditors under which each Creditor agreed to cancel the Original Notes issued and accept a new promissory note in the amount of $160,314 from the Company evidencing the amount of principal and accrued interest thereon through such date owed to the Creditor that mature on December 31, 2021 in exchange for the Original Notes.

In consideration for the exchange of the Original Notes for the New Notes, the Company agreed to reduce the price at which each share of Series A Preferred Stock, of which Ventureo is the sole holder, converts into Common Stock from $0.005 per share to $0.0002 per share. The Company filed an amendment to its Articles of Incorporation reflecting the change of the conversion price. The Company’s Board approved the Agreement by unanimous written consent to action on November 30, 2018, and the Majority Holders approved the Agreement by the Stockholder Consent on December 4, 2018.

Although new borrowings are not yet formalized into a note agreement, the Company and the lender agree that the new loans have the same terms and conditions for the formalized notes.

2019 Notes Payable

In 2019 an additional $42,106 was incurred in promissory notes with a related party. The note bears interest at 2% per year.

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NOTE G--NOTES PAYABLE AND NOTE EXCHANGE AGREEMENT—CONT’D

BGS Drawdown Promissory Note (Related Party)

On December 31, 2020, the Company executed a Drawdown Promissory Note in favor of Bryan Glass Securities, Inc. (“BGS”) (a related party) under which the Company is entitled to borrow up to an aggregate of $150,000 during the 2020 and 2021 calendar years (the “Drawdown Note”). The original drawdown amount was $50,000 but has been increased to $150,000 in 2021. Under the Drawdown Note, the Company must request a drawdown against the instrument not less than three days prior to the date on which it requires the proceeds stating the amount of the drawdown and the purposes to which the proceeds will be applied. BGS is entitled to approve or decline an advance of all or a portion of the drawdown request. The unpaid principal amount of the Drawdown Note bears interest at the rate of 2% per year. On October 17, 2022, BGS agreed to extend the maturity date of the Drawdown Note to December 31, 2024. On January 1, 2023, the Drawdown Note amount was increased from $150,000 to $400,000.

· During the year 2020, $38,800 of the drawdown was borrowed. · During the year 2021, $62,721 of the drawdown was borrowed. · During the year 2022, $24,775 of the drawdown was borrowed. · During the ~~1st~~year ~~quarter of~~ 2023, $1963,~~323~~827 of the drawdown was borrowed. · During the ~~2nd~~year ~~quarter of 2023~~2024, $2950,~~504 of the drawdown was borrowed. · During the 3rd quarter of 2023, $9,~~000 of the drawdown was borrowed. ~~· During the 4th quarter of 2023, $6,000 of the drawdown was borrowed.~~

As of December 31, ~~2023~~2024, the Company has borrowed an aggregate of $~~190~~240,123 from BGS (a Related Party) under the Drawdown Note and the sum of $~~209~~159,877 remains available for advances thereunder.

NOTE H—WRITE-OFF OF PAYABLES

During the 1st quarter 2023, management ~~has~~ asked legal counsel to render an opinion with respect to the collectability of an outstanding Payable carried on the books since July 2015. Reference: Laws governing the statute of limitations relating to contractual obligations in Nevada are set forth in Title 2, Civil Practice, Chapter 11, of the Nevada Revised Statutes (“NRS”), entitled “Limitations of Actions,” comprising NRS 11.190 through NRS 11.250.

With respect to contractual obligations, under Nevada law, a plaintiff must commence an action permitted at law within the specific time period allotted under Chapter 11 of the NRS. If the action is not brought within the allotted time period, the defendant may assert a defense that the of limitations. The statute of limitations is an affirmative defense in which the defendant introduces evidence, which, if found to be credible, will negate criminal or civil liability, even if it is proven that the defendant committed the alleged acts. The party raising the affirmative defense has the burden of proof on establishing that it applies. In a civil action in which a creditor demands payment on a written instrument evidencing a debt, the successful assertion of the statute of limitations defense will bar collection of the debt. In order to assert the statute of limitations as a defense, a defendant must specifically assert the defense in its answer. If a defendant fails to specifically plead the defense, it will be deemed to be waived. Since no action to enforce such liabilities was brought before December 31, 2022, it is our opinion that the Liability is time-barred from collection under the laws of Nevada and may be removed from the Company’s current balance sheet.

