UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 10-K

(Mark One)

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED June 30, ~~2024~~2025

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______ to _________

COMMISSION FILE NUMBER: 000-56340

C2 Blockchain, Inc.

(Exact name of registrant as specified in its charter)

	Nevada	00-0000000
	NV	87-2645378
	(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
	c/o Levi Jacobson 123 SE 3rd Ave, #130 Miami, Florida	33131
	c/o Levi Jacobson 12818 SW 8th St Unit #2008 Miami, FL	33184
	(Address of Principal Executive Offices)	(Zip Code)

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

	Title of each class	Name of each exchange on which registered
	Common Stock, $0.001	N/A

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

Common stock, par value of $0.001 par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

[ ] Yes [X] No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

[ ] Yes [X] No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

[X] Yes [ ] No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

[X] 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 the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐		Accelerated filer ☐		Non-accelerated filer ☒
Smaller reporting company ☒		Emerging growth company ☒

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

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

[X ] Yes [ X] No

As of December 31, ~~2023~~2024, the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of the voting common stock held by non-affiliates of the registrant was approximately $1274,~~021,435~~ 018 based on the closing price per share (or $0.040051), of the registrant’s common stock as reported by OTC Markets Group Inc.

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

~~253~~379,~~936~~236,005 shares of common stock, $0.001 par value, issued and outstanding as of ~~August~~September 204, ~~2024~~2025.

0 shares of preferred stock, $0.001 par value, issued and outstanding as of ~~August~~September 204, ~~2024~~2025.

Table of Contents

TABLE OF CONTENTS

C2 Blockchain, Inc.

~~PART I~~	PART I	PAGE
Item 1	Business	1
Item 1A	Risk Factors	4
Item 1B	Unresolved Staff Comments	46
Item 1C	Cybersecurity	46
Item 2	Properties	46
Item 3	Legal Proceedings	46
Item 4	Mine Safety Disclosures	46
~~PART II~~	PART II
Item 5	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	46
Item 6	Selected Financial Data	59
Item 7	Management’s Discussion and Analysis of Financial Condition and Results of Operations	59
Item 7A	Quantitative and Qualitative Disclosures about Market Risk	59
Item 8	Financial Statements and Supplementary Data	F1-F9F10
Item 9	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	610
Item 9A	Controls and Procedures	610
Item 9B	Other Information	610
~~PART III~~	PART III
Item 10	Directors, Executive Officers and Corporate Governance	711
Item 11	Executive Compensation	913
Item 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	1014
Item 13	Certain Relationships and Related Transactions, and Director Independence	1014
Item 14	Principal Accounting Fees and Services	1115
~~PART IV~~	PART IV
Item 15	Exhibits, Financial Statement Schedules	1216
Item 16	Form 10-K Summary	1216
	Signatures	1216

Table of Contents

Note: “We,” “us,” “our,” “the Registrant,” the “Company,” and “C2 Blockchain” are synonymous with C2 Blockchain, Inc., unless otherwise indicated.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Certain statements and information included in this Annual Report on Form 10-K for the year ended June 30, ~~2024~~2025 (this “Report”), contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)~~, and the Private Securities Litigation Reform Act of 1995~~. Forward-looking ~~statements~~ statements are not statements of historical facts, but rather reflect our current expectations concerning future events and results. We ~~generally~~ generally use the words “may,” “should,” “believe,” “expect,” “intend,” “plan,” “anticipate,” “likely,” “estimate,” “potential,” “continue,” “will,” and similar expressions to identify forward-looking statements. Such forward-looking statements, including those concerning our expectations, involve risks, uncertainties and other factors, some of which are beyond our control, which may cause our actual results, performance, or achievements, or industry results to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. Except as required by applicable law, including the securities laws of the United States, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. You are cautioned not to unduly rely on such forward-looking statements when evaluating the information presented in this Report.

GLOSSARY OF TERMS AND INDUSTRY DATA

~~“We,”~~Bitcoin – ~~“us,”~~A ~~“our,” “the~~type ~~Registrant,”~~of ~~the~~digital ~~“Company,”~~asset ~~and~~based ~~“C2~~on ~~Blockchain”~~an ~~are~~open-source ~~synonymous~~math-based ~~with~~protocol C2existing ~~Blockchain,~~on ~~Inc.,~~the ~~unless~~Bitcoin ~~otherwise~~Network and utilizing cryptographic ~~indicated~~security.

~~“Bitcoin”~~ADA — – A type of digital asset ~~based on~~issued anby ~~open~~the ~~source~~Cardano ~~math-based~~blockchain ~~protocol~~platform. ~~existing~~ADA ~~onthe~~tokens ~~Bitcoin~~may ~~Network~~be used for transferring value, staking, and ~~utilizing~~participating in ~~cryptographic~~network ~~security~~governance.

“DOG Coin or DOG – A Bitcoin-native, ~~Exchange”~~meme-driven ~~— An~~digital ~~electronic~~asset ~~marketplace where~~built ~~exchange~~on ~~participants~~the ~~may~~Runes ~~trade,~~protocol ~~buyand~~that ~~sell~~allows ~~bitcoins~~issuance ~~based~~of onnew ~~bid-ask~~digital ~~trading.~~assets directly ~~The~~on ~~largest~~the Bitcoin ~~Exchanges~~blockchain. DOG Coins are ~~online~~managed in the Company’s digital asset treasury and ~~typically~~tracked publicly at C2DOG.com. ~~trade~~The onCompany views DOG as a 24Bitcoin-~~hour~~integrated ~~basis,~~asset ~~publishing~~with ~~transaction~~fixed ~~prices~~supply, community adoption, and ~~volume~~alignment ~~data~~with its treasury strategy.

“Bitcoin Exchange – ~~Market”~~An ~~— The~~electronic ~~global~~marketplace ~~Bitcoin Exchange~~where ~~market~~exchange ~~for~~participants ~~the~~may ~~trading~~trade, ~~of bitcoins~~buy, ~~which~~and ~~consists~~sell ofbitcoins ~~transactions~~based on ~~electronic~~bid-ask trading. The largest Bitcoin Exchanges are online and typically operate 24 hours, publishing transaction prices and volume data.

“Bitcoin ~~Network” — The online, end-user-to-end-user~~Exchange ~~network~~Market ~~hosting~~– ~~the~~The ~~public~~global ~~transaction~~Bitcoin ~~ledger,~~Exchange ~~known~~market asfor ~~the~~trading ~~Blockchain~~bitcoins, ~~and~~consisting ~~the~~of ~~source~~transactions ~~code~~on ~~comprising~~electronic ~~the basis for the math-based protocols and cryptographic security governing the~~ Bitcoin ~~Network~~Exchanges.

~~“Blockchain” — The public transaction ledger of the~~ Bitcoin Network – onThe ~~which~~online, ~~miners~~end-user-to-end-user ornetwork ~~mining~~hosting ~~pools~~the ~~solve~~public ~~algorithmic~~transaction ~~equations~~ledger, ~~allowing~~known ~~them~~as tothe ~~add~~Blockchain, ~~records~~and ofthe ~~recent~~source ~~transactions~~code ~~(called~~forming ~~“blocks”) to~~ the ~~chain~~basis ~~of transactions in exchange~~ for ~~an award of bitcoins from~~ the ~~Bitcoin~~math-based ~~Network~~protocols and ~~the~~cryptographic ~~payment of~~security ~~transaction~~governing ~~fees, if any, from users whose transactions are recorded in~~ the ~~block~~Bitcoin ~~being added~~Network.

Blockchain – The public transaction ledger of the Bitcoin Network on which miners or mining pools solve algorithmic equations to add records of recent transactions (called “~~CEA~~blocks”) ~~— Commodity~~to ~~Exchange~~the ~~Act~~chain in exchange for an award of ~~1936,~~bitcoins asand any applicable transaction ~~amended~~fees.

~~“CFTC”~~Blockchain Infrastructure — – The USfoundational ~~Commodity~~technology ~~Futures~~and ~~Trading~~systems enabling the operation, maintenance, and development of blockchain ~~Commission~~networks, anincluding ~~independent~~hardware, ~~agency~~software, ~~with~~protocols, ~~the~~and ~~mandate~~services required to ~~regulate~~create, ~~commodity~~secure, ~~futures~~validate, and ~~option~~distribute ~~markets~~blockchain indata and ~~the United States~~transactions.

~~“Code”~~CEA ~~— The~~– Commodity USExchange ~~Internal~~Act ~~Revenue Code~~ of ~~1986~~1936, as amended.

