Filing Compare · Earth Science Tech, Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended ~~June~~September 30, 2025

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

Commission file number: 000-55000

EARTH SCIENCE TECH, INC.

(Exact name of registrant as specified in its charter)

Florida

45-4267181

(State or other jurisdiction

of incorporation or organization)

(I.R.S. Employer

Identification No.)

8950 SW 74^th CT

Suite 1401

Miami, FL 33156

(Address of principal executive offices) (zip code)

(305) 724-5684

(Registrant’s telephone number, including area code)

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock $0.001 par value		ETST		~~Over the Counter Bulletin Board~~None

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

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit 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 an emerging growth company. See definitions of “large, accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large, accelerated filer	☐	Accelerated filer	☐

Non-accelerated filer	☒	Smaller reporting company	☒

Emerging growth company	☐

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

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

As of ~~August~~October 529, 2025 there were ~~294~~292,~~297~~407,607 Common shares issued and outstanding, and 1,000,000 Preferred shares of the registrant’s stock outstanding.

TABLE OF CONTENTS

		Page
PART I. FINANCIAL INFORMATION
ITEM 1.	Financial Statements (Unaudited)	F-1
	Consolidated Balance Sheets	F-1
	Consolidated Statements of Operations	F-2
	Consolidated Statements of Changes in Shareholders’ Equity	F-3
	Consolidated Statements of Cash Flows	F-45
	Notes to Consolidated Financial Statements	F-5 6- F-16
ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	3
ITEM 3.	Quantitative and Qualitative Disclosures about Market Risk	7
ITEM 4.	Controls and Procedures	7
PART II. OTHER INFORMATION
ITEM 1.	Legal Proceedings	98
ITEM 1A.	Risk Factors	98
ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	9
ITEM 3.	Defaults Upon Senior Securities	9
ITEM 4.	Mine Safety Disclosures	9
ITEM 5.	Other Information	9
ITEM 6.	Exhibits	9
SIGNATURES		10

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

EARTH SCIENCE TECH, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

	As of June 30, 2025			As of March 31, 2025
	As of September 30, 2025			As of March 31, 2025
ASSETS
Current Assets:
Cash and cash equivalents	$	~~877~~1,~~585~~235,374		$	1,473,228
Accounts Receivable		~~341~~227,~~644~~189			129,064
Equity Investments at fair value		~~887~~989,~~071~~765			645,438
Inventory		~~811~~1,~~859~~044,838			503,938
Deposits		5232,~~229~~254			338,108
Prepaid		~~111~~73,~~009~~419			20,730
Total current assets		3,~~081~~602,~~397~~839			3,110,505
Non-Current Assets:
Property and equipment, net		1,638,337			1,384,110
Property and Equipment, net		1,855,433			1,384,110
Right of use asset, net		~~226~~182,~~092~~818			172,429
Goodwill		2,648,~~789~~788			2,302,792
Intangible assets, net		184,838			96,885
Intangible Assets, net		377,538			96,885
Total Assets	$	78,~~779~~667,~~453~~416		$	7,066,721
LIABILITIES AND EQUITY
Accounts payable	$	~~960~~1,~~062~~046,709		$	492,352
Accrued expenses and other payable		2,~~246~~315,~~522~~092			2,322,022
Current portion of operating lease obligations		159,644			121,851
Current portion of equipment loan		30,592			30,592
Short-term business loan		-			179,488
Total Current Liabilities		3,~~396~~552,~~820~~037			3,146,305
Long-Term Liabilities:
Lease liability less current maturities		7023,~~571~~879			37,878
Equipment loan, non-current		2415,~~786~~677			31,427
Total Liabilities		3,~~492~~591,~~177~~593			3,215,610
Commitment and Contingencies (Note 11)		-			-
Stockholders’ Equity:
Preferred stock, par value $0.001 per share, 1,000,000 shares authorized; 1,000,000 and 0 shares issued and outstanding as of June 30, 2025, and March 31, 2025, respectively		1,000			1,000
Preferred stock, par value $0.001 per share, 1,000,000 shares authorized; 1,000,000 and 0 shares issued and outstanding as of September 30, 2025, and March 31, 2025, respectively		1,000			1,000
Common stock, par value $0.001 per share, 350,000,000 shares authorized; 294,297,607 issued and outstanding, and 295,347,903 issued and outstanding as of June 30, 2025, and March 31, 2025, respectively		294,297			295,348
Common stock, par value $0.001 per share, 300,000,000 shares authorized; 292,787,607 issued and outstanding, and 296,392,903 issued and 295,347,903 outstanding as of September 30, 2025, and March 31, 2025, respectively		292,787			295,348
Additional paid-in capital		31,~~294~~013,~~135~~275			31,480,143
Accumulated deficit		(2726,~~273~~307,~~936~~114	)		(27,738,975	)
Treasury Stock, at cost 500,000 and 1,045,296 shares as of June 30, 2025 and March 31, 2025, respectively		(80,020	)		(186,404	)
Treasury Stock, at cost 0 and 1,045,296 shares as of September 30, 2025 and March 31, 2025, respectively		-			(186,404	)
Non-controlling interest		51,800			-
Non-Controlling Interest		75,875			-
Total stockholders’ Equity		45,~~287~~075,~~276~~823			3,851,111
Total Liabilities and Equity	$	78,~~779~~667,~~453~~416		$	7,066,721

See accompanying notes to these unaudited consolidated financial statements.

F-1

EARTH SCIENCE TECH, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THREE AND SIX MONTHS ENDED ~~JUNE~~SEPTEMBER 30, 2025, AND 2024.

(UNAUDITED)

	2025			2024			2025			2024
	For the Three Months Ended June 30,
	For the Three Months Ended September 30,						For the Six Months Ended September 30,
	2025			2024			2025			2024
Revenue	$	89,~~760~~050,~~190~~626		$	8,~~568~~519,~~918~~047		$	17,810,816		$	17,087,965
Cost of goods sold		2,669,415			2,158,484
Cost of Goods Sold		2,326,643			2,252,366			4,996,058			4,410,850
Gross Profit		6,~~090~~723,~~775~~984			6,~~410~~266,~~434~~681			12,814,758			12,677,115
Expenses:
Expenses
Salaries expenses		3,801,116			3,335,130
Salaries Expense		4,049,998			3,605,954			7,851,113			6,941,084
General and administrative expense		980,172			60,596
Office/Selling, General and Administrative Expenses		888,495			1,259,422			1,832,883			2,580,405
Marketing		633,926			211,446
Advertising & marketing		740,026			152,520			1,373,952			363,966
Bank charges		~~255~~219,~~342~~667			~~288~~271,~~845~~452			475,009			560,297
Insurance expense		44,293			35,805
Legal & Professional Fees		11,825			63,259			82,120			181,706
Legal and professional fees		73,119			1,336,560
Insurance		42,253			45,021			86,545			80,826
Depreciation and amortization		34,563			30,232
Depreciation and Amortization		147,691			33,191			220,961			63,423
Utilities		2641,~~614~~413			46,~~528~~302			68,025			10,830
Rent		-			42,274
Total Expenses		6,141,366			5,437,121			11,990,608			10,782,537
Total Expenses		5,849,144			5,345,416
Other Income/Expenses
Other Income/Expenses
Dividend Income		6,956			-			9,407			-
Net realized gain on sale of investments		81,586			-
Interest earned		1,799			-			1,802			13,200
Dividend income		2,453			-
Net realized gain on sale of investments		145,558			-			227,144			-
Interest earned		-			13,200
Unrealized Gain/Loss of fair value changes of investments		216,359			-			351,674			-
Unrealized gain of fair value changes of investments		135,316			-
Interest Expenses		(7,393	)		(2,843	)		(11,566	)		(4,807	)
Interest expense		(4,272	)		(1,964	)
Net Income before taxes		945,897			826,717			1,402,611			1,902,971
Net Income before taxes		456,714			1,076,254
Income Tax		-			28,349			-			28,349
Income Taxes		-			-
Net Income		945,897			798,368			1,402,611			1,874,622
Net Income	$	456,714		$	1,063,251
Net Income/(Loss) attributed to non-controlling interest		(20,926	)		-			(29,250	)		-
Net Loss Attributed to Non-Controlling Interest		8,325			-
Net Income attributed to shareholders		966,823			798,368			1,431,861			1,874,622
Net Income attributable to stockholders	$	465,039		$	1,076,254
Profit/(Loss) per common share-Basic and Diluted		0.003			0.003			0.005			0.003
Earnings per common share-Basic and Diluted	$	0.001		$	0.003
Weighted average number of common shares outstanding basic and diluted		294,508,894			309,941,192

See accompanying notes to these unaudited consolidated financial statements.

F-2

EARTH SCIENCE TECH, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(UNAUDITED)

For the ~~three~~Six months ended ~~June~~September 30, 2025, and 2024

Description	Shares			Amount			Shares		Amount		Capital			Deficit			NCI			Stock			Total
	Common Stock						Preferred Stock				Additional paid in			Accumulated						Treasury
Description	Shares			Amount			Shares		Amount		Capital			Deficit			NCI			Stock			Total
Balance at March 31, 2025		295,347,903		$	295,347			1,000,000	$	1,000	$	31,480,143		$	(27,738,975	)		-			(186,404	)	$	3,851,111
Repurchase of common stock		-			-			-		-		-			-			-			(80283,~~674~~024	)		(80283,~~674~~024	)
Retirement of Treasury Stock		(12,~~050~~560,296	)		(12,~~050~~560	)		-		-		(~~186~~466,~~008~~868	)		-			-			~~187~~469,~~058~~428			-
Acquisition of subsidiary		-			-			-		-		-			-			60105,125			-			60105,125
Net Income (Loss)		-			-			-		-		-			~~465~~1,~~039~~431,861			(829,~~325~~250	)		-			~~456~~1,~~714~~402,611
Balance at June 30, 2025		294,297,607		$	294,297			1,000,000		1,000	$	31,294,135		$	(27,273,936	)		51,800			(80,020	)	$	4,287,276
Balance at September 30, 2025		292,787,607		$	292,787			1,000,000		1,000	$	31,013,275		$	(26,307,114	)	$	75,875		$	-		$	5,075,823

Description	Shares			Amount			Shares		Amount		Capital			Deficit			Total
	Common Stock						Preferred Stock				Additional paid in			Accumulated
Description	Shares			Amount			Shares		Amount		Capital			Deficit			Total
Balance at March 31, 2024		309,981,819		$	309,982			1,000,000	$	1,000	$	31,593,399		$	(29,655,076	)	$	2,249,305
Balance		309,981,819		$	309,982			1,000,000	$	1,000	$	31,593,399		$	(29,655,076	)	$	2,249,305
Repurchase of common stock		(6,345,896	)		(6,346	)		-		-		(916,449	)		-			(922,795	)
Repurchase of common stock		(914,108	)		(914	)		-		-		(157,559	)		-			(158,473	)
Net Income (Loss)		-			-			-		-		-			1,874,622			1,874,622
Treasury Stock		-			-			-		-		-			-
Balance at September 30, 2024		303,635,923		$	303,636			1,000,000		1,000	$	30,676,950		$	(27,780,454	)	$	3,201,132
Net Income		-			-			-		-					1,076,254			1,076,254
Net Income (Loss)		-			-			-		-					1,076,254			1,076,254
Balance at June 30, 2024		309,067,711			309,068			1,000,000		1,000		31,435,840		$	(28,578,822	)	$	3,167,086
Balance		309,067,711			309,068			1,000,000		1,000		31,435,840		$	(28,578,822	)	$	3,167,086

See accompanying notes to these unaudited consolidated financial statements.