Given the foregoing, the following existing liabilities would be time barred by the statute of limitations:

Nature of Liability	Amount	Date Created	Written Instrument	Maturity Date	Date on which Statute of Limitations Expired
Accounts payable	$7,900~~.00~~	July 2015	Engagement Letter	None	July 2021

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NOTE H—WRITE-OFF OF PAYABLES CONT’D

Therefore, the Company made the decision to write-off the Payable totaling $7,900. As of ~~March~~June 3130, 2023, the write-off of the $7,900 resulted in a Gain on Extinguishment of Debt which was reported on the Statement of Operations for the year ended December 31, 2022 —per ASC Section 470-50-40. ASC Section 470-50-40 (Debt Modification and Extinguishments), considers the extinguishment of the debt to an unrelated party results in a Gain on Extinguishment of Debt which has been reported on the Statement of Operations.

NOTE I—MATERIAL EVENTS/SUBSEQUENT EVENTS

Since the close of the period covered by the financial statements of which these notes form a part, the following material transactions have occurred:

Subsequent Events

The Company evaluated for subsequent events from December 31, 2024 through April 15, 2025 (the issuance date of the Company’s financial statements) and has determined nothat the only subsequent ~~events~~event ~~have~~that has occurred is the additional $26,550 drawn from the BGS Drawdown Note.

Material Events

On October 17, 2022, BGS agreed to extend the maturity date of the Drawdown note to December 31, 2024. On January 1, 2023, BGS increased the Drawdown Note agreement from $150,000 to $400,000.

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

None.

ITEM 9A. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our management conducted an evaluation, with the participation of our Chief Executive Officer, who is our principal executive officer and our principal financial and accounting officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this annual report on Form 10-K. Based upon that evaluation, our Chief Executive Officer concluded that as a result of the material weakness in our internal control over financial reporting described below, our disclosure controls and procedures were not effective as of December 31, ~~2023~~2024.

Management’s Annual Report on Internal Control over Financial Reporting

Management is responsible for the preparation of our financial statements and related information. Management uses its best judgment to ensure that the financial statements present fairly, in material respects, our financial position and results of operations in conformity with generally accepted accounting principles.

Management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in the Exchange Act. These internal controls are designed to provide reasonable assurance that the reported financial information is presented fairly, that disclosures are adequate and that the judgments inherent in the preparation of financial statements are reasonable. There are inherent limitations in the effectiveness of any system of internal controls including the possibility of human error and overriding of controls. Consequently, an ineffective internal control system can only provide reasonable, not absolute, assurance with respect to reporting financial information.

Our internal control over financial reporting includes policies and procedures that: (i) pertain to maintaining records that, in reasonable detail, accurately and fairly reflect our transactions; (ii) provide reasonable assurance that transactions are recorded as necessary for preparation of our financial statements in accordance with generally accepted accounting principles and that the receipts and expenditures of company assets are made in accordance with our management and directors authorization; and (iii) provide reasonable assurance regarding the prevention of or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on our financial statements.

Under the supervision of our Chief Executive Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework Internal Control—Integrated Framework (2013) as outlined by the Committee of Sponsoring Organizations of the Treadway Commission and guidance prepared by the Commission specifically for smaller public companies. Based on that evaluation, our management concluded that our internal control over financial reporting was not effective as of December 31, ~~2023~~2024. We have identified the following material weakness as of December 31, ~~2023~~2024:

	·	Segregation of duties in the handling of cash, cash receipts and cash disbursements was not formalized, and

	·	Lack of an independent board to oversee management decisions and use of funds.

The foregoing weaknesses in our internal controls continue to exist as of the date of this report.

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Remediation of Material Weakness in Internal Control

Presently, it will be difficult to mitigate or eliminate the material weaknesses in our internal controls. We do not currently possess sufficient financial resources to engage the additional personnel required to alleviate the weaknesses that stem from the lack of segregation of duties in the handling of cash, cash receipts and cash disbursements was not formalized. Moreover, it is difficult for small public companies such as ours to attract qualified independent directors given the obligations and risks attendant to such serving in such capacity; hence we will continue to operate with a single board member thereby failing mitigate the weaknesses stemming from the lack of an independent board:

In the interim, management has internally formalized the procedures for segregation of duties and monitoring handling of cash, cash receipts and cash disbursements. We also are establishing a formal documented system of internal controls surrounding cash and plan to implement such systems.

Our management does not expect that our disclosure controls and procedures or our internal controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our Company have been detected.

This annual report on Form 10-K 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 the Company’s registered public accounting firm pursuant to rules of the SEC that permit us to provide only management’s report in this annual report on Form 10-K.

Changes in Internal Controls over Financial Reporting

There have been no changes in our internal control over financial reporting during the quarter ended December 31, ~~2023~~2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

ITEM 9B. OTHER INFORMATION

None.

18ITEM ~~Table~~9C. ofDISCLOSURE ~~Contents~~REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.