~~“Digital Asset” — Collectively, all digital~~CFTC ~~assets~~– ~~based~~The ~~upon~~U.S. aCommodity ~~computer-generated~~Futures ~~math-based~~Trading ~~and/or cryptographic protocol that may~~Commission, ~~among~~an ~~other~~independent ~~things,~~agency bethat ~~used~~regulates tocommodity ~~buy~~futures and ~~sell goods~~options ormarkets ~~pay~~in the ~~for~~United ~~services~~States. ~~Bitcoins represent one type of digital asset.~~

~~“DDoS Attack” — Distributed denial of service~~Code ~~attacks~~– ~~are~~The ~~coordinated~~U.S. ~~hacking~~Internal ~~attempts~~Revenue toCode ~~disrupt websites, web servers or computer networks in which an attacker bombards an online target with a large quantity~~ of ~~external requests~~1986, ~~thus~~as ~~precluding the target from processing requests from genuine users~~amended.

~~“Exchange~~Digital ~~Act”~~Asset – ~~— The~~Collectively, ~~Securities~~all ~~Exchange~~digital ~~Act~~assets based upon a computer-generated math-based and/or cryptographic protocol that may be used to ofbuy ~~1934,~~and assell ~~amended~~goods or pay for services. Bitcoins represent one type of digital asset.

~~“FDIC”~~DDoS ~~— The~~Attack – ~~Federal~~Distributed ~~Deposit~~denial ~~Insurance~~of ~~Corporation~~service attacks are coordinated hacking attempts to disrupt websites, web servers, or computer networks by overwhelming a target with a large volume of external requests, preventing it from processing legitimate user requests.

~~“FinCEN” — The Financial Crimes Enforcement~~Exchange ~~Network,~~Act a– ~~bureau~~The ofSecurities ~~the~~Exchange USAct ~~Department~~ of ~~the~~1934, ~~Treasury~~as amended.

~~“FINRA”~~FDIC – — The ~~Financial~~Federal ~~Industry~~Deposit ~~Regulatory Authority,~~Insurance ~~Inc~~Corporation.~~, which is the primary regulator in the United States for broker-dealers.~~

~~“Fiat Currency” — Currency that a government~~FinCEN ~~has~~– ~~declared~~The toFinancial beCrimes ~~legal~~Enforcement ~~tender~~Network, ~~but is not backed by~~ a ~~physical~~bureau ~~commodity. The value~~ of ~~fiat money is derived from~~ the ~~relationship~~U.S. ~~between supply~~Department ~~and demand rather than the value~~ of the ~~material that the money is made of~~Treasury.

~~“Hash Rate”— A measure of the computational~~FINRA ~~power~~– onThe aFinancial ~~blockchain~~Industry ~~network.~~Regulatory ~~Hash~~Authority, ~~rate is determined by how many guesses are made per second~~Inc., ~~The~~the ~~overall~~primary ~~hash~~regulator ~~rate~~in ~~helps determine~~ the ~~security~~United ~~and~~States ~~mining~~for ~~difficulty of a blockchain network~~broker-dealers.

~~“IRS”~~Fiat ~~— The~~Currency – USCurrency ~~Internal~~declared ~~Revenue~~legal ~~Service,~~tender by a ~~bureau~~ ofgovernment ~~the~~but USnot ~~Department~~backed ofby ~~the~~a ~~Treasury~~physical commodity. Its value derives from supply and demand rather than intrinsic material value.

~~“Mining”~~Hash ~~— The~~Rate – ~~process~~A measure of computational power on a blockchain network, determined by ~~which~~how ~~Bitcoins~~many guesses are ~~created~~ ~~involving~~made ~~programmers~~per ~~solving~~second. ~~complex~~Hash ~~math~~rate ~~problems~~helps determine ~~with~~ the ~~computers~~security inand ~~the~~mining ~~Bitcoin~~difficulty ~~Network~~of a blockchain network.

~~“SEC”~~IRS — – The USU.S. ~~Securities~~Internal ~~and~~Revenue ~~Exchange~~Service, ~~Commission~~a bureau of the U.S. Department of the Treasury.

~~“Securities~~Meme ~~Act”~~Native Digital ~~— The~~Asset ~~Securities~~– ~~Act~~A type of ~~1933~~digital asset, typically issued and transacted on a blockchain, that derives its primary market recognition asor ~~amended~~community engagement from internet culture, humor, or social media trends rather than a defined underlying utility. Value may be influenced by online popularity, community sentiment, or speculative interest.

~~“SIPC”~~Mining – — The ~~Securities~~process ~~Investor~~by ~~Protection~~which Bitcoins are created, involving programmers solving complex math problems with computers in the Bitcoin ~~Corporation~~Network.

SEC – The U.S. Securities and Exchange Commission.

Securities Act – The Securities Act of 1933, as amended.

SIPC – The Securities Investor Protection Corporation.

Table of Contents

PART I

Item 1. Business.

(a) Business Development

C2Corporate History ~~Blockchain,~~and ~~Inc. was~~Business ~~incorporated on June 30, 2021 in the State of Nevada.~~Summary

OnC2 Blockchain, Inc. (“CBLO” or the “Company”) was incorporated in the State of Nevada on June 30, 2021. On the same date, Levi Jacobson was appointed as Chief Executive Officer, Chief Financial Officer, and ~~Director~~sole ~~of C2 Blockchain, Inc~~Director.

On March 31, 2022, the Company entered into aan “Agreement and Plan of Merger”, ~~whereas~~pursuant ~~it agreed~~ to, ~~and subsequently participated in,~~ a Nevada holding company reorganization ~~pursuant~~under to NRS 92A.180, ~~NRS~~ 92A.200, ~~NRS~~ 92A.230, and ~~NRS~~ 92A.250 (the “Reorganization”). The constituent corporations ininvolved ~~the Reorganization~~ were American Estate Management Company (“AEMC” or “Predecessor”), C2 Blockchain, Inc. (“Successor” or “CBLO”), and AEMC Merger Sub, Inc. (“Merger Sub”). ~~Our~~The ~~director is,~~Company’s ~~and~~sole director was, also the sole ~~director/~~officer and director of each constituent corporation ~~in the Reorganization~~.

C2Immediately prior to the Reorganization, C2 Blockchain, Inc. issued 1,000 ~~common~~ shares of its common stock to ~~Predecessor~~AEMC, and Merger Sub issued 1,000 shares of its common stock to C2 Blockchain, Inc. ~~immediately prior to the Reorganization.~~ As ~~such,~~a ~~immediately prior to the merger~~result, C2 Blockchain, Inc. became a wholly owned direct subsidiary of ~~American~~AEMC, ~~Estate Management Company~~ and Merger Sub became a wholly owned ~~and~~ direct subsidiary of C2 Blockchain, Inc.

On March 31, 2022, Merger Sub filed Articles of Merger with the Nevada Secretary of State., ~~The~~with the merger ~~became~~ becoming effective on April 1, 2022, at 4:00 PMp.m. PST (the “Effective Time”). At the Effective Time, ~~Predecessor~~AEMC ~~was~~ merged with and into Merger Sub ~~(the “Merger)~~, ~~and~~with ~~Predecessor~~AEMC ~~became the~~ surviving ~~corporation~~. Each share of ~~Predecessor~~AEMC common stock issued and outstanding immediately prior to the ~~Effective~~merger ~~Time~~ was converted into one validly issued, fully paid , and non-assessable share of C2 Blockchain, Inc.’s ~~(“Successors”)~~ common stock.

On ~~May~~April 231, 2022, C2the ~~Blockchain,~~Company ~~Inc.,~~transmuted asits ~~successor~~business ~~issuer~~plan tofrom ~~American~~that ~~Estate~~of ~~Management~~a ~~Company~~blank ~~began~~check ashell ~~quoted~~company ~~market~~to ina ~~its~~business ~~common~~combination related shell ~~stock~~company ~~which~~with ~~was~~a ~~the~~holding ~~market~~company ~~effective~~formation ~~date~~pursuant ~~for~~to ~~our~~a ~~corporate~~reorganization ~~action~~with American Estate Management Company.