F-3

For the Three months ended September 30, 2025, and 2024

Description	Shares			Amount			Shares		Amount		Capital			Deficit			NCI			Stock			Total
	Common Stock						Preferred Stock				Additional paid in			Accumulated						Treasury
Description	Shares			Amount			Shares		Amount		Capital			Deficit			NCI			Stock			Total
Balance at June 30, 2025		294,297,607		$	294,297			1,000,000	$	1,000	$	31,294,135		$	(27,273,936	)		51,800			(80,020	)	$	4,287,276
Repurchase of common stock		-			-			-		-		-			-			-			(202,350	)		(202,350	)
Retirement of Treasury Stock		(1,510,000	)		(1,510	)						(280,860	)		-			-			282,370			-
Acquisition of subsidiary		-			-			-		-		-			-			45,000			-			45,000
Net Income (Loss)		-			-			-		-		-			966,822			(20,925	)		-			945,897
Balance at September 30, 2025		292,787,607		$	292,787			1,000,000		1,000	$	31,013,275		$	(26,307,114	)	$	75,875		$	-		$	5,075,823

Description	Shares			Amount			Shares		Amount		Capital			Deficit			Total
	Common Stock						Preferred Stock				Additional paid in			Accumulated
Description	Shares			Amount			Shares		Amount		Capital			Deficit			Total
Balance at June 30, 2024		309,067,711		$	309,068			1,000,000	$	1,000	$	31,435,840		$	(28,578,822	)	$	3,167,086
Balance at		309,067,711		$	309,068			1,000,000	$	1,000	$	31,435,840		$	(28,578,822	)	$	3,167,086
Repurchase of common stock		(5,431,788	)		(5,432	)		-		-		(758,890	)		-			(764,322	)
Net Income		-			-			-		-					798,368			798,368
Net Income (Loss)		-			-			-		-					798,368			798,368
Balance at September 30, 2024		303,635,923			303,636			1,000,000		1,000		30,676,950		$	(27,780,454	)	$	3,201,132
Balance		303,635,923			303,636			1,000,000		1,000		30,676,950		$	(27,780,454	)	$	3,201,132

See accompanying notes to these unaudited consolidated financial statements.

F-4

EARTH SCIENCE TECH, INC. AND SUBSIDIARIES

STATEMENTS OF CASH FLOWS

FOR ~~THREE~~SIX MONTHS ENDED ~~JUNE~~SEPTEMBER 30, 2025, AND 2024.

(UNAUDITED)

	2025			2024
Cash flows from operating activities:
Net Income	$	~~456~~1,~~714~~402,611		$	1,~~076~~874,~~254~~622
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		34220,~~563~~961			3063,~~232~~423
Unrealized gain on investments		(~~135~~351,~~316~~674	)		-
Realized gain on sale of investments		(81227,~~586~~144	)		-
Changes in operating assets and liabilities, net of acquisition:
Accounts receivable		(~~212~~98,~~580~~125	)		~~(82~~31,~~264~~481	)
Deposits		~~285~~305,~~879~~854			(513,~~099~~256	)
Prepaid expenses and other current assets		(9052,~~279~~689	)		(~~123~~90,~~933~~110	)
Inventory		(~~265~~474,~~551~~656	)		76(116,~~564~~478	)
Lease liability, net		16(29,~~823~~869	)		(1736,~~426~~814	)
Accounts payable and accrued expenses		~~330~~485,~~709~~927			(3165,~~143~~049	)
Net cash provided by operating activities		~~339~~1,~~376~~181,196			~~951~~1,~~185~~877,917
Cash flows from investing activities:
Purchases of property and equipment and intangibles		(~~232~~584,~~220~~015	)		(99108,~~725~~595	)
Purchase of investments		(13,~~309~~208,~~785~~127	)		-
Sale of investments		13,~~285~~442,~~054~~619			-
Cash used for asset acquisitions, net of cash acquired		(~~411~~591,265	)		-
Net cash used in investing activities		(~~668~~940,~~216~~788	)		(99108,~~725~~595	)
Cash flows from financing activities:
Payments on equipment loan		(186,129	)		(6,301	)
Payments on loans and obligations		(195,238	)		(12,037	)
Repurchase of common stock		(80283,~~674~~024	)		(~~158~~922,~~473~~795	)
Net Cash used in financing activities		(~~266~~478,~~803~~262	)		(~~164~~934,~~774~~832	)
Net increase (decrease) in cash and cash equivalents		(~~595~~237,~~643~~854	)		~~686~~834,~~686~~490
Cash and cash equivalents at beginning of the period		1,473,228			697,721
Cash and cash equivalents at end of the period	$	~~877~~1,~~585~~235,374		$	1,~~384~~532,~~407~~211
Supplemental Disclosure of Cash Flow Information:
Cash paid for interest	$	1411,~~984~~566		$	14,~~964~~807
Cash paid for income taxes	$	-		$	-28,349
Non-Cash Transactions
Initial recognition of right of use asset	$	104,906		$	-100,294
Retirement of treasury stock	$	~~187~~469,~~058~~428		$	-
Common stock issued on conversion of notes payable	$	-		$	385,000
5% interest in subsidiary as part of consideration in asset purchased	$	45,000		$	-

See accompanying notes to these unaudited consolidated financial statements.

F-45

EARTH SCIENCE TECH, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

~~June~~September 30, 2025

(UNAUDITED)

NOTE 1- ORGANIZATION AND NATURE OF OPERATIONS

Earth Science Tech, Inc. (“ETST”) was incorporated under the laws of the State of Nevada on April 23, 2010, and subsequently redomiciled to the State of Florida on June 27, 2022. As of November 8, 2022, ETST operates as a strategic holding company, focused on ~~acquisitions~~value increation through the ~~health~~ acquisition, operational optimization, and ~~wellness~~management ~~sector~~of its operating businesses.

The Company’s current operations include compounding pharmaceuticals, telemedicine and real estate development through its wholly owned subsidiaries: RxCompoundStore.com, LLC (“RxCompound”), Peaks Curative, LLC (“Peaks”), Avenvi, LLC (“Avenvi”), Mister Meds, LLC (“Mister Meds”), ~~and~~Las ~~Earth~~Villas ~~Science~~Health ~~Foundation~~Care., Inc. (“~~ESF~~Villas”)., ~~The Company acquired 100% of Las Villas Health Care~~DOConsultations, ~~Inc~~LLC. (“~~Villas~~DOC”), Earth ~~DOConsultations~~Science Foundation, ~~LLC~~Inc. (“~~DOC~~ESF”), and an 80% interest in MagneChef (“Magne”).

RxCompound, based in Miami, Florida, is a fully licensed compounding pharmacy authorized to fulfill prescriptions in the following states and territories: Arizona, Colorado, Delaware, Florida, Georgia, Illinois, Indiana, Iowa, Maine, Maryland, Minnesota, Missouri, Nevada, New Jersey, New York, North Carolina, Ohio, Oklahoma, Pennsylvania, Rhode Island, Utah, Wisconsin and Puerto Rico. RxCompound is actively pursuing licensure in the remaining U.S. states.

Peaks is a telemedicine referral platform offering asynchronous consultations for Peaks-branded compounded medications prepared at RxCompound and Mister Meds pharmacies. The platform operates in states where either of these two pharmacies are licensed. Through the development of its own healthcare provider network, MyOnlineConsultation.com, and ongoing licensure expansion for both pharmacies, Peaks aims to offer services nationwide.

Avenvi is a diversified real estate company engaged in development, asset management, and financing. With a growing portfolio of real estate holdings, Avenvi provides turnkey solutions from development to end-user financing. It also manages investment activities for ETST and oversees the Company’s ongoing $5 million share repurchase program.

Mister Meds, acquired on October 1, 2024, is in Abilene, Texas. The pharmacy received full compounding licensure in March 2025. It operates out of a 5,000 sq. ft. facility owned by Avenvi and includes advanced sterile compounding capabilities with both positive and negative pressure environments, as well as hazardous drug handling. Mister Meds is currently applying for licensure in states not yet serviced by RxCompound.

ESF, a 501(c)(3) nonprofit organization incorporated on February 11, 2019, is the charitable arm of ETST. ESF accepts grants and donations to assist individuals who need financial support for prescription costs at both RxCompound and Mister Meds. This organization is not part of the financial statements.

Villas is a brick-and-mortar healthcare facility dedicated to the Spanish speaking community. Villas’ expert-led services include advanced sexual health treatments, and customized solutions to enhance physical performance. Villas combines compassionate, personalized care with clear, trustworthy education.

DOC was founded with a mission to modernize the availability and delivery of home-based therapies. DOC provides consultations to develop personalized medication plans tailored to each customer’s health and wellness goals.