~~PART III~~None.

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PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The following table sets forth information regarding our executive officers and directors as of the date of this Annual Report:

Name	Age	Position

Brian Kupchik	48	President, Chief Executive Officer and Director

Background Information about our Officers and Directors

Brian Kupchik has been our President, Secretary and a member of our Board since the Company’s inception. In January 2015, he co-founded Primo Media Inc. with Mr. Ingram, our former Treasurer and a director, a business development concern based in Yorktown Heights, New York, for which he served as the chief operating officer. Primo is a Latin-focused multi-channel network that connects brands with millions of Hispanic Millennials through integrated digital and mobile advertising opportunities across its network. Since January 2012, Mr. Kupchik has been a partner in 47 Media, an outsourced business development and consulting firm, where he is responsible for acquiring new business, negotiating contracts, establishing project plans and consulting regarding strategy, business development, management and other outsourced digital media services. From October 2011 to May 2012, he was a portfolio manager at Black Ocean, digital platform that has created a new generation business model that combines entrepreneurship, incubation, venture capital and investment banking practices. From October 2009 to August 2011, Mr. Kupchik was vice president of business development at MediaBrix/Smartclip, a social media focus company offering a foundation of social products including, Pulse for Facebook, Guaranteed Video View, Social Apps / Games, and Mobile, where he participated in sales, strategy, product development with a heavy focus on mobile. Mr. Kupchik is a member of OMMA, a digital media marketing organization, and the Interactive Advertising Bureau. Mr. Kupchik is involved with several children’s charitable organizations. Mr. Kupchik has been selected as a director of our Company because of his experience and background in business development in Internet based businesses.

Involvement in Certain Legal Proceedings

Our sole director, executive officer and control person has not been involved in any legal proceeding listed in Item 401(f) of Regulation S-K in the past 10 years.

Term of Office

All our directors will hold office until their successors have been elected and qualified or appointed or the earlier of their death, resignation or removal. Executive officers are appointed and serve at the board of director’s discretion.

Director Compensation

Our director does not receive any compensation for his service as a director and there is no director compensation being considered at this time.

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Exchange Act requires our directors, executive officers and ten percent stockholders to file initial reports of ownership and announcements of changes in ownership of our common stock with the Commission. Directors, executive officers and ten percent of stockholders are also required to furnish us with copies of all Section 16(a) forms that they file. Based upon a review of these filings, we believe all required Section 16(a) reports were made during ~~2023~~2024.

Board Composition

Our bylaws provide that the size of our Board will be determined from time to time by the resolution of our Board. Currently, our Board comprises one member.

Election of Directors

Our bylaws provide that a majority vote of our stockholders elect the members of our Board.

Corporate Governance

Our Board has not established any committees, including an audit committee, a compensation committee or a nominating committee, or any committee performing similar functions. The functions of those committees are being undertaken by our Board. Because we do not have any independent directors, our Board believes that the establishment of committees of our Board would not provide any benefits to our Company and could be considered more form than substance.

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We do not have a policy regarding the consideration of any director candidates that may be recommended by our stockholders, including the minimum qualifications for director candidates, nor have our officers and directors established a process for identifying and evaluating director nominees. We have not adopted a policy regarding the handling of any potential recommendation of director candidates by our stockholders, including the procedures to be followed. Our officers and directors have not considered or adopted any of these policies as we have never received a recommendation from any stockholder for any candidate to serve on our Board.

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Given our relative size and lack of directors’ and officers’ insurance coverage, we do not anticipate that any of our stockholders will make such a recommendation in the near future. While there have been no nominations of additional directors proposed, in the event such a proposal is made, all current members of our Board will participate in the consideration of director nominees.

As with most small, early -stage companies until such time as our Company further develops our business, achieves a stronger revenue base and has sufficient working capital to purchase directors’ and officers’ insurance, we do not have any immediate prospects to attract independent directors. When we are able to expand our Board to include one or more independent directors, we intend to establish an audit committee of our Board. It is our intention that one or more of these independent directors will also qualify as an audit committee financial expert. Our securities are not quoted on an exchange that has requirements that a majority of our Board members be independent and we are not currently otherwise subject to any law, rule or regulation requiring that all or any portion of our Board include “independent” directors, nor are we required to establish or maintain an audit committee or other committees of our Board.

Meetings of the Board

During fiscal ~~2023~~2024, our Board did not hold any in-person or telephonic meetings and took action by written consent four times.

Code of Ethics

We have adopted a code of business conduct and ethics that applies to all of our employees, officers and directors, including those officers responsible for financial reporting. The code of business conduct and ethics is available on our website at www.appsofttechnologies.com. We intend to post any amendments to the code, or any waivers of its requirements, on our website. The contents of our website are not incorporated by reference into this Annual Report.