~~The~~Following ~~Company believes that~~ the Reorganization, ~~deemed effective~~ on April 1, 2022, ~~was not a transaction of~~ the ~~type~~Company ~~described~~cancelled inall ~~subparagraph (a)~~ of ~~Rule 145 under~~ the ~~Securities~~stock ~~Act~~it ofheld ~~1933~~in ~~and the consummation of the Reorganization will not be deemed to involve an “offer”~~AEMC, ~~“offer~~ toresulting ~~sell”,~~in ~~“offer~~AEMC ~~for~~becoming ~~sale”~~a ~~or “sale” within the meaning of Section 2(3) of the Securities Act~~stand-alone ~~of 1933~~entity. ~~The~~Under ~~Reorganization was consummated without~~ the ~~vote~~holding orcompany ~~consent~~merger ofagreement, ~~the~~all ~~Company’s~~assets ~~stockholders.~~and ~~In addition~~liabilities, ~~the~~if ~~provisions of~~any, ~~NRS~~remained ~~92A.180 did not provide a stockholder of the Company~~ with ~~appraisal~~AEMC ~~rights~~following ~~in connection with~~ the ~~Reorganization~~separation. ~~The Company believes~~ ~~that~~From in the ~~absence~~time ofLevi ~~any~~Jacobson ~~right~~was ofappointed ~~any~~Director of ~~the~~AEMC ~~Company’s~~through ~~stockholders to vote with respect to~~ the Reorganization orand ~~to insist that their shares be purchased for fair value~~separation, ~~the~~no ~~Reorganization~~assets ~~could~~were ~~not~~identified ~~be deemed to involve an “offer” “offer to sell”; or “sale”~~ within ~~the meaning of Section 2(3) of the Securities Act of 1933~~ AEMC.”

OnThe ~~April~~Company 1,undertook ~~2022, after~~ the ~~completion~~corporate ofseparation ~~the~~to ~~Holding~~avoid ~~Company~~shareholder ~~Reorganization~~confusion, wegiven ~~cancelled~~that ~~all of~~ the ~~stock~~business weplans ~~held in AEMC resulting in AEMC as a stand-alone company. Pursuant to the holding company merger agreement~~ and ~~effects~~objectives of ~~merger,~~AEMC ~~all of the assets~~ and ~~liabilities,~~CBLO ifmaterially ~~any, remain with AEMC after the Reorganization~~differ. ~~Levi~~CBLO ~~Jacobson, the Director of AEMC,~~ did not ~~discover~~adopt ~~any assets of AEMC from~~ the ~~time he~~business ~~was~~model ~~appointed Director until the completion~~ of ~~the Reorganization and subsequent separation of~~ AEMC’s asprior ~~a stand-alone company~~leadership.

~~Given~~In ~~that~~May ~~the~~2023, ~~former~~while ~~business~~still ~~plan~~a ~~and~~shell ~~objectives of AEMC and the present day business plan and objectives of CBLO substantially differ from one another~~company, ~~we conducted~~ the ~~corporate~~Company ~~separation~~shifted ~~with~~its ~~AEMC~~business ~~immediately~~focus ~~after the effective time of the Reorganization in order~~ to ~~avoid any~~exploring ~~shareholder~~potential ~~confusion.~~opportunities ~~The former business plan of AEMC under the leadership of its former directors, does not,~~ in ~~any way, represent~~cryptocurrency ~~the~~mining ~~current day business plan of CBLO. The result of corporate separation ameliorated shareholder confusion about our identity~~ and~~/or~~ ~~corporate~~related ~~objectives.~~digital ~~Furthermore,~~asset ~~we wanted to continue trading in the OTC MarketPlace~~activities.

~~On April 1~~Subsequently, ~~2022,~~ the Company ~~transmuted~~ceased ~~its~~to ~~business~~be ~~plan~~a ~~from~~shell ~~that~~company as of January 2025 and is now a ~~blank~~development-stage ~~check~~entity ~~shell~~focused ~~company~~on the buildout of infrastructure intended to asupport ~~business~~future ~~combination~~cryptocurrency mining operations and other related ~~shell~~digital ~~company~~asset ~~with~~activities. aC2 ~~holding~~Blockchain ~~company~~Inc. ~~formation~~is ~~pursuant~~currently engaged in the planning and development of foundational systems to asupport ~~reorganization with~~those ~~American~~future ~~Estate~~operations ~~Management~~but ~~Company~~does not yet conduct its own mining operations.

The ~~corporate actions taken by the~~ Company, ~~including,~~has ~~but~~also ~~not~~initiated ~~limited~~efforts to, explore the ~~corporate~~integration ~~structuring~~ of ~~the~~artificial ~~transactions,~~intelligence ~~was~~into ~~deemed,~~its inprospective ~~the~~infrastructure, including ~~discretion~~an ofapplication ~~our~~related ~~sole director,~~ to becryptocurrency ~~for~~mining ~~the~~analytics ~~benefit of the corporation~~ and ~~its~~decentralized ~~shareholders~~AI. ~~Former~~Development ~~shareholders~~ of ~~AEMC are now the shareholders of CBLO. Each and every shareholder of AEMC became~~ a ~~shareholder~~previously ofinitiated ~~CBLO~~AI-powered ~~with each share of capital stock of AEMC held by~~crypto ~~former~~chatbot ~~AEMC~~has ~~shareholder~~been ~~becoming~~paused anas ~~equivalent~~resources ~~amount~~are ofbeing ~~capital~~allocated ~~stock held in CBLO. The former shareholders of AEMC now have the opportunity~~ to ~~benefit~~other ~~under our~~ business ~~plan and we have the opportunity to grow organically from our shareholder base and new leadership under our sole director~~expenditures.

~~FINRA~~In ~~completed~~addition to its ~~review~~infrastructure ofefforts, ~~our~~the ~~corporate~~Company ~~action~~maintains ~~pursuant~~a todigital ~~our~~asset ~~Reorganization~~treasury. OnAs ~~April~~of 26September 4, ~~2022~~2025, ~~CBLO~~the ~~was~~Company ~~given~~holds ~~a CUSIP number by CUSIP~~approximately ~~Global~~400,166,828 ~~Services~~DOG ofCoins, ~~12675R~~a ~~109.~~meme-native ~~The~~digital ~~announcement~~asset ofoperating ~~our Predecessor’s corporate action was posted~~ on the ~~FINRA~~Bitcoin ~~daily list on May 20, 2022~~network. ~~The~~A ~~Market~~public ~~Effective~~dashboard ~~date~~tracking ~~was~~these ~~May~~holdings ~~23,~~is ~~2022~~maintained at C2DOG.com.

~~Our~~Any ~~Common~~and ~~Stock~~all of the Company’s business plans, development activities, and investment strategies are subject to various risks and uncertainties. There is ~~currently quoted~~no onassurance ~~the~~that ~~OTC~~any ~~Markets~~such ~~Group~~initiatives ~~Inc’s~~will ~~Pink®~~be ~~Open~~successfully ~~Market~~completed, ~~under~~implemented, ~~the~~or ~~symbol~~yield ~~“CBLO”~~any material results.

~~After~~Non-Binding Agreements ~~completion of the Holding Company Reorganization~~ and ~~separation~~ Letters of ~~AEMC~~Intent ~~as a wholly owned subsidiary, the Company reverted back to a blank check shell company.~~

~~Currently~~On March 9, we2025, noC2 ~~longer~~Blockchain, ~~believe~~Inc. weand ~~are~~CoinEdge ~~deemed~~Inc., ~~to be~~ a ~~blank~~Florida ~~check shell company~~corporation, ~~but~~entered ~~rather~~into a ~~shell~~non-binding ~~company~~Shareholder asAgreement weoutlining the ~~have~~Company’s aintent ~~bona~~to ~~fide~~invest ~~business~~$100,000 ~~plan~~in atCoinEdge ~~this~~in ~~time~~exchange for a 10% equity stake. ~~The~~Under ~~Company’s~~the ~~business~~Agreement, ~~plan~~CoinEdge isretains tofull ~~concentrate~~operational oncontrol, ~~cryptocurrency~~while ~~related~~the ~~investments~~Company ~~and~~is ~~development~~entitled ~~opportunities~~to ~~including~~proportional ~~but~~voting ~~not~~rights ~~limited~~without day-to-day ~~cryptocurrency~~management ~~mining,~~or ~~primarily~~board participation. ~~for~~The ~~Bitcoin,~~Company ~~for~~expects ~~our~~to ~~own~~consummate ~~account,~~the ~~investments~~investment inwithin ~~private~~the coming months and~~/or~~ ~~public~~will ~~entities,~~file ~~joint~~a ~~ventures~~Form 8-K upon funding and ~~acquisitions~~closing. As of ~~blockchain related~~the ~~companies.~~date Weof ~~have~~this filing, the Company has not ~~commenced~~funded ~~our~~or ~~planned~~consummated ~~principal~~this ~~operations~~or any other non-binding agreements.