~~MagneChef~~ESF, is a ~~direct-to-consumer~~501(c)(3) ~~retail~~nonprofit ~~brand.~~organization ~~Utilizing~~incorporated ~~its~~on ~~patents~~February ~~and~~11, ~~intellectual properties~~2019, is the ~~company~~charitable ~~aims~~arm toof ~~develop~~ETST. ~~new~~ESF ~~products~~accepts ~~that can~~grants ~~be marketed~~ and ~~sold~~donations to ~~online.~~assist ~~Currently,~~individuals ~~the~~who ~~company~~need ~~has~~financial ~~developed~~support ~~products~~ for ~~cooking.~~prescription ~~MagneChef~~costs isat inboth ~~the~~RxCompound ~~process~~and ofMister ~~expanding its~~Meds. ~~product~~This ~~line~~organization ~~for~~is ~~new~~not part ~~offerings~~of ~~that~~the ~~incorporate~~financial ~~its intellectual property~~statements.

MagneChef is a direct-to-consumer retail brand. Utilizing its patents and intellectual properties, the company aims to develop new products that can be marketed and sold online. Currently, the company has developed products for cooking. MagneChef is in the process of expanding its product line for new offerings that incorporate its intellectual property. In addition, the company has recently expanded into the premium American-made BBQ tool brand market through the acquisition of BBQraft trademark.

F-6

NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Financial Statements

The accompanying unaudited consolidated financial statements include all adjustments (consisting only of its normal recurring adjustments) which management believes necessary for a fair presentation of the statements and have been prepared on a consistent basis using the accounting polices described in the Summary of Significant Accounting Policies included in the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended March 31, 2025, as originally filed with the Securities and Exchange Commission on ~~March 18, 2025 and Amendment No. 1 to the Form 10-K filed on~~ June 27, 2025 (the “2025 Annual Report”). Certain financial information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission, although the Company firmly believes that the accompanying disclosures are adequate to make the information presented not misleading. The financial statements should be read in conjunction with the financial statements and notes thereto included in the 2025 Annual Report. The interim operating results for the ~~three~~six months ending ~~June~~September 30, 2025, may not be indicative of operating results expected for the full year.

Basis of presentation

The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”).

F-5

Principles of consolidation

The accompanying consolidated financial statements include all the accounts of the Earth Science Tech, Inc. and its subsidiaries (collectively, the “Company”). All intercompany transactions have been eliminated during consolidation.

Use of estimates and assumptions

The preparation of consolidated 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 disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The areas requiring significant estimates are impairment of goodwill, provision for taxation, useful life of depreciable assets, useful life of intangible assets, contingencies, and going concern assessment. The estimates and underlying assumptions are reviewed on an ongoing basis. Actual results could differ from those estimates.

Impairment of Long-Lived Assets

The Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is assessed based on the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. If the carrying amount exceeds the asset’s fair value, an impairment loss is recognized in the amount of the excess. No impairment losses were recognized for the three months ended ~~June~~September 30, 2025, and ~~March 31, 2025~~2024.

Cash and cash equivalents.

Cash and cash equivalents include all highly liquid debt instruments with original maturities of three months or less, As of ~~June~~September 30, 2025, the Company’s cash balance exceeded federally insured limits by approximately $~~231~~211,~~054~~000. The Company maintains its cash with high-credit-quality financial institutions and has not experienced any losses in such accounts. Management believes the Company is not exposed to significant credit risk with respect to these balances.

Accounts Receivable.

Accounts ~~receivable~~receivables are carried at their contractual amounts, less an estimated allowance for credit losses. Management estimates the allowance for credit losses using a loss-rate approach based on historical loss information, adjusted for management’s expectations about current and future economic conditions, as the basis to determine expected credit losses. Management exercises significant judgment in determining expected credit losses. Key inputs include macroeconomic factors, industry trends, the creditworthiness of counterparties, historical experience, the financial conditions of the customers, and the amount and age of past due accounts. Management believes that the composition of receivables at year-end is consistent with historical conditions as credit terms and practices and the client base ~~has~~have not changed significantly. Receivables are considered past due if full payment is not received by the contractual due date. Past due accounts are generally written off against the allowance for credit losses only after all collection attempts have been exhausted. As of ~~June~~September 30, 2025, and March 31, 2025, the Company had not recorded an allowance for credit losses, as management determined that no no reserve was necessary based on its assessment of the collectability of outstanding balances and the credit quality of its customers.

F-7

Revenue recognition

In accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers, the Company recognizes revenue when it satisfies performance obligations, by transferring promised goods or services to customers, in an amount that reflects the consideration to which the Company expects to be entitled in exchange for fulfilling those performance obligations. Revenue for product sales is recognized at point of sale or upon shipment, depending on the terms of the arrangement. There are no contract assets or contract liabilities and therefore no unsatisfied performance obligations.

F-6

Equity Investments at fair value

The Company accounts for its equity securities in accordance with ASC 321, Investments – Equity Securities, as amended by ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities. Equity securities with readily determinable fair values are measured at fair value, with changes in fair value recognized in earnings in the period in which they occur.

Disaggregated Revenue

In accordance with ASC 606, the Company disaggregates revenue from contracts with customers by category — core and non-core - as it believes it best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.

The Company’s disaggregated revenue by category is as follows:

SCHEDULE OF DISAGGREGATED REVENUE

	2025		2024		2025		2024
	For the three months ending June 30,
	For the three months ending September				For the six months ending September 30
	2025		2024		2025		2024
Core:
Sale of Pharmaceutical products – RxCompound	$	8,240,556	$	8,526,880	$	15,688,808	$	16,972,729
Sale of Pharmaceutical products – RxCompound	$	7,950,120	$	8,526,880
Sale of Pharmaceutical products –Peaks		541,135		42,038		1,122,974		115,236
Sale of Pharmaceutical products –Peaks		541,135		42,038
Sale of products and services –Villas Health		119,627		-		227,144		-
Sale of products and services –Villas Health		119,627		-
Sale of Pharmaceutical products –Doconsultations		104,695		-		305,706		-
Sale of Pharmaceutical products –Doconsultations		104,695		-
Sale of Pharmaceutical products –Mister Meds		22,812		-		317,240		-
Sale of Pharmaceutical products –Mister Meds		22,812		-
Services MOC Teledoc		11,032		-		40,700		-
Services MOC Teledoc		11,032		-
Sale of products- Magnefuse LLC		10,769		-		108,244		-
Sale of products- Magnefuse LLC		10,769		-
Total revenue	$	9,050,626	$	8,519,047	$	17,810,816	$	17,087,965
Total revenue	$	8,760,190	$	8,568,918

During the ~~three~~six months ended ~~June~~September 30, 2025, and 2024, the Company had a net realized gain on sales of investments of $81227,~~586~~144 and $0, dividend income of $29,~~453~~407 and $0, and interest income of $01,802 and $13,200. These amounts are not included in revenue from contracts with customers and are classified separately in other income.

~~As of~~During ~~June~~the three months ended September 30, 2025 and 2024, the Company had ~~three~~a ~~significant~~net ~~customers~~realized gain on sales of investments of $145,558 ~~accounting~~and ~~for~~$0, ~~approximately~~dividend 7%income of $6,956 ~~10%~~and $0, and 9%interest income of ~~revenue~~$1,799 and $0. ~~Total~~These ~~accounts receivable~~amounts ~~balances~~are ~~for~~not ~~the~~included ~~three~~in revenue from contracts with customers ~~was~~and ~~$341,644~~are classified separately in other income.

~~F-7~~As of September 30, 2025, the Company had 3 significant customers, accounting for approximately 9%, 8% and 6% of revenue.

Inventory

Inventory is stated at the lower of cost or market. Cost is determined using the first-in, first-out (FIFO) method. Inventory consists primarily of finished goods.

The Company evaluates inventory for excess and obsolescence based on factors such as current inventory levels, estimated product life cycles, historical and forecasted customer demand, and input from the product development team. When necessary, a reserve is recorded to reduce the carrying value of inventory to its estimated net realizable value. These estimates and assumptions are reviewed at least annually and updated as needed based on the Company’s business plans and market conditions. As of ~~June~~September 30, 2025, and March 31, 2025, ~~the~~ the inventory reserves were not material.

F-8

Cost of Goods Sold

Components of cost of goods sold include product costs, consumables, shipping costs to customers and any inventory adjustments.

Shipping and Handling

Costs incurred by the Company for shipping and handling are included in costs of goods sold.

Income taxes

The Company accounts for income taxes under ASC 740, Income Taxes. Under ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. 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 income in the period, which includes the enactment date. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion of or all the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

Earnings per share

The Company follows ASC 260 to account for earnings per share. Basic earnings per common share calculations are determined by dividing net results from operations by the weighted average number of shares of common stock outstanding during the reporting period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted. Diluted earnings per share is calculated using the weighted average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents, if any, using the treasury stock method.

For the three and six months ended ~~June~~September 30, 2025, and 2024, basic and diluted earnings per share are the same because the Company had no potentially dilutive securities outstanding during those periods.

F-8

Goodwill

Goodwill represents the excess of the aggregate purchase price over the fair value of the net assets acquired in a purchase business combination. Goodwill is reviewed for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that the carrying amount of goodwill may be impaired. In conducting its annual impairment test, the Company first reviews qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. If factors indicate that the fair value of the reporting unit is less than its carrying amount, the Company performs a quantitative assessment, and the fair value of the reporting unit is determined by analyzing the expected present value of future cash flows. If the carrying value of the reporting unit continues to exceed its fair value, the fair value of the reporting unit’s goodwill is calculated and an impairment loss equal to the excess is recorded.

Stock Based Compensation

The Company applies the fair value method of ASC 718, Compensation-Stock Compensation, in accounting for its stock-based compensation. These standards state that compensation cost is measured at the grant date based on the fair value of the award and is recognized over the service period, which is usually the vesting period, if any. The Company uses the Black-Scholes option pricing model to determine the fair value of its stock, stock option and warrant issuance. The determination of the fair value of stock-based payment awards on the date of grant using an option-pricing model is affected by the Company’s stock price, as well as assumptions regarding a few complex and subjective variables. These variables include the Company’s expected stock price, volatility over the term of the awards, actual employee exercise behaviors, risk-free interest rate and expected dividends. No stock-based commitments were outstanding as of ~~June~~ September 30, 2025, and ~~March 31, 2025~~2024.

Fair Value

FASB ASC 820, Fair Value Measurements and Disclosures (“ASC 820”) establishes a framework for all fair value measurements and expands disclosures related to fair value measurement and developments. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 requires that assets and liabilities measured at fair value are classified and disclosed in one of the following three categories:

Level 1 — Quoted market prices for identical assets or liabilities in active markets or observable inputs,

F-9

Level 2 — Significant other observable inputs that can be corroborated by observable market data; and

Level 3 — Significant unobservable inputs that cannot be corroborated by observable market data.