Committees of our Board of Directors

Our securities are not quoted on an exchange that has requirements that a majority of our Board members be independent and we are not currently otherwise subject to any law, rule or regulation requiring that all or any portion of our Board include “independent” directors, nor are we required to establish or maintain an Audit Committee or other committees of our Board.

Our Board does not have standing audit, compensation or nominating committees. Our Board does not have a member that qualifies as an “audit committee financial expert” as defined in Item 407(d)(5)(ii) of Regulation S-K. Our Board does not believe committees are necessary based on the size of our company, the current levels of compensation to corporate officers and voting control lies with our current Board. Our Board will consider establishing audit, compensation and nominating committees at the appropriate time.

The entire Board participates in the consideration of compensation issues and of director nominees. Candidates for director nominees will be reviewed in the context of the current composition of the Board and our operating requirements and the long-term interests of our stockholders. In conducting this assessment, the Board will consider professional and business skills, experience, expertise, diversity, judgment and such other factors as it deems appropriate given the current needs of the Board and our company, to maintain a balance of knowledge, experience and capability.

Nomination Process

During the ~~2023~~2024 fiscal year, we did not effect any material changes to the procedures by which our stockholders may recommend nominees to our Board. Our Board does not have a policy with regards to the consideration of any director candidates recommended by our stockholders. Our Board has determined that it is in the best position to evaluate our company’s requirements as well as the qualifications of each candidate when the Board considers a nominee for a position on our Board. If stockholders wish to recommend candidates directly to our Board, they may do so by sending communications to the President of our Company at the address on the cover of this Annual Report.

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Director Compensation

Our director does not receive any compensation for his service as a director and there is no director compensation being considered at this time.

Compliance with Section 16(a) of the Securities Exchange Act of 1934

Section 16(a) of the Exchange Act requires directors, executive officers and holders of more than 10% of an equity security registered pursuant to Section 12 of the Exchange Act to file various reports with the SEC. Our equity securities are not registered pursuant to Section 12 of the Exchange Act, so our directors, executive officers and 10% holders are not subject to Section 16(a).

~~Procedures~~Code ~~for~~of ~~Nominating Directors~~Ethics

~~There~~We have ~~been~~adopted noa ~~material~~code ~~changes~~of business conduct and ethics that applies to ~~the~~all ~~procedures~~of byour ~~which~~employees, ~~security~~officers ~~holders~~and ~~may~~directors, ~~recommend~~including ~~nominees~~those officers responsible for financial reporting. The code of business conduct and ethics is available on our website at www.appsofttechnologies.com. We intend to ~~the~~post ~~Board~~any ~~during~~amendments to the ~~quarter~~code, ~~ended~~or ~~December~~any 31waivers of its requirements, ~~2023~~on our website. The contents of our website are not incorporated by reference into this Annual Report.

Insider Trading Policy

We have not adopted an insider trading policy and procedures governing the purchase, sale, and/or other dispositions of the registrant’s securities by directors, officers and employees, or the registrant itself, that are reasonably designed to promote compliance with insider trading laws, rules and regulations, and any listing standards applicable to the registrant. We expect that will adopt such a policy if our stock is regularly publicly trades.

ITEM 11. EXECUTIVE COMPENSATION

The following table summarizes compensation recorded by us for the years ended December 31, ~~2023~~2024 and ~~2022~~2023 for our principal executive officer who also serves as our principal financial officer.

Summary Compensation Table

Name and principal position	Year	Salary ($)		Bonus ($)		Stock Awards($)		Option Awards($)		Non-Equity Incentive PlanCompensation($)		Nonqualified DeferredCompensationEarnings ($)		All Other Compensation($)		Total ($)
Brian Kupchik, President and	~~2023~~2024		0		0		0		0		0		0		0		0
Chief Executive Officer	~~2022~~2023		0		0		0		0		0		0		0		0

___________

Narrative Disclosure to Summary Compensation Table

The Company has not established a base salary for the President ~~and Chief Executive Officer~~. However, from time to time, the President, ~~Chief Executive Officer~~ and sole director approves, in his sole discretion, payments to be made to himself by the Company in the form of a management fee. The management fee is intended to compensate Mr. Kupchik for services rendered to the Company in his capacity as an executive officer. There is no written agreement regarding the management fee and no terms in place regarding the amount and timing of management fees. In addition, from time to time, the President, Chief Executive Officer and sole director approves, in his sole discretion, the payment by the Company of certain of his personal expenses and/or financial obligations.