~~Currently,~~On ~~Mendel~~July ~~Holdings~~1, ~~LLC~~2025, C2 Blockchain entered into a ~~Delaware~~non-binding ~~Limited~~Letter ~~Liability~~of ~~Company~~Intent with A.R.T. Digital Holdings Corp. regarding a potential acquisition of a 20% equity interest in the “McAllen Project,” ~~owned~~a digital infrastructure project located in Texas and ~~controlled~~owned by ~~Levi~~a ~~Jacobson,~~wholly owned ~~our~~subsidiary ~~sole~~of ~~director~~A.R.T. isDigital. ~~our~~The ~~controlling shareholder,~~proposed ~~owning~~purchase ~~200~~price is $1,000,000, ~~shares~~payable in one or more tranches over 90 days, subject to extension. This investment remains subject to negotiation of ~~our~~definitive ~~common~~agreements, ~~stock~~due ~~representing~~diligence, ~~approximately~~and 78funding.76 %As ~~voting~~of ~~control~~the date of this filing, no funds have been advanced, and no transaction has been consummated.

~~- 1 -~~Corporate Status

~~Table~~The Company ofis ~~Contents~~a development-stage company focused on cryptocurrency mining and related digital asset investments. The Company utilizes home office space provided at no cost by its sole officer and director, Levi Jacobson. The Company’s principal address is 12818 SW 8th St Unit #2008 Miami, FL 33184, and its phone number is 888-437-3432. The Company has elected June 30 as its fiscal year end.

~~At this time our office space is provided to us rent free by our director. Our office space is located at 123 SE 3RD Ave, #130, Miami,~~- FL1 ~~33131.~~-

~~The Company has elected June 30th as its fiscal~~Table ~~year~~of ~~end.~~Contents

~~At this time we have no employees and we~~(b) ~~have~~Business ~~no intellectual property.~~Summary

~~(b)~~ Business ~~Summary~~ Focus

~~We have not yet commenced any material operations.~~ The ~~Company~~ ~~plans~~Company tois ~~build~~ a 14development-stage MWblockchain ~~Bitcoin~~infrastructure ~~mining~~business ~~facility~~focused inon ~~Georgia U.S. specifically designed for hosting~~ cryptocurrency mining, ~~equipment~~digital ~~and mining~~asset ~~Bitcoin~~treasury ~~for~~management, and ~~our~~related ~~own~~technology ~~account~~initiatives. ~~Cryptocurrency~~The ~~mining~~Company ~~(e.g.~~is ~~bitcoin~~in ~~mining)~~the ~~entails running~~early ~~ASIC~~stages ~~(application-specific integrated circuit) servers or other specialized servers which solve a set~~ of ~~prescribed~~development ~~complex mathematical~~and ~~calculations~~faces insignificant ~~order~~operational ~~to add a block to a blockchain~~ and ~~thereby confirm digital asset transactions. A party which is~~financial ~~successful~~constraints inthat ~~adding~~may aaffect ~~block~~both to the ~~blockchain~~timing isand ~~awarded~~scope ~~a fixed number~~ of ~~digital~~its ~~assets in return~~activities.

AtCryptocurrency ~~this~~Mining ~~time, we own no real estate. Since our inception, June 30, 2021, we have not generated any revenues.~~Facility

InThe ~~order~~Company plans to ~~implement~~establish ~~our~~a ~~plan~~14-megawatt of(MW) ~~operations~~Bitcoin ~~for~~mining ~~the next twelve-month period~~facility, wewith ~~require~~ a ~~minimum~~proposed oflocation ~~$200,000~~ in ~~funding.~~Atlanta, ~~At present~~Georgia, wedue ~~plan~~ to ~~to acquire~~ the ~~aforementioned funding from~~availability ~~the sale~~ of ~~our~~relatively ~~common~~low-cost ~~stock~~electricity ~~pursuant~~and toenvironmental aconditions ~~Tier~~favorable IIfor ~~Regulation~~equipment Acooling. ~~Offering~~As weof ~~seek to conduct in~~ the ~~near~~date ~~future.~~of Atthis ~~present~~filing, the Company ~~Offering~~has ~~Statement~~not ~~pursuant~~identified, tosecured, ~~the~~or ~~Tier~~negotiated IIany ~~Regulation~~specific ~~Offering~~site ~~remains~~for inthe ~~review~~facility. byThe ~~the~~Company ~~Securities~~is ~~and~~evaluating ~~Exchange~~potential ~~Commission.~~locations Itand isrelated ~~not~~financial ~~yet~~feasibility ~~qualified.~~before ~~The~~committing ~~Offering~~to ~~Circular~~procurement ~~and~~or ~~related~~construction ~~documentation~~activities. ~~was~~No ~~filed~~revenues onhave ~~April~~been ~~29,~~generated ~~2024.~~from At this ~~time~~planned operation, weand ~~cannot accurately~~there ~~forecast~~is ~~when~~no ~~the~~assurance ~~Offering~~that ~~may~~it bewill ~~qualified~~become ~~and~~operational or ~~subsequently conducted~~profitable.

The ~~number~~planned facility ofwould ~~computers~~be ~~that~~custom-designed wewith ~~may~~ventilation ~~purchase~~and orcooling ~~lease~~systems ~~for mining~~to ~~bitcoin~~support ~~will~~mining ~~depend~~hardware onperformance ~~how~~and ~~quickly~~longevity, weand ~~are~~would connect ~~able~~ to ~~raise funds through~~ the ~~aforementioned~~local ~~Offering.~~power Wegrid ~~expect~~as ~~the~~its ~~proceeds from~~primary ~~the~~electricity ~~Offering~~source. ~~will~~The beCompany ~~sufficient~~intends ~~for us~~ to ~~implement~~use ~~our~~Application-Specific ~~business~~Integrated ~~plan and that no additional funding will be needed to~~Circuit ~~implement~~(ASIC) ~~our business plan~~miners, ~~however~~specifically ~~there is no guarantee that this may be~~ the ~~case.~~S19 WeXP ~~may be unsuccessful in raising any capital from the Offering~~model, ~~and~~designed ~~thus we may need~~ to ~~seek~~mine ~~out~~cryptocurrencies ~~alternate~~using ~~sources~~the ofSHA-256 ~~financing.~~algorithm, ~~The~~such ~~scalability~~as ~~of our business plan also depends entirely on our ability to secure funds for future operations~~Bitcoin.

~~Our~~The ~~plan~~mining ofoperation is ~~operations~~intended to be scalable, allowing for the ~~next~~addition ~~twelve~~of ~~(12)~~mining ~~months~~hardware isas funding becomes available. The Company believes it will require a minimum of approximately $200,000 to secure a location and begin operations at a limited scale with at least ten mining machines. However, access to such funds does not guarantee that a site will be secured, as ~~follows:~~the Company must also evaluate suitability, terms, and economic feasibility. The Company may elect not to use available capital for site acquisition if conditions are unfavorable or if other operational priorities arise.

WeEach ~~are~~ASIC ~~seeking up to a maximum of $60,000,000 in~~S19 ~~funding~~XP ~~from~~miner ~~our~~consumes ~~pending~~approximately ~~Regulation A Offering to jumpstart our cryptocurrency mining operation including the purchase of ASIC computers~~3,010 ~~land,~~watts ~~and~~at ~~construction~~full ofcapacity. aTen ~~warehouse~~units towould ~~host~~consume ~~our~~roughly ~~mining operation~~722.4 ~~The~~kilowatt-hours ~~following~~per ~~plan~~day. ~~for~~Based ~~the next 12 months assumes~~on ~~that~~an weaverage ~~receive~~industrial ~~$60,000,000.~~electricity Asrate ~~mentioned, we believe a minimum~~ of $~~200,000~~0.075 isper ~~needed~~kilowatt-hour toin ~~commence material operations~~Georgia, ~~albeit~~estimated onoperating ~~a smaller~~costs ~~scale~~for ~~than~~ten ~~what~~miners ~~may~~would be ~~proposed below. There is a possibility that we do not obtain the necessary funding to carry out our~~approximately ~~business plan~~$54.18 Ifper ~~this is to occur we may need to reconsider the feasibility of our business plan~~day, or ~~reconsider~~$1,648 ~~how we~~per ~~allocate funds available to us~~month.

The ~~amount~~Company’s internal weestimates ~~may~~suggest ~~spend~~that, onunder ~~any~~current ofBitcoin ~~the~~prices, ~~various~~electricity ~~endeavors~~rates, and depreciation assumptions, each Antminer S19 XP ~~below~~miner iscould ~~subject~~generate approximately $1.59 in net daily earnings, with a projected investment break-even period of 2.5 to ~~change~~3 ~~and~~years. ~~depends~~These estimates ~~entirely~~are based on ~~our~~assumptions ~~future~~that ~~financial~~may ~~condition~~not ofprove accurate, and there is no assurance that the ~~Company~~operation will achieve break-even or any profitability.