The carrying amounts of the Company’s financial instruments, such as cash, accounts receivable, accounts payable and other liabilities, approximate fair value because of the short-term nature of these items.

As of ~~June~~September 30, 2025, all of the Company’s investments were classified as Level 1 and were measured at fair value using quoted ~~market~~ market prices in active markets.

The fair value of the Company’s debt approximates its carrying value as of ~~June~~September 30, 2025, and March 31, 2025. Factors that the ~~Company~~ Company considered when estimating the fair value of its debt included market conditions, liquidity levels in the private placement market, ~~variability~~ variability in pricing from multiple lenders and terms of debt.

Property and equipment

Property and equipment are stated at cost. Expenditures for maintenance and repairs are charged to earnings as incurred; additions, renewals and betterments are capitalized. When property and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Depreciation on property and equipment is charged using a straight-line method over the estimated useful life of 5 years.

F-9

Recently issued accounting pronouncements

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments, as modified by FASB ASU No. 2019-10 and other subsequently issued related ASUs. The amendments in this Update affect loans, debt securities, trade receivables, and any other financial assets that have the contractual right to receive cash. The ASU requires an entity to recognize expected credit losses rather than incurred losses for financial assets. The amendments in this Update are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company adopted this new guidance effective April 1, 2023, utilizing the modified retrospective transition method. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements but did change how the allowance for credit losses is determined.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires public entities to disclose significant segment expenses and other segment items on an interim and annual basis and provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. The ASU does not change how a public entity identifies its operating segments, aggregates them, or applies the quantitative threshold to determine its reportable segments. The new disclosure requirements are also applicable to entities that account and report as a single operating segment entity. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024. The Company adopted this guidance April 1, 2024. There was no impact on the Company’s reportable segments identified.

ASU 2024-03 – Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40) requires disclosure, in the notes to financial statements, of specified information about certain costs and expenses, such as the amounts of purchases of inventory, employee compensation, depreciation, intangible asset amortization, included in each relevant expense caption; disclosure of a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively; and disclosure of the total amounts of selling expenses. For public business entities, the amendments in this update are effective for annual periods beginning after December 15, 2026, and interim reporting periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is evaluating the impact of this ASU on its consolidated financial statement disclosures.

Intangible assets

Intangible assets consist of the Peaks telemedicine platform, the Holding Company’s web domains, patents, ~~and~~ Mister Meds LLC’s software and domain and Magnefuse’s trademark and softwares. These intangible assets are considered to have finite useful lives and are amortized on a straight-line basis over an estimated useful life of five years.

The Company reviews intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If such indicators exist, the Company compares the carrying amount of the asset to the expected undiscounted future cash flows. An impairment loss is recognized if the carrying amount exceeds the asset’s fair value. No impairment losses were recognized for the three months and six months ended ~~June~~September 30, 2025, and 2024.

F-10

NOTE 3- INVENTORY

SCHEDULE OF INVENTORIES

	June 30, 2025		March 31, 2025
	September 30, 2025		March 31, 2025
	As of
	June 30, 2025		March 31, 2025
	September 30, 2025		March 31, 2025
Raw materials	$	~~549~~825,~~487~~414	$	411,810
Finished goods		~~262~~219,~~372~~424		92,128
Inventory	$	~~811~~1,~~859~~044,838	$	503,938

F-10

NOTE 4 – PROPERTY AND EQUIPMENT, NET

SCHEDULE OF PROPERTY AND EQUIPMENT

	June 30, 2025			March 31, 2025
	September 30, 2025			March 31, 2025
	As of
	June 30, 2025			March 31, 2025
	September 30, 2025			March 31, 2025
Land	$	337,~~531~~532		$	281,209
Building		329,647			329,647
Land Improvements		27284,~~030~~131			-
Furniture and Equipment		1,~~060~~093,~~755~~299			860,736
Property and Equipment, cost		~~1,754,963~~			~~1,471,592~~
Less: Accumulated depreciation		(~~116~~189,~~626~~176	)		(87,482	)
Property and Equipment, Net	$	1,~~638~~855,~~337~~433		$	1,384,110

Depreciation expense for the three and six months ended ~~June~~September 30, 2025, and ~~June 30~~, 2024, were $2477,~~303~~391 and 11,602 respectively, and $10101,~~999~~694 and $22,601 respectively.

NOTE 5- LEASES

The Company treats a contract as a lease when the contract conveys the right to use a physically distinct asset for a period in exchange for consideration, or the Company directs the use of the asset and obtains substantially all the economic benefits of the asset. These leases are recorded as right-of-use (“ROU”) assets and lease obligation liabilities for leases with terms greater than 12 months. ROU assets represent the Company’s right to use an underlying asset for the entirety of the lease term. Lease liabilities represent the Company’s obligation to make payments over the life of the lease. A ROU asset and a lease liability are recognized at commencement of the lease based on the present value of the lease payments over the life of the lease. Initial direct costs are included as part of the ROU asset upon commencement of the lease. Since the interest rate implicit in a lease is generally not readily determinable for the operating leases, the Company uses an incremental borrowing rate to determine the present value of the lease payments. The incremental borrowing rate represents the rate of interest the Company would have to pay to borrow on a collateralized basis over a similar lease term to obtain an asset of similar value.

The Company reviews the impairment of ROU assets consistent with the approach applied to the Company’s other long-lived assets, assessing recoverability when events or changes in circumstances indicate the carrying value may not be recoverable. The Company elected the practical expedient to exclude short-term leases (leases with original terms of 12 months or less) from ROU asset and lease liability accounts. The Company has elected not to apply the other transition practical expedients available under ASC 842.

The Company’s leases are classified as operating leases. Lease expense for operating leases is recognized on a straight-line basis over the lease term.

F-11

The Company’s leases are classified as operating leases. Lease expense for operating leases is recognized on a straight-line basis over the lease term.

Supplemental balance sheet information related to leases were as follows:

	June 30, 2025		March 31, 2025
	September 30, 2025		March 31, 2024
	As of
	June 30, 2025		March 31, 2025
	September 30, 2025		March 31, 2024
Assets
Right of use asset, net	$	~~226~~182,~~092~~818	$	172,429
Operating lease liabilities
Current		159,644		121,851
Non-current		7023,~~571~~879		37,878
Total Lease Liabilities	$	~~230~~183,~~215~~523	$	159,729

The components of lease cost were as follows:

SCHEDULE OF LEASE COST

	2025		2024
	For the three months ending June 30,
	For the six months ending September 30,
	2025		2024
Operating lease cost	$	4094,~~245~~516	$	1737,~~525~~184
Variable lease cost		13,~~538~~017		14,~~719~~807
Sublease income		-		-
Total lease cost	$	97,533	$	41,991
Total lease cost	$	41,783	$	19,244

Lease term and discount rate were as follows:

SCHEDULE LEASE TERM AND DISCOUNT RATE

The following table presents the future minimum lease payments under non-cancelable operating leases as of ~~March~~September 3130, 2025:

As of June 30, 2025	Operating Leases
As of September 30, 2025	Operating Leases
2026	$	~~128~~168,~~098~~234
2027		~~106~~17,~~637~~995
Total		~~234~~186,~~375~~229
Less: imputed interest		(42,~~520~~706	)
Present value of lease payment	$	~~230~~183,~~215~~523

F-12

NOTE 6 - INTANGIBLE ASSETS

Intangible assets consisted of the following:

SCHEDULE OF INTANGIBLE ASSETS

	June 30, 2025			March 31, 2025
	September 30, 2025			March 31, 2025
	As of
	June 30, 2025			March 31, 2025
	September 30, 2025			March 31, 2025
Telemedicine Platform	$	17,806		$	17,806
Web Domain		4146,~~386~~181			41,386
Software		~~127~~114,~~075~~249			56,~~334~~344
Patents		38,717			-
Patent		98,299			-
Gross Balance		38,717			-
Trademark		173,026			-
Accumulated Amortization		(40,146	)		(18,641	)
Gross Balance		173,026			-
Net Balance	$	184,838		$	96,885
Accumulated Amortization		(72,023	)		(18,641	)
Net Balance		377,538			96,885

~~For~~During the ~~three~~six months ~~ended~~ending ~~June~~September 30, 2025, ~~and~~the ~~2024~~Company capitalized $173,026 ~~amortization~~related ~~expense~~to ~~was~~the ~~$3,991~~acquisition of a trademark and $198,~~708~~299 ~~respectively~~related to the acquisitions of various patents.

For the three and six months ended September 30, 2025, and 2024, amortization expense was $49,391 and $1,958 respectively, and $53,382 and $3,666 respectively.

NOTE 7- GOODWILL

Goodwill was recorded in connection with the acquisition of RxCompoundStore.com, LLC , Peaks Curative, LLC , Magnefuse LLC, Las Villas Health ~~and~~ and Doconsultations LLC. On November 08, 2022, the Company acquired 100% of the outstanding equity interest of RxCompoundStore.com, LLC ~~and~~ and Peaks Curative, LLC in exchange for shares. On April 1, 2025, the Company acquired 100% of Las Villas Health LLLC and Doconsultations LLC, and 80% of Magnefuse LLC, and recognized Goodwill as part of the purchase price allocation.

NOTE 8- ACCRUED EXPENSES AND OTHER PAYABLES

Accrued expenses and other payables consisted of the following:

	June 30, 2025		March 31, 2025
	September 30, 2025		March 31, 2025
	As of
	June 30, 2025		March 31, 2025
	September 30, 2025		March 31, 2025
Officer compensation		1,~~394~~542,~~734~~416		1,812,680
Merchant fees		7276,~~343~~483		97,965
Payroll accrual		~~293~~287,~~455~~747		254,364
Credit card payable		~~294~~115,~~829~~388		68,586
Insurance Payable		~~102~~73,~~734~~358		-
Income-tax payable		88,427		88,427
Total Accrued Expenses	$	2,246,522	$	2,322,022
Advertisement expense		131,209		-
Total Accrued Expenses	$	2,315,028	$	2,322,022

F-13

NOTE 9 – DEBT

Equipment loan:

Equipment loan consists of an equipment loan bearing interest at 5.28% per annum and matures March 12, 2027. Scheduled principal payments are as follows: $30,592 due during the year ended March 31, 2026, and $2431,~~786~~009 due during the year ended March 31, 2027. Interest expense for the three and six months ended ~~June~~September 30, 2025, and 2024 was $~~986~~241 and $187 respectively, and $1,~~052~~226.50 and $1,239.