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There are no compensatory plans or arrangements, including payments to be received from the Company with respect to any executive officer, that would result in payments to such person because of his or her resignation, retirement or other termination of employment with the Company, or our subsidiaries, any change in control, or a change in the person’s responsibilities following a change in control of the Company.

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Employment Agreements

There are no current employment agreements between the Company and our executive officer or understandings regarding future compensation.

Outstanding Equity Awards at Fiscal Year-End

No executive officer received any equity awards, or holds exercisable or unexercisable options, as of December 31, ~~2023~~2024.

Long-Term Incentive Plans

There are no arrangements or plans in which the Company would provide pension, retirement or similar benefits for directors or executive officers.

Compensation of Directors

Our current director does not receive separate compensation for his service on our Board. Our Board has the authority to fix the compensation of directors. We do not intend to pay employee directors a separate fee for their Board services.

No compensation was paid to our director for his service as a director during the year ended December 31, ~~2023~~2024.

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

The following table sets forth certain information regarding beneficial ownership of our capital stock as of ~~April~~March 109, ~~2024~~2025, by (i) each person known by us to be the beneficial owner of more than 5% of each class of our outstanding capital stock, (ii) each director and each of our executive officers and (iii) all executive officers and directors as a group. As of the date of this report, there were 4,~~504~~495,~~103~~198 shares of our common stock outstanding and 1,937,400 shares of Series A Preferred Stock outstanding.

The number of shares of capital stock beneficially owned by each person is determined under the rules of the Commission and the information is not necessarily indicative of beneficial ownership for any other purpose. Under such rules, beneficial ownership includes any shares as to which such person has sole or shared voting power or investment power and also any shares which the individual has the right to acquire within 60 days after the date hereof, through the exercise of any stock option, warrant or other right. Unless otherwise indicated, each person has sole investment and voting power (or shares such power with his or her spouse) with respect to the shares set forth in the following table. The inclusion herein of any shares deemed beneficially owned does not constitute an admission of beneficial ownership of those shares.

Name of Beneficial Owner	Amount and Nature of Beneficial Ownership		Percent of Class
Directors and Officers
Brian Kupchik, President, Chief Financial Officer and Director		2,000,000		49.59	%
All officers and directors as a group (1 person)		2,000,000		49.59	%
Series A Preferred Stock 1:
Ventureo, LLC 20 West Park Avenue Suite 207 Long Beach NY 11561		1,937,400		100	%

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Name of Beneficial Owner	Amount and Nature of Beneficial Ownership		Percent of Class

Directors and Officers

Brian Kupchik, President, Chief Financial Officer and Director		2,000,000		44.92	%

All officers and directors as a group (1 person)		2,000,000		44.92	%

Series A Preferred Stock ¹:

Ventureo, LLC 20 West Park Avenue Suite 207 Long Beach NY 11561		1,937,400		100	%

_____________

The shares of Series A Preferred Stock are convertible, at the option of the holder, into shares of common stock at a conversion price of $0.0002 per share. The holder of Series A Preferred Stock may not convert any portion of the Series A Preferred Stock if, after giving effect to such conversion, the holder would beneficially own in excess of 4.99%, except that the holder may, by written notice to the Company, increase or decrease this percentage up to a maximum of 9.99%, provided that any such increase will not be effective until the 61^st day after such notice is delivered to us.

Related Party Transactions

None.

Director Independence

Our Board currently consists of one member, who does not qualify as an independent director in accordance with Rule 5605 of the NASDAQ Listing Rules. The NASDAQ independence definition includes a series of objective tests, including whether the director is not, and has not been for at least three years, one of our employees and that neither the director, nor any of his family members has engaged in various types of business dealings with us. In addition, our Board has not made a subjective determination as to each director that no relationships exist which, in the opinion of our Board, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director, though such subjective determination is required by the NASDAQ rules. Had our Board made these determinations, our Board would have reviewed and discussed information provided by our sole director with regard to his business and personal activities and relationships as they may relate to us and our management.

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ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

The following table shows the fees that were billed for the audit and other services for the fiscal years ended December 31, ~~2023~~2024 and ~~2022~~2023.

	2023		2022
	2024		2023
Audit Fees	$	15,000	$	15,000
Audit-Related Fees		6,000		6,000
Tax Fees
All Other Fees
Total	$	21,000	$	21,000

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

Audit-Related Fees — This category consists of assurance and related services by the independent registered public accounting firm that are reasonably related to the performance of the audit or review of our financial statements and are not reported above under “Audit Fees.” The services for the fees disclosed under this category include consultation regarding our correspondence with the SEC, other accounting consulting and other audit services.