~~Six~~The ~~Months~~Company has not purchased any machinery, mining rigs, or related infrastructure to date. Progress remains contingent on available financing, the identification of suitable, properly zoned, energy-efficient, and economically viable locations, and the prioritization of operational objectives, which may result in the mining facility not being pursued as the Company’s top priority if deemed less critical than other initiatives.

●AI-Powered ~~Capital~~Crypto ~~Raise pursuant to Tier II Regulation A offering~~Chatbot

●On ~~Purchase~~May 5, 2025, the Company announced the beta launch of its proprietary AI-powered crypto chatbot, designed to integrate blockchain analytics, machine learning, and real-time ~~estate~~market ~~land~~data into assist ~~Georgia~~users with trading insights. The Company does not hold patents, Uregistered copyrights, or other intellectual property rights with respect to the chatbot.S. A tosubscription-based ~~host~~revenue ~~our~~model ~~crypto~~was ~~mining~~introduced ~~operation~~for both retail and institutional users. Development has since been paused while the Company focuses on other business priorities. As of the date of this filing, the chatbot has not generated any revenue, and there is no assurance that it will be further developed, commercialized, or become profitable.

~~Twelve~~Digital ~~Months~~Asset Treasury

●The ~~Buildout~~Company maintains ofa ~~Warehouse~~digital ●asset ~~Purchase~~treasury ofas ~~Mining~~a ~~Hardware~~long-term reserve, with a strategy to acquire, manage, and selectively reallocate blockchain-based assets to support stability, growth, and alignment with its broader treasury objectives.

●During ~~Purchase~~the ~~and~~fiscal year ~~set~~ended upJune 30, 2025, the Company utilized a portion of ~~ASIC~~its ~~Computers~~available funds to acquire Cardano (~~application~~ADA) tokens as part of its initial digital asset treasury strategy. As of June 30, 2025, the Company did not hold any DOG Coins, and its digital asset treasury consisted solely of ADA tokens. At that time, management believed ADA represented a viable long-~~specific~~term ~~integrated~~blockchain ~~circuit)~~asset with potential for growth and ecosystem development.

●Subsequent ~~Purchase~~to June of30, ~~Mining~~2025, ~~Software~~the ●Company ~~Source~~fully ~~Electricity~~divested its ADA token holdings. In connection with ~~Municipality~~this divestment, the Company realized an approximate loss of $12,668. ●This ~~Commence~~figure ~~Mining~~has not been audited or reviewed, and actual results may differ. The proceeds from the divestment were used to acquire DOG Coins, a Bitcoin-native token built on the Runes protocol, which enables the issuance of ~~Cryptocurrency~~new digital assets directly on the Bitcoin blockchain.

The ~~anticipated~~Company believes ~~budgets~~DOG ~~required~~offers tounique ~~achieve~~advantages ~~the~~relative ~~milestones~~to ~~are~~other ~~provided in~~digital ~~the~~assets, ~~table below~~including:

Uses	Amount
Purchase of real estate land in Georgia, U.S.A to host our crypto mining operation	$	5,000,000
Building and Construction of Warehouse for Cryptocurrency Datacenter	$	10,000,000
Mining Hardware/Machines	$	10,000,000
Mining Software	$	5,000,000
Cost of Electricity	$	10,000,000
Other Expenses / Working Capital	$	10,000,000
Salaries, General Admin, & Professional Fees	$	10,000,000
Total Uses	$	60,000,000

- Bitcoin Integration: DOG is issued directly on the Bitcoin blockchain, benefitting from Bitcoin’s security and network effects.

~~The~~- ~~amounts~~Scarcity ~~that~~and Cultural weAdoption: ~~actually~~DOG ~~spend~~has ~~for~~a ~~any specific~~fixed ~~purpose~~supply ~~may vary significantly,~~ and ~~will~~growing ~~depend~~adoption onas a ~~number of factors including~~meme-driven, ~~but~~community-supported ~~not limited to~~asset, the amount of money that we actually receive from our pending Regulation A Offering, the pace of progress of our development efforts, actual needs with respect to product testing, research and development, market conditions, and changes in or revisions to our marketing strategies, as well as any legal or regulatory changes which ~~may ensue. You will be relying on the judgment of our~~ management ~~regarding the~~believes ~~application~~enhances ofits ~~the~~visibility ~~proceeds~~and ofpotential ~~any~~for ~~sale~~long-term ~~of our common stock~~value.

If- ~~management~~Alignment with isTreasury ~~unable~~Goals: toBy ~~implement~~concentrating ~~our~~its ~~proposed business~~digital ~~plan~~asset orstrategy ~~employ~~in ~~alternative financing strategies~~DOG, itthe ~~does~~Company ~~not~~seeks ~~presently~~to ~~have~~simplify ~~any~~its ~~alternative~~treasury ~~proposals.~~management Inand ~~that event, investors~~align ~~should~~with ~~anticipate~~a ~~that~~Bitcoin-centric ~~their~~thesis, ~~investment~~consistent ~~may~~with bethe ~~lost~~broader ~~and~~industry ~~there~~trend ~~may~~of beinstitutional noadoption ~~ability~~of toBitcoin-related ~~profit from this investment~~assets.

WeThis ~~cannot~~shift ~~assure you that our planned mining operation~~reflects ~~for~~a ~~bitcoin~~deliberate ormove ~~any~~from ~~other~~holding ~~digital~~multiple ~~coin~~blockchain ~~will~~tokens ~~ever happen or that we will ever earn revenues sufficient~~ to ~~support~~focusing ~~our~~on ~~operations~~a orsingle ~~that we~~Bitcoin-native ~~will~~asset ~~ever~~class ~~be profitable. Furthermore, since we have no committed source of financing, we cannot assure you~~ that wemanagement ~~will be able to~~believes ~~raise~~better ~~money~~positions asthe ~~and~~Company ~~when~~for weboth ~~need~~stability ~~it to continue our operations. If we cannot raise funds as~~ and ~~when~~growth wewithin ~~need~~its ~~them,~~digital weasset ~~may be required to severely curtail, or even to cease our operations~~holdings.

Certain Company digital assets - 2 including DOG Coin holdings - are stored with or managed by unaffiliated third-party service providers. The Company has limited ability to monitor or control the cybersecurity measures used by these providers, and any compromise of their systems could result in the partial or total loss of these assets.

~~Table~~Use of ~~Contents~~Investor Funds

Investor capital raised to date has primarily been allocated to operational expenses, including legal, compliance, investor relations, public filings, and administrative overhead. Additionally, capital has been directed toward the acquisition of digital assets, including Cardano (cADA) ~~Reports~~tokens topurchased ~~security~~during ~~holders~~the fiscal year ended June 30, 2025, and, following the full divestment of ADA, DOG Coins. Investor funds have also been used for other general corporate purposes.

~~(1)~~Disclaimer: The Company ismay ~~not~~never ~~required~~have the financial or operational capacity to ~~deliver~~execute anany ~~annual~~of ~~report~~the toobjectives ~~security~~described ~~holders~~above ~~and~~or atherein. There can be no assurance that any plans discussed within this ~~time~~report ~~does~~will ~~not~~be ~~anticipate~~completed as contemplated, or at all. Any investment in the ~~distribution~~Company involves a high degree of ~~such~~risk, aand ~~report~~investors may lose some or all of their investment.

~~(2)~~Non-Binding ~~The~~Agreements ~~Company will continue to file reports with the SEC. The Company is an SEC reporting company~~ and ~~complies~~Letters ~~with the requirements~~ of ~~the Exchange Act.~~Intent

~~Emerging~~The ~~Growth~~ Company has entered into certain non-binding agreements and letters of intent with third parties related to potential investments and acquisitions. These include a non-binding Shareholder Agreement with CoinEdge Inc. regarding an intended $100,000 investment for a 10% equity interest, and a non-binding Letter of Intent with A.R.T. Digital Holdings Corp. concerning a potential acquisition of a 20% equity interest in a digital infrastructure project known as the McAllen Project in Texas.

WeNo ~~are~~payments anhave ~~emerging~~been ~~growth~~made ~~company~~ under these agreements, and the Company ~~JOBS~~has ~~Act~~not consummated any related transactions. WeThere ~~shall~~is ~~continue to~~no assurance that these agreements will be ~~deemed~~finalized anor ~~emerging~~that ~~growth~~the ~~company~~proposed transactions ~~until~~will be completed on the ~~earliest~~terms ~~of:~~contemplated or at all.