Short-term business loan

Short term business loan represents a margin loan from Charles Schwab bearing interest of 11.075% per annum. The loan is repaid from the proceeds of stock and option sales. Total interest expense for the three months ended June 30, 2025, and 2024 was $2,438 and $0.

NOTE 10 – ACQUISITION AND RELATED TRANSACTIONS

Las Villas Health, LLC and Doconsultations, LLC were acquired for total cash consideration of $200,000 on April 1, 2025. The transaction was accounted for as business combination under ASC 805. No liabilities were assumed in acquisition. The acquisition resulted in goodwill of $117,693.

On April 1, 2025, the Company also completed the acquisition of 80% of Magnefuse, LLC for total cash consideration of $240,500. The transaction was accounted for as business combination under ASC 805. The acquisition resulted in goodwill of $228,304.

~~The following table summarizes the aggregate fair values of the assets~~Assets ~~acquired~~ and ~~liabilities~~Liabilities ~~assumued~~acquired ~~for~~from ~~acquisitions~~Las ~~completed~~Villas ~~during~~Health, ~~the~~LLC, ~~quarter~~Doconsultations, ~~ended~~LLC ~~June~~and 30Magnefuse, ~~2025.~~LLC, Noare ~~individual~~as ~~acquisition was material on a standalone basis.~~follows:

~~SCEDULE~~ SCHEDULE OF ASSETS AND LIABILITIES ACQUIRED CONSIDERATION BETWEEN THE TWO ENTITIES

Cash	$	29,235
Inventory		42,370
Property and equipment		71,682
Intangibles assets		72,841
Total assets acquired		216,~~628~~129
Accounts payable		(61,500	)
Net Assets	$	154,629
Non Controlling Interest		(60,125	)
Goodwill	$	345,997
Purchase price	$	440,500

On July 24^st, Magnefuse, LLC. acquired the brand name BBQraft from Crafted Elements, LLC for a total consideration of $225,000, which consist of $180,000 cash, and a 5% interest of Magnefuse, with an estimated fair value of $45,000.

Assets acquired from Crafted Elements, LLC are as follows:


Inventory		23,874
Website		16,000
Designs		12,100
Trademark		173,026
Net Assets	$	225,000

F-14

NOTE 11 – COMMITMENTS AND CONTINGENCIES

Commitments and contingencies

The Company accounts for contingencies in accordance with ASC 450, Contingencies. A liability is recorded when it is probable that a loss has been incurred and the amount can be reasonably estimated. If a loss is reasonably possible but not probable, or if the amount cannot be estimated, the nature of the contingency and an estimate of the possible loss, if determinable, is disclosed. Remote contingencies are generally not disclosed unless related to guarantees.

F-14

Legal Matters:

From time to time, the Company may be involved in legal proceedings arising in the ordinary course of business. As of ~~June~~September 30, 2025 ~~and March 31~~, ~~2025,~~ there were no pending or threatened legal actions that, in management’s opinion, are expected to have a material adverse effect on the Company’s financial position, results of operations, or cash flows.

Employment and Consulting Agreements:

On December 30, 2024, the Company adopted a new compensatory arrangement for its executive officers, which superseded the prior plan. Under this arrangement, Giorgio R. Saumat, the Company’s CEO and Chairman of the Board, shall receive a monthly salary of ~~$200,000.00~~two hundred thousand dollars during the term of this agreement. In addition to the monthly salary and in lieu of stock compensation (which the Company does not offer) the Executive is entitled to quarterly performance bonuses equal to ~~10%~~ten percent of the Company’s ~~revenue~~collections ~~for~~(actual cash ~~the~~receipts ~~preceding~~received) ~~quarter~~from all wholly owned subsidiaries, excluding Avenvi. These bonuses are contingent on the Company’s assets increasing quarter over quarter by at least ~~5%.~~five percent Mario G. Tabraue, the Company’s COO and a member of the Board of Directors, shall receive a monthly salary of ~~$150,000.00~~one hundred fifty thousand dollars during the term of this agreement. In addition to the monthly salary and in lieu of stock compensation (which the Company does not offer) the Executive is entitled to quarterly performance bonuses equal to 7%seven percent of the Company’s ~~revenue~~collections ~~for~~(actual ~~the~~cash ~~preceding~~receipts ~~quarter.~~received) from all wholly owned subsidiaries, excluding Avenvi. These bonuses are contingent on the Company’s assets increasing quarter over quarter by at least 5% percent. These arrangements have ~~are~~a ~~for~~twenty-four-month 24term ~~months~~that ~~beginning~~began on January 1, 2025.

NOTE 12 – EQUITY

Common stock:

The Company has authorized ~~350~~300,000,000 shares of $.001 par value common stock. As of ~~June~~September 30, 2025, and March 31, 2025, the Company had ~~294~~292,~~297~~787,607 and 295,347,903 shares, respectively, of common stock issued and ~~294~~292,~~173~~787,~~903~~607 and ~~294~~309,~~302~~981,~~607~~819 outstanding.

During the ~~three~~six months ended ~~June~~September 30, 2025, the Company did not issue any stock.

During the three months ended ~~June~~September 30, 2025, the Company repurchased ~~505,000 shares of its common stock for $80,674~~ and retired 1,~~050~~510,~~296~~000 shares of its common stock ~~with~~for ~~a cost of~~ $~~187~~282,~~058 and holds 500,000 shares in treasury at cost of $80,020~~370.

During the six months ended September 30, 2025, the Company repurchased and retired 2,560,296 shares of its common stock for $469,428.

F-15

NOTE 13 – RELATED PARTY TRANSACTIONS

The Company follows the guidance of ASC 850, Related Party Disclosures, in identifying and disclosing transactions with related parties.

Parties are considered to be related if one party has the ability to control or exercise significant influence over the other party in making financial and operating decisions. Transactions with related parties have been disclosed in debt, acquisition, and officer’s compensation notes.

The Company pays compensation for Giorgio R. Saumat and Mario Tabraue to their respective solely owned LLCs, Point96 Consulting, LLC and Tabraue Consulting, LLC. These entities are considered related parties under ASC 850 due to their ownership and control relationships with the individuals providing services to the Company.

F-15

NOTE 14 – INCOME TAXES

~~The~~Although ~~income~~the Company reported pre-tax ~~provisions~~book income for the three and six months ended ~~June~~September 30, 2025, ~~and~~no ~~2024~~income tax provision was $0recorded as some book income, such as unrealized investment gains, is not currently taxable, and ~~$13~~due to temporary differences such as tax depreciation exceeding book depreciation,~~003~~ resulting in no current taxable income.

~~Although~~The ~~the~~ Company’s ~~reported~~policy ~~pre-~~is to record interest and penalties associated with unrecognized tax ~~book~~benefits as additional income ~~for~~taxes in the statement ~~three~~of ~~months~~operations. ~~ended~~As ~~June~~of September 30, 2025, the Company had no ~~income~~unrecognized tax ~~provision~~benefits, ~~was~~or ~~recorded~~any astax ~~some~~related ~~book income~~interest or penalties, and ~~such~~it asdoes ~~unrealized~~not ~~investment~~expect ~~gains,~~significant ischanges ~~not~~in ~~currently~~the ~~taxable,~~amount ~~and~~of ~~due~~unrecognized tax benefits to ~~temporary~~occur ~~differences~~within ~~such~~the asnext ~~tax~~six ~~depreciation~~months. ~~exceeding~~There were ~~book~~no ~~depreciation~~changes in the Company’s unrecognized tax benefits during the six-month period ended September 30, ~~resulting~~2025. inThe noCompany ~~current~~did ~~taxable~~not recognize ~~income~~any interest or penalties during fiscal year 2026 related to unrecognized tax benefits.

The Company’s policy is to record interest and penalties associated with unrecognized tax benefits as additional income taxes in the statement of operations. As of April 1, 2025, the Company had no unrecognized tax benefits, or any tax related interest or penalties, and it does not expect significant changes in the amount of unrecognized tax benefits to occur within the next twelve months. There were no changes in the Company’s unrecognized tax benefits during the three-month period ended June 30, 2025. The Company did not recognize any interest or penalties during 2025 related to unrecognized tax benefits.

With few exceptions, the U.S. and state income tax returns filed for the tax years ending on March 31, 2022, and thereafter are subject to examination by the relevant taxing authorities.

NOTE 15 – SEGMENT REPORTING

The Company operates as a single reportable segment. As the Chief Operating Decision Maker (“CODM”), the Chief Executive Officer (“CEO”), evaluates the business on a consolidated basis ~~and does not receive discrete financial information for multiple business units~~.

Measure of Segment Profit or Loss

The CODM assesses the Company’s financial performance based on operating income, which aligns with the amount reported in the statement of operations.