Tax Fees — This category consists of professional services rendered by our independent registered public accounting firm for tax compliance and tax advice. The services for the fees disclosed under this category include tax return preparation and technical tax advice.

All Other Fees — This category consists of fees for other miscellaneous items.

Our Board has adopted a procedure for pre-approval of all fees charged by our independent registered public accounting firm. Under the procedure, the Board approves the engagement letter with respect to audit and review services. Other fees are subject to pre-approval by the Board.

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PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

The following documents are being filed as part of this report:

(1) The following financial statements of the Company and the report of BFMichael ~~Borgers~~Gillespie ~~CPA~~& PCAssociates, PLLC are included in Part II, Item 8:

Report of Independent Registered Public Accounting Firm		F-2
Report of Independent Registered Public Accounting Firm (5041)		F-2
Balance Sheets		F-3
Statements of Operations and Comprehensive Loss		F-4
Statements of Stockholders’ Equity		F-6
Statements of Cash Flows		F-5
Statements of Stockholders’ Equity for the year ended December 31, 2024		F-6
Statements of Stockholders’ Equity for the year ended December 31, 2023		F-7
Notes to Financial Statements		F-8

______________

	(2)	All financial statement supporting schedules are omitted because the information is inapplicable or presented in the Notes to Financial Statements.
	(3)	Exhibits.

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Exhibit		Description

3.1		Articles of Incorporation of AppSoft Technologies, Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on September 4, 2016)

3.1.1		Amendment to Articles of Incorporation of AppSoft Technologies, Inc. (incorporated by reference to Exhibit 3.1.1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on September 4, 2016)

3.1.2		Amendment to Articles of Incorporation of AppSoft Technologies, Inc. filed with the state of Nevada on April 10, 2019 (incorporated by reference to Exhibit 3.1 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2020, as filed on May 27, 2021).

3.2		Bylaws of AppSoft Technologies, Inc. (incorporated by reference to Exhibit 3.2 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on September 4, 2016)

4.1		Specimen Common Stock Certificate (incorporated by reference to Exhibit 4.1 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)

4.2		Specimen Series A Cumulative Convertible Preferred Stock Certificate (incorporated by reference to Exhibit 4.2 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)

4.3		Common Stock Purchase Warrant entitling the holder to purchase one share of common stock at a price of $0.25 per share at any time through a date that is three years after the issue date (incorporated by reference to Exhibit 4.3 to the Registrant’s Quarterly Report on Form 10-Q (File No. 333-206764) filed on November 21, 2016)

4.4		Common Stock Purchase Warrant entitling the holder to purchase one share of common stock at a price of $0.25 per share at any time through a date that is three years after the issue date (incorporated by reference to Exhibit 4.4 to the Registrant’s Quarterly Report on Form 10-Q (File No. 333-206764) filed on November 21, 2016)

10.1		Agreement dated April 8, 2015 by and between Ventureo, LLC and AppSoft Technologies, Inc. (incorporated by reference to Exhibit 10.1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on September 4, 2016)

Exhibit		Description
3.1		Articles of Incorporation of AppSoft Technologies, Inc. (incorporated by reference to Exhibit 3.1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on September 4, 2016)
3.1.1		Amendment to Articles of Incorporation of AppSoft Technologies, Inc. (incorporated by reference to Exhibit 3.1.1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on September 4, 2016)
3.1.2		Amendment to Articles of Incorporation of AppSoft Technologies, Inc. filed with the state of Nevada on April 10, 2019 (incorporated by reference to Exhibit 3.1 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2020, as filed on May 27, 2021).
3.2		Bylaws of AppSoft Technologies, Inc. (incorporated by reference to Exhibit 3.2 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on September 4, 2016)
4.1		Specimen Common Stock Certificate (incorporated by reference to Exhibit 4.1 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)
4.2		Specimen Series A Cumulative Convertible Preferred Stock Certificate (incorporated by reference to Exhibit 4.2 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)
4.3		Common Stock Purchase Warrant entitling the holder to purchase one share of common stock at a price of $0.25 per share at any time through a date that is three years after the issue date (incorporated by reference to Exhibit 4.3 to the Registrant’s Quarterly Report on Form 10-Q (File No. 333-206764) filed on November 21, 2016)
4.4		Common Stock Purchase Warrant entitling the holder to purchase one share of common stock at a price of $0.25 per share at any time through a date that is three years after the issue date (incorporated by reference to Exhibit 4.4 to the Registrant’s Quarterly Report on Form 10-Q (File No. 333-206764) filed on November 21, 2016)
10.1		Agreement dated April 8, 2015 by and between Ventureo, LLC and AppSoft Technologies, Inc. (incorporated by reference to Exhibit 10.1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on September 4, 2016)
10.2		Consulting Agreement dated June 6, 2015, by and between AppSoft Technologies, Inc. and Peter Nein. (incorporated by reference to Exhibit 3.1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on September 4, 2016)
10.3		Agreement dated September 2, 2015 between AppSoft Technologies, Inc. and ECOITNY (incorporated by reference to Exhibit 10.3 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)
10.4		Consulting Agreement dated September 1, 2015, by and between AppSoft Technologies, Inc. and Utehin Eugen (incorporated by reference to Exhibit 10.4 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)
10.5		Consulting Agreement dated September 1, 2015, by and between AppSoft Technologies, Inc. and Vitaliy Lozoviy (incorporated by reference to Exhibit 10.5 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)
10.6		Consulting Agreement dated September 1, 2015, by and between AppSoft Technologies, Inc. and Svetlana Konopelko (incorporated by reference to Exhibit 10.6 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)