(a) the last day of the fiscal year of the issuer during which it had total annual gross revenues of $1,070,000,000 (as such amount is indexed for inflation every 5 years by the Commission to reflect the change in the Consumer Price Index for All Urban Consumers published by the Bureau of Labor Statistics, setting the threshold to the nearest 1,000,000) or more; (b) the last day of the fiscal year of the issuer following the fifth anniversary of the date of the first sale of common equity securities of the issuer pursuant to an effective IPO registration statement; (c) the date on which such issuer has, during the previous 3Forward-~~year~~Looking period, issued more than $1,000,000,000 in non-convertible debt; or (d) the date on which such issuer is deemed to be a large accelerated filer, as defined in section 240.12b-2 of title 17, Code of Federal Regulations, or any successor thereto.Statements

AsCertain anstatements ~~emerging~~and ~~growth~~information ~~company,~~included wein ~~are~~this ~~exempt~~Annual Report ~~from~~on ~~Section~~Form ~~404(b)~~10-K offor ~~Sarbanes Oxley.~~the ~~Section~~year ~~404(a)~~ended ~~requires~~June ~~Issuers~~30, to2025, ~~publish~~contain ~~information~~forward-looking instatements ~~their~~within ~~annual reports concerning~~ the ~~scope~~meaning ~~and~~of ~~adequacy~~Section 27A of the ~~internal~~Securities ~~control~~Act ~~structure~~of 1933 and ~~procedures~~Section ~~for~~21E ~~financial~~of ~~reporting.~~the ~~This~~Securities ~~statement~~Exchange ~~shall~~Act ~~also~~of ~~assess~~1934. ~~the~~These ~~effectiveness~~statements ofreflect ~~such~~current ~~internal~~expectations ~~controls~~concerning future events and ~~procedures.~~results ~~Section~~and ~~404(b)~~often ~~requires~~include ~~that~~terms ~~the~~such ~~registered~~as ~~accounting~~“may,” ~~firm~~“should,” ~~shall~~“believe,” ~~in the same report~~“expect,” ~~attest to and report on the assessment~~“intend,” on“plan,” ~~the~~“anticipate,” ~~effectiveness~~“estimate,” of“potential,” ~~the~~“continue,” ~~internal control structure~~ “will,” and ~~procedures~~similar ~~for financial reporting~~expressions.

AsForward-looking anstatements ~~emerging~~involve ~~growth~~risks, ~~company~~uncertainties, and weother ~~are~~factors, ~~also~~some ~~exempt~~beyond ~~from~~the ~~Section~~Company’s ~~14A~~control, ~~(a)~~which may cause actual results or achievements to differ materially from ~~and~~those ~~(b)~~expressed ofor ~~the~~implied. ~~Securities~~These ~~Exchange~~factors ~~Act~~include ofbut ~~1934~~are ~~which~~not ~~require~~limited to the ~~shareholder~~ability ~~approval~~to ofsecure ~~executive~~suitable ~~compensation~~site locations, obtain financing, successfully develop mining operations, market conditions, regulatory developments, and ~~golden~~operational ~~parachutes~~challenges.

WeExcept ~~have~~as ~~elected~~required toby ~~use~~law, the ~~extended~~Company ~~transition~~undertakes ~~period~~no ~~for complying with~~obligation ~~new~~to update or ~~revised~~revise ~~accounting~~forward-looking ~~standards under Section 102(b)(2) of the Jobs Act~~statements, ~~that~~whether ~~allows~~due us to ~~delay~~new ~~the~~information, ~~adoption~~future ofevents, ~~new~~ or ~~revised~~otherwise. ~~accounting standards~~Investors ~~that~~are ~~have~~cautioned not ~~different effective dates for public and private companies until those standards apply~~ to ~~private~~unduly ~~companies.~~rely Ason ~~a result~~such ~~of this election, our financial~~ statements ~~may~~when ~~not~~evaluating bethe ~~comparable~~Company’s ~~to companies that comply with public company effective dates~~prospects.

- 2 3 -

Table of Contents

~~Item~~(c) Reports ~~1A.~~to ~~Risk~~security ~~Factors~~holders.

(1) The Company ~~qualifies~~is asnot arequired ~~smaller~~to ~~reporting~~deliver ~~company,~~an asannual ~~defined~~report byto ~~Item 10~~security ofholders ~~Regulation~~and ~~S-K~~at ~~and,~~this ~~thus,~~time isdoes not ~~required~~anticipate ~~to provide~~ the ~~information~~distribution ~~required~~of bysuch ~~this~~a ~~Item~~report.

~~Item~~(2) 1BThe Company will continue to file reports with the SEC. ~~Unresolved~~The ~~Staff~~Company ~~Comments~~is an SEC reporting company and complies with the requirements of the Exchange Act.

~~None.~~Emerging Growth Company

~~Item~~We are 1Can “emerging growth company,” as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). We ~~Cybersecurity~~will remain an emerging growth company until the earliest of:

~~Cybersecurity~~(a) ~~incidents~~the last day of the fiscal year in which we have total annual gross revenues of $1,235,000,000 or more (as such amount is indexed for inflation by the ~~potential~~SEC every five years); (b) the last day of the fiscal year of the issuer following the fifth anniversary of the date of the first sale of common equity securities of the issuer pursuant to ~~disrupt~~an ~~our~~effective ~~business~~IPO ~~operations~~registration statement; (c) the date on which such issuer has, ~~lead~~during tothe previous 3-year period, issued more than $1,000,000,000 in non-convertible debt; or (d) the ~~loss~~date ofon ~~critical~~which ~~and~~such ~~confidential~~issuer ~~information~~is deemed to be a large accelerated filer, ~~and~~ ~~damage~~as ~~our~~defined ~~reputation~~in ~~and~~section ~~financial~~240.12b-2 ~~performance~~of title 17, Code of Federal Regulations, or any successor thereto.

~~Given~~As an ~~our~~emerging growth company's, ~~small~~we ~~size,~~are ~~limited~~exempt ~~staff,~~from Section 404(b) of Sarbanes Oxley. Section 404(a) requires Issuers to publish information in their annual reports concerning the scope and ~~minimal~~adequacy ~~resources,~~of wethe ~~have~~internal ~~not~~control structure and procedures for financial reporting. This ~~yet~~statement ~~developed~~shall oralso ~~implemented~~assess ~~specific~~the ~~cybersecurity~~effectiveness ~~risk~~of ~~management~~such ~~programs~~internal tocontrols ~~safeguard~~and procedures. Section 404(b) requires that the ~~confidentiality~~registered accounting firm shall, ~~integrity~~in the same report, attest to and ~~availability~~ report on the assessment on the effectiveness of ~~our~~the ~~essential~~internal ~~systems~~control structure and ~~data~~procedures for financial reporting.

~~Currently, the security of our information is~~As ~~managed~~an byemerging ~~Levi~~growth ~~Jacobson~~company, ~~our~~we ~~sole~~are ~~officer~~also ~~and~~exempt ~~director.~~from ~~While Mr.~~Section ~~Jacobson~~14A ~~believes~~(a) heand ~~can~~(b) ~~maintain~~of ~~adequate~~the ~~internal~~Securities ~~security measures~~Exchange atAct ~~this~~of ~~stage,~~1934 ~~there~~which isrequire nothe shareholder ~~guarantee~~approval ~~that~~of ~~this~~executive ~~will~~compensation ~~prevent~~and ~~potential~~golden ~~breaches, disruptions to our operations, or other related issues~~parachutes.

~~Item~~We have elected to use the extended transition period for complying with new or revised accounting standards under Section 102(b)(2) of the Jobs Act, that allows us to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. ~~Properties~~As a result of this election, our financial statements may not be comparable to companies that comply with public company effective dates.

~~We currently neither rent nor own any properties. We~~- ~~currently~~3 ~~utilize office space and equipment of our management at no cost.~~-

~~Item~~Table of ~~3. Legal Proceedings.~~Contents

~~From time to time, we may become party to litigation~~Item ~~or other legal proceedings that we consider to be a part of the ordinary course of our business~~1A. WeRisk ~~are not currently involved in legal proceedings that could reasonably be expected to have a material adverse effect on our business, prospects, financial condition, or results of operations~~Factors. ~~To the best of our knowledge, no adverse legal activity is anticipated or threatened.~~

~~Item~~An investment 4in our securities involves a high degree of risk. ~~Mine~~You ~~Safety~~should ~~Disclosures~~carefully consider the risks described below, together with all of the other information contained in this Annual Report on Form 10-K, before deciding whether to invest in our securities. If any of the following risks actually occur, our business, financial condition, and results of operations could be materially and adversely affected. In such a case, the trading price of our common stock could decline, and you could lose part or all of your investment.

~~Not~~There is ~~applicable~~substantial doubt about our ability to continue as a going concern.