	2025			2024			2025			2024
	For the Three Months Ended June 30,
	For the Three Months Ended September 30,						For the Six Months Ended September 30,
	2025			2024			2025			2024
Revenue	$	89,~~760~~050,~~190~~626		$	8,~~568~~519,~~918~~047		$	17,810,816		$	17,087,965
Cost of goods sold		2,669,415			2,158,484
Cost of Goods Sold		2,326,643			2,252,366			4,996,058			4,410,850
Gross Profit		6,~~090~~723,~~775~~984			6,~~410~~266,~~434~~681			12,814,758			12,677,115
Expenses:
Expenses
Salaries expenses		3,801,116			3,335,130
Salaries Expense		4,049,998			3,605,954			7,851,113			6,941,084
General and administrative expense		980,171			60,596
Office/Selling, General and Administrative Expenses		888,495			1,259,422			1,832,883			2,580,405
Marketing		633,926			211,446
Advertising & marketing		740,026			152,520			1,373,952			363,966
Bank charges		~~255~~219,~~342~~667			~~288~~271,~~845~~452			475,009			560,297
Insurance expense		44,293			35,805
Legal & Professional Fees		11,825			63,259			82,120			181,706
Legal and professional fees		73,119			1,336,560
Insurance		42,253			45,021			86,545			80,826
Depreciation and amortization		34,563			30,232
Depreciation and Amortization		147,691			33,191			220,961			63,423
Utilities		2641,~~614~~413			46,~~528~~302			68,025			10,830
Rent		-			42,274
Total Expenses		6,141,366			5,437,121			11,990,608			10,782,537
Total Expenses		5,849,144			5,345,416
Other Income/Expenses
Other Income/Expenses
Dividend Income		6,956			-			9,407			-
Net realized gain on sale of investments		81,586			-
Interest earned		1,799			-			1,802			13,200
Dividend income		2,453			-
Net realized gain on sale of investments		145,558			-			227,144			-
Interest earned		-			13,200
Unrealized Gain/Loss of fair value changes of investments		216,359			-			351,674			-
Unrealized loss of fair value changes of investments		135,316			-
Interest Expenses		(7,393	)		(2,843	)		(11,566	)		(4,807	)
Interest expense		(4,272	)		(1,964
Net Income before taxes		945,897			826,717			1,402,611			1,902,971
Net Income before taxes		456,714			1,076,254
Income Tax					28,349					$	28,349
Income Taxes		-			13,003
Net Income		945,897			798,368			1,402,611			1,874,622
Net Income	$	456,714		$	1,063,251
Net Income/(Loss) attributed to non-controlling interest		(20,926	)		-			(29,250	)		-
Net Loss Attributed to Non- Controlling Interest		8,325			-
Net Income attributed to shareholders		966,822			798,368			1,431,861			1,874,622
Net Income Attributed to Stockholders	$	465,039			$1,063,251
Profit/(Loss) per common share-Basic and Diluted		0.003			0.003			0.005			0.003

NOTE 16 – ~~SUBSEQUENT~~Subsequent ~~EVENTS~~Events

OnDuring ~~July 2, 2025, subsequent to~~ the ~~end~~month of ~~the~~October ~~reporting period~~2025, ~~Congress enacted~~ the ~~Taxpayer~~Company ~~Fairness and~~repurchased ~~Growth Act of 2025~~744,603 ~~which~~shares ~~includes significant amendments~~ to ~~the~~be ~~Internal~~held ~~Revenue~~in ~~Code~~treasury. ~~Key provisions include:~~

●On August A19, ~~reduction~~2025, inCompany ~~the~~amended ~~federal~~its ~~corporate~~Articles ~~income~~Incorporation ~~tax~~(the ~~rate~~“Amendment’) ~~from~~in ~~21%~~the State of Florida to ~~19%,~~reduce ~~effective~~its ~~for~~Authorize Shares ~~tax~~of ~~years~~Common ~~beginning~~Stock ~~after~~from ~~January~~350,000,000 1shares to 300,000,000 ~~2026;~~shares. ●The ~~Limitations~~Amendment onwas ~~the~~through ~~deductibility~~a ofvoting ~~certain~~majority ~~interest~~Shareholder Written Consent and ~~R&D~~a ~~expenses;~~Corporate ●Resolution. ~~Modifications~~The toAmendment ~~the~~was ~~the~~stamped ~~foreign-derived~~and ~~intangible~~uploaded ~~income~~by ~~(“FDII~~the “)State ~~and~~of ~~global~~Florida ~~intangible~~on ~~low-taxed~~October ~~income~~10, ~~(“GILTI”) regimes~~2025.

The Company is currently evaluating the impact of the legislation on its consolidated financial statements, including deferred tax assets and liabilities. Because the enactment occurred after the end of the reporting period and before issuance of these financial statements, the effects have not been recognized in the accompanying condensed consolidated financial statements as of and for the period ended June 30, 2025, consistent with ASC 740 and ASC 855.

The Company expects the corporate rate reduction to have a favorable impact on its effective tax rate beginning in fiscal 2026. However, remeasurement of deferred tax balances and the application of new limitations may result in non-cash tax charges in future periods. The Company will continue evaluating the impact and recognize any required adjustments in the period of enactment.

F-16

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

The following section, Management’s Discussion and Analysis, should be read in conjunction with Earth Science Tech, Inc.’s financial statements and the related notes thereto and contains forward-looking statements that involve risks and uncertainties, such as statements of the Company’s plans, objectives, expectations, and intentions. Any statements that are not statements of historical fact are forward-looking statements. When used, the words “believe,” “plan,” “intend,” “anticipate,” “target,” “estimate,” “expect,” and the like, and/or future-tense or conditional constructions (“will,” “may,” “could,” “should,” etc.), or similar expressions, identify certain of these forward-looking statements. These forward-looking statements are subject to risks and uncertainties that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements in this Report on Form 10-Q. The Company’s actual results and the timing of events could differ materially from those anticipated in these forward-looking statements as a result of many factors. The Company does not undertake any obligation to update forward-looking statements to reflect events or circumstances occurring after the date of this Report filed on Form 10-Q.

The following discussion should be read in conjunction with the company’s unaudited consolidated financial statements and related notes and other financial data included elsewhere in this report. See also the notes to the Company’s consolidated financial statements and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in the Company’s Registration Statement filed on Form 10-12g and the Company’s Annual Report filed on Form 10-K for the fiscal year ended March 31, 2025, as well as the Company’s Quarterly report filed on Form 10-Q for the fiscal quarter ended ~~June~~September 30, 2025.

OVERVIEW

The Company operates as a strategic holding company, focused on value creation through the acquisition, operational optimization, and management of its operating businesses. The company executes this strategy via its wholly- owned subsidiaries: RxCompoundStore.com, LLC (“RxCompound”), ~~MisterMeds~~Peaks Curative, LLC (“~~MisterMeds~~Peaks”), ~~Peaks Curative~~Avenvi, LLC (“~~Peaks~~Avenvi”), ~~Avenvi~~Mister Meds, LLC (“~~Avenvi~~Mister Meds”), ~~Las~~and ~~Villas~~Las Villas Health Care., Inc. (“Villas”), DOConsultations, LLC. (“DOC”), anEarth ~~80%~~Science ~~interest~~Foundation, inInc. ~~MagneChef~~ (“~~Magne~~ESF”), and ~~Earth~~80% ~~Science~~interest ~~Foundation,~~of ~~Inc.~~MagneChef (“~~EST~~Magne”).

Peaks is a telemedicine referral platform offering asynchronous consultations for Peaks-branded compounded medications prepared at RxCompound and Mister Meds. The platform operates in states where either pharmacy is licensed. Through the development of its own healthcare provider network, MyOnlineConsultation.com, and ongoing licensure expansion for both pharmacies, Peaks aims to offer services nationwide. In addition, the company has recently expanded into the veterinary market through the acquisition of Zoolzy.com.

Villas is a brick-and-mortar healthcare facility dedicated to the Spanish speaking community. Our expert-led services include advanced sexual health treatments, and customized solutions to enhance physical performance. We combine compassionate, personalized care with clear, trustworthy education—empowering you to take control of your health with confidence.

DOC was born with a passion to modernize the availability and delivery of home therapies. DOConsultations providers tailor a medication plan around your health and wellness goals and follow up with our patients to ensure results, while our partner pharmacies conveniently ship directly to your door.

~~Magne~~ESF, is a ~~direct-to-consumer~~501(c)(3) ~~retail~~nonprofit ~~brand.~~organization ~~Utilizing~~incorporated ~~its~~on ~~patents~~February ~~and~~11, ~~intellectual properties~~2019, is the ~~company~~charitable ~~aims~~arm toof ~~develop~~ETST. ~~new~~ESF ~~products~~accepts ~~that can~~grants ~~be marketed~~ and ~~sold~~donations to ~~online.~~assist ~~Currently,~~individuals ~~the~~who ~~company~~need ~~has~~financial ~~developed~~support ~~products~~ for ~~cooking.~~prescription ~~Magne~~costs isat inboth ~~the~~RxCompound ~~process~~and ofMister ~~expanding its product line for new offerings that incorporate its intellectual property~~Meds.

~~EST~~MagneChef is a ~~501(c)(3) non~~direct-~~profit~~to-consumer ~~organization~~retail ~~and~~brand. aUtilizing ~~favored~~its ~~entity~~patents ofand ~~ETST.~~intellectual ~~Incorporated~~properties, onthe ~~February~~company ~~11,~~aims ~~2019,~~to ~~the~~develop ~~Foundation~~new isproducts ~~established~~that tocan ~~receive~~be ~~grants~~marketed and ~~donations~~sold toonline. ~~support~~Currently, ~~individuals~~the company has developed products for cooking. MagneChef is in ~~need~~the process of ~~financial~~expanding its ~~assistance~~product line for ~~prescription~~new ~~costs~~offerings atthat ~~both~~incorporate ~~RxCompoundStore~~its intellectual property.~~com~~ In addition, the company has recently expanded into the ~~and~~premium ~~Mister~~American-made ~~Meds~~BBQ tool brand market through the acquisition of BBQraft.

Results of Operations

The following tables set forth summarized cost of revenue information for the three and six months ended ~~June~~September 30, 2025, and 2024:

	For the Three Months Ended June 30,
	For the Three Months Ended September 30									For the Six Months Ended September 30
	2025		2024		Change		% Change			2025		2024		Change		% Change
Revenue	$	89,~~760~~050,~~190~~626	$	8,~~568~~519,~~918~~047		531,579		6	%		17,810,816		17,087,965		722,851		4	%
Cost of Goods Sold		2,~~669~~326,~~415~~643		2,~~158~~252,~~484~~366		74,277		3	%		4,996,058		4,410,850		585,208		13	%
Gross Profit	$	6,~~090~~723,~~775~~984	$	6,~~410~~266,~~434~~681		457,303		7	%		12,814,758		12,677,115		137,643		1	%

We had product sales of $817,~~760~~810,~~190~~816 and a gross profit of $612,~~090~~814,~~775~~758 representing a gross margin of 6971% in the ~~three~~six months ended ~~June~~ September 30, 2025, compared with product sales of $817,~~568~~087,~~918~~965 and a gross profit of $612,~~410~~677,~~434~~115 representing a gross margin of 74% during the ~~three~~ six months ended ~~June~~September 30, 2024.

~~Operating~~During ~~Expenses~~the three months ended September 30, 2025, the Company had sales of $9,050,626 and gross profit of $6,723,984 for gross of margin of 74%, compared to sales of $8,519,047, gross profit of $6,266,681 and gross margin of 73% for the three months ended September 30, 2024.