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10.2		Consulting Agreement dated June 6, 2015, by and between AppSoft Technologies, Inc. and Peter Nein. (incorporated by reference to Exhibit 3.1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on September 4, 2016)

10.3		Agreement dated September 2, 2015 between AppSoft Technologies, Inc. and ECOITNY (incorporated by reference to Exhibit 10.3 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)

10.4		Consulting Agreement dated September 1, 2015, by and between AppSoft Technologies, Inc. and Utehin Eugen (incorporated by reference to Exhibit 10.4 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)

10.5		Consulting Agreement dated September 1, 2015, by and between AppSoft Technologies, Inc. and Vitaliy Lozoviy (incorporated by reference to Exhibit 10.5 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)

10.6		Consulting Agreement dated September 1, 2015, by and between AppSoft Technologies, Inc. and Svetlana Konopelko (incorporated by reference to Exhibit 10.6 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)

10.7		Consulting Agreement dated September 1, 2015, by and between AppSoft Technologies, Inc. and Nikita Konopelko (incorporated by reference to Exhibit 10.7 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)

10.8		Apple Developer Program License Agreement between AppSoft Technologies, Inc. and Apple Inc. (incorporated by reference to Exhibit 10.8 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)

10.9		Schedule 2 to Apple Developer Program License Agreement between AppSoft Technologies, Inc. and Apple Inc. (incorporated by reference to Exhibit 10.9 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)

10.10		Google Play Developer Distribution Agreement between AppSoft Technologies, Inc. and Google Inc. (incorporated by reference to Exhibit 10.11 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)

10.11		Promissory note dated September 11, 2015 in the principal amount of $2,000.00 made by AppSoft Technologies, Inc. in favor of Jade Physical Therapy PC. (incorporated by reference to Exhibit 10.11 to amendment no. 2 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on December 9, 2016)

10.12		Asset Transfer Agreement dated June 10, 2016, between AppSoft Technologies, Inc. and Guuf LLC relating to the acquisition of certain assets comprising an eSports tournament platform for competitive gamers (incorporated by reference to Exhibit 99.1 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)

10.13		Assignment and Transfer Agreement dated June 10, 2016 between AppSoft Technologies, Inc. and Marc Seal relating to the assignment of certain intellectual property known as “CryptoGene.” (incorporated by reference to Exhibit 99.2 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)

10.14		Master Services Agreement and Statement of Work dated June 10, 2016 between AppSoft Technologies, Inc. and David Sotir (incorporated by reference to Exhibit 99.3 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)

10.7		Consulting Agreement dated September 1, 2015, by and between AppSoft Technologies, Inc. and Nikita Konopelko (incorporated by reference to Exhibit 10.7 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)
10.8		Apple Developer Program License Agreement between AppSoft Technologies, Inc. and Apple Inc. (incorporated by reference to Exhibit 10.8 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)
10.9		Schedule 2 to Apple Developer Program License Agreement between AppSoft Technologies, Inc. and Apple Inc. (incorporated by reference to Exhibit 10.9 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)
10.10		Google Play Developer Distribution Agreement between AppSoft Technologies, Inc. and Google Inc. (incorporated by reference to Exhibit 10.11 to amendment no. 1 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on October 30, 2016)
10.11		Promissory note dated September 11, 2015 in the principal amount of $2,000.00 made by AppSoft Technologies, Inc. in favor of Jade Physical Therapy PC. (incorporated by reference to Exhibit 10.11 to amendment no. 2 to the Registrant’s registration statement on Form S-1 (File No. 333-206764), filed on December 9, 2016)
10.12		Asset Transfer Agreement dated June 10, 2016, between AppSoft Technologies, Inc. and Guuf LLC relating to the acquisition of certain assets comprising an eSports tournament platform for competitive gamers (incorporated by reference to Exhibit 99.1 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)
10.13		Assignment and Transfer Agreement dated June 10, 2016 between AppSoft Technologies, Inc. and Marc Seal relating to the assignment of certain intellectual property known as “CryptoGene.” (incorporated by reference to Exhibit 99.2 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)
10.14		Master Services Agreement and Statement of Work dated June 10, 2016 between AppSoft Technologies, Inc. and David Sotir (incorporated by reference to Exhibit 99.3 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)
10.15		Master Services Agreement and Statement of Work dated June 10, 2016 between AppSoft Technologies, Inc. and Gnomish Games (incorporated by reference to Exhibit 99.4 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)
10.16		Master Services Agreement and Statement of Work dated June 10, 2016 between AppSoft Technologies, Inc. and Clayton Tapp (incorporated by reference to Exhibit 99.5 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)
10.17		Master Services Agreement and Statement of Work dated June 10, 2016 between AppSoft Technologies, Inc. and Shawn Burdon (incorporated by reference to Exhibit 99.6 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)