~~PART~~Given our IIlimited operating history, lack of revenues, accumulated losses, and reliance on external financing, there is substantial doubt about our ability to continue as a going concern. If we cannot obtain sufficient funding to cover our operating expenses and pursue our business plan, we may be forced to cease operations, liquidate our assets, or seek bankruptcy protection.

~~Item~~Our short 5.operating ~~Market~~history ~~for~~limits ~~Registrant’s~~the ~~Common~~ability ~~Equity,~~to ~~Related~~assess ~~Stockholder~~future ~~Matters and Issuer Purchases of Equity Securities~~performance.

~~Market~~The Company’s ~~Information~~limited operating history provides investors with little basis to evaluate future financial results, operational success, or prospects.

~~Our~~We are ~~Common~~a ~~Stock~~development-stage iscompany ~~quoted~~and onmay ~~the~~never ~~OTC~~generate ~~Markets~~revenues ~~Group~~or ~~Inc.’s~~achieve ~~Pink® Open Market~~profitability. ~~Our ticker symbol is “CBLO”.~~

~~There~~We are isin ~~currently~~the aearly ~~limited~~stages ~~trading~~of ~~market~~development inand ~~the~~have ~~Company’s~~generated ~~shares~~no ofrevenues ~~Common~~to ~~Stock.~~date ~~Generally~~except ~~speaking,~~for ~~our~~negligible ~~shares~~staking ofrewards. ~~common~~Our ~~stock~~business model ~~are~~and proposed projects, ~~and~~including ~~have~~but ~~been~~not ~~thinly~~limited ~~traded,~~to ~~meaning~~a ~~our~~cryptocurrency ~~shares~~mining ~~cannot~~facility beand ~~easily~~an ~~purchased~~AI orpowered ~~sold~~crypto ~~and~~chatbot, remain unproven. Because we have a ~~low~~limited ~~volume~~operating ofhistory, ~~shares~~investors ~~trading~~have ~~per~~little ~~day~~ basis upon which to evaluate our future prospects. There can ~~lead~~be tono assurance ~~volatile~~that ~~changes~~we inwill ~~price~~ever ~~per~~generate ~~share~~revenues beyond staking rewards or achieve profitability.

~~Over-the-counter~~A ~~market~~significant ~~quotations~~portion ~~reflect~~of ~~inter-dealer~~our ~~prices,~~assets ~~without~~was ~~retail~~held ~~mark-up~~in cryptocurrency, ~~mark-down~~which oris ~~commission~~highly ~~and may not necessarily represent actual transactions~~volatile.

Quarter Ended	High Bid	Low Bid
June 30, 2024	$0.0348	$0.0056
March 31, 2024	$0.04	$0.013
December 31, 2023	$0.073	$0.0111
September 30, 2023	$0.0975	$0.033
June 30, 2023	$0.068	$0.04
March 31, 2023	$0.07	$0.04
December 31, 2022	$0.10	$0.0271
September 30, 2022	$0.13	$0.02
June 30, 2022	$0.42	$0.02

As of June 30, 2025, the Company held approximately $62,474 in Cardano (ADA) tokens. For the year then ended, the Company recognized an impairment expense of $(12,668) on these holdings. The ADA tokens were later sold at a loss of roughly the same amount, and the proceeds were used to acquire DOG Coins. Future changes in the value of DOG Coins or other cryptocurrencies may materially affect the Company’s liquidity, stockholders’ equity, and overall financial results.

1 We ~~were~~have a ~~party~~history ~~to a corporate reorganization, legally effective as~~ of ~~April~~losses 1,and ~~2022.~~may ~~Information~~continue ~~regarding this reorganization is detailed herein on page 1. Prior~~ to ~~this~~incur ~~reorganization,~~significant welosses ~~have~~in ~~no information to report pursuant to~~ the ~~above table~~future.

~~Holders~~Subsequent to June 30, 2025, the Company fully divested its ADA token holdings, which resulted in a realized loss approximately equal to the previously recorded impairment expense of $(12,668). While this realized loss has not been audited or reviewed and may ultimately differ, it is expected to be in line with that amount. The proceeds were used to acquire DOG Coins, a Bitcoin-native token built on the Runes protocol that enables the issuance of new digital assets directly on the Bitcoin blockchain. Future realized losses may be greater should the value of DOG Coins or other digital assets decline. We expect to continue incurring operating losses as we pursue our business objectives, and we may never achieve profitability.

AsWe will ofneed ~~June~~to ~~30,~~raise ~~2024,~~additional ~~and~~capital ~~August~~in ~~20, 2024,~~ the ~~date of this Annual Report~~future, and we ~~have~~may ~~253,936,005~~not ~~shares~~be ofable ~~Common~~to ~~Stock,~~obtain ~~$0.001~~financing ~~par~~on ~~value, issued~~favorable ~~and~~terms ~~outstanding,~~or ~~and~~at ~~0 shares of Preferred Stock, $0~~all.~~001 par value, issued and outstanding.~~

Our business plan requires substantial additional capital for site acquisition, mining equipment purchases, and operating expenses. We expect to rely on future debt or equity financing to fund our operations. There can be no assurance that additional financing will be available to us on favorable terms or at all. If we cannot obtain financing, we may have ~~approximately~~to 29delay, ~~stockholders~~scale back, or abandon some or all of ~~record~~our planned activities.

~~Voting~~We may, and plan to, issue additional shares of common stock or other securities in the future, which could substantially dilute existing stockholders and adversely affect the market price of our common stock.

~~Each~~We ~~share~~have historically issued, and intend to continue issuing, large numbers of shares of our common stock, ~~has~~both ~~voting~~restricted ~~rights~~and freely transferable, in connection with private placements, equity financing, or other corporate purposes. Any such issuances could significantly dilute the ownership interests of ~~one~~existing stockholders and may reduce the value of your investment. Investors who purchase shares may experience substantial dilution, ~~vote~~and ~~per~~in ~~share~~extreme cases, could lose some or all of their investment. There can be no assurance that future issuances will not depress the market price of our common stock or make it more difficult to sell shares at favorable prices.

~~Dividends~~We have ~~and~~limited ~~Share~~cash ~~Repurchases~~ reserves, which may impair our ability to meet operating needs.

WeAs of ~~have~~June ~~not~~30, ~~paid~~2025, ~~any~~our ~~dividends~~balance toof ~~our~~cash ~~stockholders~~and cash equivalents was only $9. ~~There~~ ~~are~~This nolimited ~~restrictions,~~liquidity ~~which~~increases ~~would~~the ~~limit~~Company’s ~~our~~dependence on ~~ability~~external financing to ~~pay~~fund ~~dividends~~operations, onand ~~common~~there ~~equity~~can orbe no assurance that ~~are~~such ~~likely~~financing towill dobe soavailable inon ~~the~~favorable ~~future~~terms or at all.

~~Issuer~~Liquidity may ~~Purchases~~depend ofon ~~Equity~~selling ~~Securities~~cryptocurrency holdings at favorable prices.

~~None~~The Company may need to sell digital assets to generate cash. If cryptocurrency markets decline, become illiquid, or trading is otherwise constrained, the Company may be unable to convert its digital assets into cash on favorable terms or at all, which could materially impair its ability to fund operations or meet obligations.

~~Equity~~We may ~~Compensation~~face ~~Plan~~risks ~~Information~~related to our reliance on equity sales and related-party financing.

WeHistorical financing dohas ~~not~~included ~~have~~the ~~any~~sale of equity ~~compensation~~and ~~plans,~~loans ~~either approved~~from related parties. Future reliance on equity issuances or ~~not~~related-party ~~approved,~~funding could bypresent ~~our~~conflicts ~~security~~of ~~holders~~interest and create uncertainty regarding the availability or terms of such support.

~~Recent Sales of Unregistered Securities; Uses of Proceeds from Registered~~- ~~Securities~~4 -

~~None.~~Table of Contents

~~Purchases~~We have ofnegative ~~Equity~~stockholders’ ~~Securities~~equity, bywhich ~~the~~may ~~Issuer~~limit ~~and Affiliated~~our ~~Purchasers~~ability to continue operations or obtain financing.

~~None~~As of June 30, 2025, the Company had a negative stockholders’ equity of $8,449. This deficit may limit our ability to obtain financing, cover obligations, or continue operations. There can be no assurance that we will be able to raise sufficient capital to sustain operations.

-Realized and 4unrealized -losses on cryptocurrency investments may materially affect our financial statements.