	For the three months ended June 30,
	2025			2024			change			% change
Salaries Expense	$	3,801,116		$	3,335,130		$	465,986			14	%
General and Administrative Expenses		979,171			60,596			919,575			1,518	%
Marketing		633,926			211,446			422,480			200	%
Bank charges		255,342			288,845			(33,503	)		-12	%
Insurance expense		73,119			35,805			37,314			51	%
Legal and professional fees		44,293			1,336,560			(1,292,267	)		-2,918	%
Depreciation and amortization		34,563			30,232			4,331			12	%
Utilities		26,614			4,528			22,086			488	%
Rent Expense		-			42,274			(42,274	)		-100
Total Expenses		5,849,144			5,345,416			503,728			9	%
Other Income/Expenses
Dividend Income		2,453			-			2,453			100	%
Interest earned		-			13,200			(13,197	)		-99	%
Net realized gain on sale of investments		81,586			-			81,586			100	%
Unrealized loss of fair value changes in investments		135,316			-			135,316			100	%
Interest Expense		(4,272	)		(1,964	)		(2,308	)		118	%
Net Income before taxes		456,714			1,076,254			(619,540	)		-58	%
Income Taxes		-			13,003			(13,003	)		-100	%
Net Income	$	456,714		$	1,063,251			(631,367	)		-59	%
Net Loss from NCI		8,325			-			8,325			100	%
Net Income Attributed to Stockholders	$	465,039		$	-			465,039			100	%

~~For~~Operating ~~the three months ended June 30, 2025, salaries expense increased to $3,801,116, this is in preparation for the new businesses the Company is expanding.~~Expenses

General and administrative expenses increased from $60,596 for the three months ended June 30, 2024, to $ 979,171 for the three months ended June 30, 2025. This increase is mainly attributable to the area managers expense reclassification from Professional fees to general and administrative expenses.

	For the Three Months Ended September 30, 2025									For the Three Months Ended September 30, 2025
Salaries Expense		4,049,998		3,605,954		444,044		12	%		7,851,113		6,941,084		910,029		13	%
Office/Selling, General and Administrative Expenses		888,495		1,259,422		(370,927	)	-29	%		1,832,883		2,580,405		(747,522	)	-29	%
Advertising & marketing		740,026		152,520		587,506		385	%		1,373,952		363,966		1,009,986		277	%
Bank charges		219,667		271,452		(51,785	)	-19	%		475,009		560,297		(85,288	)	-15	%
Legal & Professional Fees		11,825		63,259		(51,434	)	-81	%		82,120		181,706		(99,586	)	-55	%
Insurance		42,253		5,021		(2,768	)	-6	%		86,545		80,826		5,719		7	%
Depreciation and Amortization		147,691		33,191		114,500		345	%		220,961		63,423		157,538		248	%
Utilities		41,413		6,302		35,111		557	%		68,025		10,830		57,196		528	%
Total Expenses		6,141,366		5,437,121		704,245		11	%		11,990,608		10,782,537		1,208,072		10	%
Other Income/Expenses
Dividend Income		6,956		-		2,451		100	%		9,407		-		2,451		100	%
Interest earned		1,799		-		1,799		100	%		1,802		13,200		(11,398	)	100	%
Net realized gain on sale of investments		145,558		-		81,586		100	%		227,144		-		81,586		100	%
Unrealized Gain/Loss of fair value changes of investments		216,359		-		135,316		100	%		351,674		-		135,316		100	%
Interest Expenses		(7,393	)	(2,843	)	(4,550	)	160	%		(11,566	)	(4,807	)	(6,759	)	141	%
Net Income before taxes		945,897		826,717		119,180		14	%		1,402,611		1,902,971		(500,361	)	-26	%

Income Tax				28,349		(28,349	)	-100	%				28,349		(28,349	)	-100	%
Net Income		945,897		798,368		147,529		18	%		1,402,611		1,874,622		(472,012	)	-25	%

Net Income/(Loss) attributed to non controlling interest		(20,926	)	-		(20,926	)	-100	%		(29,250	)	-		(29,250	)	-100	%
Net Income attributed to shareholders		966,823		798,368		168,455		17	%		1,431,861		1,874,622		(442,761	)	-25	%
Profit/(Loss) per common share-Basic and Diluted		0.003		0.003							0.003		0.003

~~Marketing~~For ~~expenses totaled $633,926 for~~ the three months ended ~~June~~September 30, 2025, ~~and~~salaries ~~$211,446~~expense ~~for~~increased ~~three~~to ~~months ended on June 30~~$444,044 ~~2024,~~due ~~this~~to ~~increase had~~new ~~been~~businesses ~~contemplated by management as part of~~ the ~~strategic~~Company ~~plan~~has ~~to increase sales~~acquired.

~~Bank~~General ~~charges~~and ~~for~~administrative ~~the~~expenses ~~three~~decreased ~~months ended June 30, 2025, totaled~~ $~~255~~370,~~342, this is directly related to credit card processing fees~~927.

~~Legal~~Marketing ~~and~~expenses ~~professional fees~~ totaled $73740,~~119~~026 for the three months ended ~~June~~September 30, 2025, and $1152,~~336,560~~520 for ~~the~~ three months ended ~~June~~on September 30, 2024., this ~~This~~587,506 ~~decrease~~had isbeen ~~mainly~~contemplated ~~attributable~~by tomanagement ~~the~~as ~~area~~part ~~managers~~of ~~expense~~the ~~reclassification~~strategic ~~from~~plan ~~Professional~~to ~~fees~~increase tosales ~~general~~in ~~and~~newly ~~administrative expenses~~acquired business units.

Bank charges for the three months ended September 30, 2025, totaled $219,667, this is directly related to credit card processing fees.

Legal and professional fees totaled $11,825 for the three months ended September 30, 2025, and $63,259 for the three months ended September 30, 2024.

We are a smaller reporting company, as defined by 17 CFR § 229.10(f)(1). We do not consider the impact of inflation and changing prices as having a material effect on our net sales and revenues and on income from our operations for the previous two years or from continuing operations going forward.

Interest Expense

Interest expense for the three months ended ~~June~~September 30, 2025, was $47,~~272~~393 vs $12,~~964~~843 in the three months ended ~~June~~September 30, 2024. This ~~118%~~ increase is is attributable to the company signing new leases.

We use Adjusted EBITDA internally to evaluate our performance and make financial and operational decisions that are presented in a manner that adjusts from their equivalent GAAP measures or that supplements the information provided by our GAAP measures. Adjusted EBITDA is defined by us as EBITDA (net income (loss) plus depreciation expense, amortization expense, interest and income tax expense, minus income tax benefit), further adjusted to exclude certain non-cash expenses and other adjustments as set forth below. We use Adjusted EBITDA because we believe it more clearly highlights trends in our business that may not otherwise be apparent when relying solely on GAAP financial measures, since Adjusted EBITDA eliminates from our results specific financial items that have less bearing on our core operating performance.

We use Adjusted EBITDA in communicating certain aspects of our results and performance, including in this Quarterly Report, and believe that Adjusted EBITDA, when viewed in conjunction with our GAAP results and the accompanying reconciliation, can provide investors with greater transparency and a greater understanding of factors affecting our financial condition and results of operations than GAAP measures alone. In addition, we believe the presentation of Adjusted EBITDA is useful to investors in making period-to-period comparison of results because the adjustments to GAAP are not reflective of our core business performance.

Adjusted EBITDA is not presented in accordance with, or as an alternative to, GAAP financial measures and may be different from non-GAAP measures used by other companies. We encourage investors to review the GAAP financial measures included in this Annual Report, including our consolidated financial statements, to aid in their analysis and understanding of our performance and in making comparisons.

Assets, Liabilities and Stockholders’ Equity

	As of June 30, 2025			As of March 31, 2025
	As of September 30, 2025			As of March 31, 2025
ASSETS
Current Assets:
Cash	$	~~877~~1,~~585~~235,374		$	1,473,228
Accounts Receivable		~~341~~227,~~644~~189			129,064
Equity Investments at fair value		~~887~~989,~~071~~765			645,438
Inventory		~~811~~1,~~859~~044,838			503,938
Deposits		5232,~~229~~254			338,108
Prepaid		~~111~~73,~~009~~419			20,730
Total current assets		3,~~081~~602,~~397~~839			3,110,505
Non-Current Assets:
Property and equipment, net		1,638,337			1,384,110
Property and Equipment, net		1,855,433			1,384,110
Right of use asset, net		~~226~~182,~~092~~818			172,429
Goodwill		2,648,~~789~~788			2,302,792
Intangible assets, net		184,838			2,302,792
Intangible Assets, net		377,538			96,885
Total Assets	$	78,~~779~~667,~~453~~416		$	7,066,721
LIABILITIES AND EQUITY
Accounts payable	$	~~960~~1,~~062~~046,709		$	492,352
Accrued expenses and other payable		2,~~246~~315,~~522~~092			2,322,022
Current portion of operating lease obligations		159,644			121,851
Current portion of loans and obligations		-30,592			30,592
Short-term business loan		-			179,488
Total Current Liabilities		3,~~396~~552,~~820~~037			3,146,305
Long-Term Liabilities:
Lease liability less current maturities		7023,~~571~~879			37,878
Equipment loans and obligations non-current		2415,~~786~~677			31,427
Total Liabilities		3,~~492~~591,~~177~~593			3,215,610
Commitment and Contingencies (Note 11)
Stockholders’ Equity:
Preferred stock, par value $0.001 per share, 1,000,000 shares authorized; 1,000,000 and 0 shares issued and outstanding as of June 30, 2025, and March 31, 2025, respectively		1,000			1,000
Preferred stock, par value $0.001 per share, 1,000,000 shares authorized; 1,000,000 and 0 shares issued and outstanding as of September 30, 2025, and March 31, 2025, respectively		1,000			1,000
Common stock, par value $0.001 per share, 350,000,000 shares authorized; 294,297,607 issued and outstanding, and 295,347,903 issued and outstanding as of June 30, 2025, and March 31, 2025, respectively		294,297			295,348
Common stock, par value $0.001 per share, 300,000,000 shares authorized; 294,787,607 issued and outstanding, and 295,347,903 issued and outstanding as of September 30, 2025, and March 31, 2025, respectively		292,787			295,348
Additional paid-in capital		31,~~294~~013,~~135~~275			31,480,143
Accumulated deficit		(2726,~~273~~307,~~936~~114	)		(27,738,975	)
Treasury Stock		~~(80,020~~-	)		(186,404	)
Non controlling interest		51,800			-
Non-Controlling Interest		75,875			-
Total stockholders’ Equity		45,~~287~~075,~~276~~823			3,851,111
Total Liabilities and Equity	$	78,~~779~~667,~~453~~416		$	7,066,721

The Company had $~~877~~1,~~585~~235,374 cash as of ~~June~~September 30, 2025, compared to $1,473,228 as of ~~March~~September 3130, ~~2025~~2024.