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10.15		Master Services Agreement and Statement of Work dated June 10, 2016 between AppSoft Technologies, Inc. and Gnomish Games (incorporated by reference to Exhibit 99.4 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)

10.16		Master Services Agreement and Statement of Work dated June 10, 2016 between AppSoft Technologies, Inc. and Clayton Tapp (incorporated by reference to Exhibit 99.5 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)

10.17		Master Services Agreement and Statement of Work dated June 10, 2016 between AppSoft Technologies, Inc. and Shawn Burdon (incorporated by reference to Exhibit 99.6 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)

10.18		Consulting Agreement dated June 10, 2016 between AppSoft Technologies, Inc. and Marc Seal (incorporated by reference to Exhibit 99.7 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)

10.19		Consulting Agreement dated June 10, 2016 between AppSoft Technologies, Inc. and Nathan Cavanaugh (incorporated by reference to Exhibit 99.8 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)

10.20		Consulting Agreement dated June 10, 2016 between AppSoft Technologies, Inc. and Seven Plus Two LLC (incorporated by reference to Exhibit 99.9 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)

10.21		Consulting Agreement dated June 10, 2016 between AppSoft Technologies, Inc. and Gleb Kartsev (incorporated by reference to Exhibit 99.10 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)

10.22		Consulting Agreement dated June 10, 2016 between AppSoft Technologies, Inc. and Joseph Cheng (incorporated by reference to Exhibit 99.11 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)

31.1*		Certification of the Company’s Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*		Certification of the Company’s Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1**		Certification of the Company’s Principal Executive Officer 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 (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).

101.SCH		Inline XBRL Taxonomy Extension Schema Document.

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase 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		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

10.18		Consulting Agreement dated June 10, 2016 between AppSoft Technologies, Inc. and Marc Seal (incorporated by reference to Exhibit 99.7 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)
10.19		Consulting Agreement dated June 10, 2016 between AppSoft Technologies, Inc. and Nathan Cavanaugh (incorporated by reference to Exhibit 99.8 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)
10.20		Consulting Agreement dated June 10, 2016 between AppSoft Technologies, Inc. and Seven Plus Two LLC (incorporated by reference to Exhibit 99.9 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)
10.21		Consulting Agreement dated June 10, 2016 between AppSoft Technologies, Inc. and Gleb Kartsev (incorporated by reference to Exhibit 99.10 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)
10.22		Consulting Agreement dated June 10, 2016 between AppSoft Technologies, Inc. and Joseph Cheng (incorporated by reference to Exhibit 99.11 to the Registrant’s Current Report on Form 8-K, as amended (File No. 333-206764), filed on June 16, 2016)
31.1*		Certification of the Company’s Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*		Certification of the Company’s Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**		Certification of the Company’s Principal Executive Officer 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 (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
101.SCH		Inline XBRL Taxonomy Extension Schema Document.
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase 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		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

___________

*	Filed herewith.

**	Furnished herewith. This certification is not deemed filed for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section, and is not deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	APPSOFT TECHNOLOGIES, INC.
April 11, 2024	By:	/s/ Brian Kupchik
April 15, 2025	By:	/s/ Brian Kupchik
		Brian Kupchik
		President and Chief Executive Officer

Pursuant to the requirements of the Securities and Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature	Title	Date
/s/ Brian Kupchik	President, Chief Executive Officer, principal executive officer and
Brian Kupchik	principal financial and accounting officer	April 1115, ~~2024~~2025

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Filing Compare · Appsoft Technologies, Inc.