Accounts receivable as of ~~June~~September 30, 2025, were $~~341~~227,~~644~~189, and 100% is expected to be collected within term.

The Company has made a $5232,~~229~~254 lease security deposit, which is fully refundable at the end of the lease period.

The Company has prepaid its liability insurance for the year totaling $~~111~~73,~~009~~419.

The Company’s ~~subsidiaries~~has ~~have~~ made additional capital expenditures as of ~~June~~September 30, 2025, and have a total net balance of $1,~~638~~855,~~337~~ 433 as of ~~June~~ September 30, 2025, in property and equipment, versus $1,384,110 as of March 31, 2025.

As of ~~June~~September 30, 2025, the Company had $~~811~~1,~~859~~044,838 in inventory vs $503,938 as of March 31, 2025.

The Company had a balance of $~~960~~1,~~062~~046,709 in Accounts Payable as of ~~June~~September 30, 2025, compared to $492,352 as of March 31, 2025.

Accrued expenses totaled $2,~~246~~315,~~522~~092 as of ~~June~~September 30, 2025, and $2,322,022 as of March 31, 2025.

The Stockholders’ Equity as of ~~June~~September 30, 2025, was $45,~~287~~075,~~276~~823, compared to $3,851,111 of Stockholders Equity as of March 31, 2025.

Statement of cash flows

	For the three months ended June 30,
	For the six months ended September 30,
	2025			2024
Net cash provided by operating activities	$	~~339~~1,~~376~~181,196		$	~~951~~1,~~185~~877,917
Net cash used in investing activities		(~~668~~940,~~216~~788	)		(99108,~~725~~595	)
Net cash used in financing activities		(~~266~~478,~~803~~262	)		(~~164~~934,~~774~~832	)
Net increase(decrease) in cash and cash equivalents		(~~595~~237,~~643~~854	)		~~686~~834,~~686~~490
Cash and cash equivalents at beginning of the period		1,473,228			697,721
Cash and cash equivalents at end of the period	$	~~877~~1,~~585~~235,374		$	1,~~384~~532,~~407~~211

Cash Flow from Operating Activities

Net cash provided by operating activities for the three months ended ~~June~~September 30, 2025, was $~~339~~1,~~376~~181,196, compared to $~~951~~1,~~185~~877,917 provided by operating activities for the prior year period.

Cash Flow from Investing Activities

Net cash used in investing activities during the ~~three~~six months ended ~~June~~September 30, 2025, was $~~(668~~940,~~216)~~788.

Cash Flows from Financing Activities

Net cash used in financing activities during the ~~three~~six months ended ~~June~~September 30, 2025, was $~~(266~~478,~~803)~~262.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable to a “smaller reporting company” as defined in Item 10(f)(1) of Regulation S-K.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

~~Disclosure~~The ~~controls~~Company’s ~~and~~management, ~~procedures~~with ~~are~~the ~~controls~~participation ~~and~~of ~~other~~its ~~procedures~~Chief ~~that~~Executive ~~are~~Officer ~~designed~~and toChief ~~ensure~~Financial ~~that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded~~Officer, ~~processed,~~evaluated ~~summarized, and reported within~~ the ~~time periods specified~~effectiveness inof the ~~SEC~~Company’s ~~rules~~disclosure ~~and forms. Disclosure~~ controls and procedures ~~include,~~(as ~~without~~defined ~~limitation,~~in ~~controls~~Rules 13a-15(e) and ~~procedures~~15d-15(e) ~~designed to~~under ~~ensure~~the ~~that~~Exchange ~~information~~Act) ~~required~~as toof the beend ~~disclosed~~of inthe ~~company~~period ~~reports~~covered ~~filed~~by orthis ~~submitted~~Quarterly ~~under~~Report ~~the~~on ~~Exchange~~Form ~~Act~~10-Q. isBased ~~accumulated~~on ~~and~~that ~~communicated to management~~evaluation, ~~including~~the ~~our~~ Chief Executive Officer and Chief Financial Officer, toconcluded ~~allow~~that ~~timely~~the ~~decisions~~Company’s ~~regarding~~disclosure ~~required~~controls ~~disclosure~~and procedures were effective as of such date.

WeChanges do not expect that our disclosure controls and procedures will prevent all errors and all instances of fraud. Disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable assurance of achieving the desired control objectives. Further, the design of disclosure controls and procedures must reflect the fact that there are resource constraints, and the benefits must be considered relative to their costs. The design of disclosure controls and procedures also is based partly on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in ~~achieving~~Internal ~~its~~Control ~~stated~~Over ~~goals~~Financial ~~under all potential future conditions.~~Reporting

~~The~~There ~~Company’s~~were ~~management,~~no ~~including~~changes ~~the~~in ~~Chief Executive Officer and Chief Financial Officer have reviewed and evaluated~~ the ~~effectiveness of the~~ Company’s ~~design~~internal ~~and~~control ~~operations~~over offinancial ~~our~~reporting ~~disclosure~~during ~~controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under~~ the ~~Exchange~~quarter ~~Act)~~ended asSeptember of30, ~~the~~2025 ~~end of the period covered by this Quarterly Report on Form 10-Q. Based on~~ that ~~review~~have materially ~~and evaluation~~affected, ~~the~~ ~~Chief~~or ~~Executive~~are ~~Officer~~reasonably ~~and~~likely ~~Chief~~to ~~Financial~~materially ~~Officer~~affect, ~~have concluded that as of~~ the ~~end of the period covered by this Quarterly Report, the~~ Company’s ~~disclosure~~internal ~~controls~~control ~~and~~over ~~procedures~~financial ~~were effective as of June 30, 2025~~reporting.

Management’s Report on Internal Control Over Financial Reporting

Our disclosure controls and procedures contain components of our internal controls over financial reporting. Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Exchange Act as a process designed by, or under the supervision of, the Company’s principal executive and financial officer and effected by the Company’s board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company.

Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and

Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.

The Company’s management assessed the effectiveness of the Company’s internal control over financial reporting as of the Evaluation Date. In making this assessment, the Company’s management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) Internal Control-Integrated Framework (2013). The COSO framework is based upon five integrated components of control: control environment, risk assessment, control activities, information and communications and ongoing monitoring.

Based on an evaluation under the supervision of and with the participation of, the Company’s management, including the Chief Executive Officer and Chief Financial Officer, Company management has concluded that the Company’s internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act was reasonably effective as of the Evaluation Date, and will continue to improve, to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms and (ii) accumulated and communicated to the Company’s management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control and Financial Reporting

During the quarter ended June 30, 2025, the company has continued to make process improvement changes in the internal control over financial reporting which are reasonably likely to significantly improve the internal control over financial reporting. The impact of these changes made is still under evaluation as of the quarter ended June 30, 2025.

PART II — OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time and in the course of business, we may become involved in various legal proceedings seeking monetary damages and other relief. The amount of the ultimate liability, if any, from such claims cannot be determined. As of the date hereof, there are no legal claims currently pending or, to our knowledge, threatened against us or any of our officers or directors in their capacity as such or against any of our properties that, in the opinion of our management, would be likely to have a material adverse effect on our financial position, results of operations or cash flows.

ITEM 1A. RISK FACTORS

The Company is a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and is not required to provide the information under this item.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

During the three months ended ~~June~~September 30, 2025, the Company issued 0 shares of its common stock for $0, in transactions that were exempt from ~~registration~~ registration under the Securities Act of 1933, as amended pursuant to Section 4(2) and/or Rule 506 promulgate under Regulation D. No gain or loss was recognized on the issuances.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. MINE SAFETY DISCLOSURES

None

ITEM 5. OTHER INFORMATION

ISSUER REPURCHASES OF EQUITY SECURITIES

During the three months ended ~~June~~September 30, 2025, the Company repurchased 1,~~050~~510,~~296~~000 shares of its common stock for $~~187~~282,~~057~~370 in private a transaction through a Stock Purchase Agreement with a certain shareholder. On ~~April~~September 159, 2025, the Company repurchased 1,~~050~~510,~~296~~000 shares from an ~~investor~~ investor at $0.~~1781~~1870 per share in cash.

During the six months ended September 30, 2025, the Company repurchased a total of 2,560,296 shares of its common stock for $469,427.72 in private a transaction through Stock Purchase Agreements with certain shareholders. On April 15, 2025, the Company repurchased 1,050,296 shares from an investor at $0.1781 per share in cash. On September 9, 2025, the Company repurchased 1,510,000 shares from an investor at $0.1870 per share in cash.

ITEM 6. EXHIBITS

31.1		Certifications of Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *

31.2		Certifications of Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *

32.1		Certifications of Chief Executive Officer pursuant to 18 U.S.C. SEC. 1350 (Section 906 of Sarbanes-Oxley Act of 2002) +

32.2		Certifications of Chief Financial Officer pursuant to 18 U.S.C. SEC. 1350 (Section 906 of Sarbanes-Oxley Act of 2002) +

101.INS		Inline XBRL Instance 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 Label Linkbase Document *

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document *

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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

	EARTH SCIENCE TECH, INC.
Dated: August 8, 2025	By:	/s/ Giorgio R. Saumat
Dated: November 12, 2025	By:	/s/ Giorgio R. Saumat
		Giorgio R. Saumat
	Its:	CEO and Chairman of the Board
Dated: August 8, 2025	By:	/s/ Ernesto Flores
Dated: November 12, 2025	By:	/s/ Ernesto Flores
		Ernesto Flores,
	Its:	CFO and Board of Director

For the six months ending September 30,

June 30, 2025

March, 2025

Weighted average remaining lease term - Operating leases

~~1.5~~2 years

Weighted average discount rate - Operating leases