~~Table~~For the year ended June 30, 2025, the Company recorded an impairment expense of ~~Contents~~approximately $(12,668) related to its ADA holdings (a cryptocurrency) and reported a realized loss of $2 under the line item “Gain (loss) on sale of cryptocurrency.” Subsequent to June 30, 2025, the Company fully divested its ADA holdings, which resulted in a realized loss approximately equal to the previously recorded impairment amount, though the final figure has not been audited or reviewed and may differ. Future realized or unrealized losses, including those related to DOG Coins or other cryptocurrencies, may be significant and could adversely affect the Company’s equity and results of operations.

~~Item~~We may 6.be ~~Selected~~unable ~~Financial~~to ~~Data~~manage growth or scale operations effectively.

AsRapid accumulation aof ~~“smaller~~cryptocurrency ~~reporting~~assets ~~company”~~without corresponding operational infrastructure may strain management, ~~we are~~internal ~~not~~controls, ~~required~~and oversight. Failure to ~~provide~~manage ~~the~~growth ~~information~~could ~~required~~adversely byaffect ~~this~~our ~~Item~~business, financial condition, and results of operations.

~~Item~~Valuation of 7.cryptocurrency ~~Management’s~~holdings ~~Discussion~~involves ~~and~~significant ~~Analysis~~judgments ~~of Financial Condition~~ and ~~Results of Operations~~estimates.

~~We have not yet commenced any material operations.~~ The ~~Company~~ ~~plans~~fair tovalue build a 14 MW Bitcoin mining facility in Georgia U.S. specifically designed for hosting cryptocurrency mining equipment and mining Bitcoin for our own account. Cryptocurrency mining (e.g. bitcoin mining) entails running ASIC (application-specific integrated circuit) servers or other specialized servers which solve a set of ~~prescribed~~digital ~~complex mathematical~~assets ~~calculations~~is insubject ~~order~~ to ~~add~~significant aassumptions, ~~block to a blockchain~~ and ~~thereby~~changes ~~confirm~~in ~~digital~~valuation ~~asset~~could ~~transactions.~~materially Aaffect ~~party~~reported ~~which is~~results ~~successful~~and instockholders’ ~~adding a block to the blockchain is awarded a fixed number of digital assets in return~~equity.

AtOur future ~~this~~revenue ~~time,~~and/or wesuccess ~~own~~depends noon ~~real estate. Since~~ our ~~inception,~~business ~~June~~plan ~~30, 2021,~~and wethe ~~have~~value ~~not~~of ~~generated any revenues~~cryptocurrency.

InThe Company’s ~~order~~future toperformance ~~implement~~relies ~~our~~on ~~plan of operations for~~ the ~~next twelve-month~~development ~~period,~~and wecommercialization ~~require a minimum~~ of ~~$200,000~~the inBitcoin ~~funding.~~mining Atfacility ~~present,~~and ~~we plan to to acquire~~ the ~~aforementioned funding from~~AI-powered ~~the~~crypto ~~sale~~chatbot, neither of ~~our~~which ~~common~~has ~~stock~~generated ~~pursuant~~revenue toand amay ~~Tier~~never IIbe ~~Regulation~~carried Aout. ~~Offering~~The weCompany ~~seek~~also toholds ~~conduct~~or inmay ~~the~~hold ~~near~~digital ~~future. At present~~assets, ~~the~~ ~~Offering~~including ~~Statement~~DOG ~~pursuant~~Coins toand ~~the~~other ~~Tier~~cryptocurrencies, IIwith ~~Regulation~~the ~~Offering~~expectation ~~remains~~that intheir ~~review~~value bywill ~~the~~increase. ~~Securities~~There ~~and~~can ~~Exchange~~be ~~Commission.~~no Itassurance isthat these ~~not~~digital ~~yet~~assets ~~qualified.~~will ~~The~~appreciate ~~Offering~~or ~~Circular~~even ~~and~~maintain ~~related~~their ~~documentation~~value. ~~was~~Failure, ~~filed on April 29~~delay, ~~2024.~~or Atunfavorable ~~this~~market ~~time,~~conditions wecould ~~cannot~~materially affect ~~accurately~~the ~~forecast~~Company’s ~~when~~future ~~the~~revenue ~~Offering~~and/or ~~may~~success beand ~~qualified~~its ~~and~~ability orto ~~subsequently~~achieve ~~conducted~~profitability.

The number of computers that we may purchase or lease for mining bitcoin will depend on how quickly we are able to raise funds through the aforementioned Offering and the amounts that we are ultimately able to raise. We ~~expect the proceeds from the Offering will be sufficient for us to implement our business plan and that no additional~~ ~~funding~~may ~~will~~never be ~~needed~~able to ~~implement our business plan~~develop, ~~however there is no guarantee that this may be the case. We may be unsuccessful in raising any capital from the Offering~~finance, ~~and~~or ~~thus~~operate ~~we may need to seek out alternate sources of financing. The scalability of~~ our ~~business plan~~proposed ~~also~~cryptocurrency ~~depends~~mining ~~entirely on our ability to secure funds for future operations and the amount of funds at our disposal~~facility. ~~At this time we do not have the needed funding to implement our business plan in any capacity.~~

~~Net~~We ~~Loss~~have announced plans to establish a 14-megawatt Bitcoin mining facility in Atlanta, Georgia, but we have not identified or secured a site, purchased equipment, or commenced construction. We may never acquire a site or mining rigs. Establishing such a facility requires significant capital, permits, and infrastructure. Even if financing is available, there is no assurance that we will be able to secure a suitable location on acceptable terms, obtain necessary approvals, or successfully construct and operate the facility. Additionally, other business agenda items may take precedence over these plans, which could further delay or prevent the development of the mining facility.

Our ~~net~~business ~~loss~~is ~~for~~highly ~~the~~dependent ~~year~~on ~~ended~~the ~~June~~market ~~30,~~price ~~2024~~of ~~was~~Bitcoin ~~$30,020~~ and ~~was~~other ~~attributed~~cryptocurrencies, ~~entirely~~which toare ~~general~~volatile and ~~administrative~~may ~~expenses~~decline significantly.

~~Our~~The ~~net~~success ~~loss~~of ~~for~~our planned mining operations, which have not yet commenced, and the ~~year~~value ~~ended~~of ~~June~~our 30digital asset holdings, ~~2023~~including ~~was~~DOG ~~$18~~Coins,~~507~~ depends heavily on the prevailing market prices of Bitcoin, DOG Coins, and ~~was~~cryptocurrency ~~attributed~~in ~~entirely~~general. Cryptocurrency markets are highly volatile, and prices can fluctuate widely in response to ~~general~~various factors, including regulatory developments, technological changes, market sentiment, macroeconomic conditions, and ~~administrative~~speculative ~~expenses~~activity. A sustained decline in the prices of Bitcoin, DOG Coins, or other cryptocurrencies could render our planned mining operations unprofitable or our current digital asset holdings significantly less valuable or even worthless.

~~Liquidity~~Future acquisitions of digital assets may result in losses.

WeThe ~~have~~Company nomay ~~known~~choose ~~demands~~to acquire additional cryptocurrencies or ~~commitments~~other ~~and~~digital ~~are~~assets ~~not~~as ~~aware~~part of ~~any~~its ~~events~~business plan or ~~uncertainties~~treasury asstrategy. There ofcan ~~June~~be ~~30,~~no ~~2024,~~assurance ~~and~~that ~~June~~any 30newly acquired digital assets will retain value, ~~2023~~appreciate, or be marketable. Purchases of digital assets that ~~will~~decline ~~result~~significantly in value or ~~that~~become ~~are~~worthless ~~reasonably~~could ~~likely~~materially toand ~~materially~~adversely ~~increase~~affect orthe ~~decrease~~Company’s ~~our~~financial ~~current~~condition, results ~~liquidity~~of operations, and ability to achieve profitability.

~~Related~~Our ~~Party~~internal ~~Transactions~~financial projections for cryptocurrency mining may prove inaccurate and we may not achieve break-even ~~Loans~~or profitability.

~~The~~Our ~~Company’s~~estimates ~~sole~~regarding ~~officer~~the ~~and~~potential ~~director,~~profitability ~~Levi~~of ~~Jacobson,~~using ~~paid~~ASIC ~~expenses~~S19 onXP ~~behalf~~miners ofassume ~~the~~certain ~~company~~electricity ~~totaling $30~~costs,~~050 during~~ ~~the~~Bitcoin ~~period ended June 30~~prices, ~~2024~~and equipment performance. These ~~payments~~assumptions ~~are~~may ~~considered~~prove asinaccurate aor ~~loan~~may tochange ~~the~~materially ~~Company~~over ~~which~~time. isAs ~~noninterest-bearing~~a result, ~~unsecured~~we ~~and~~may ~~payable~~not onachieve ~~demand.~~the projected Asbreak-even period of ~~June~~2.5 ~~30,~~to ~~2024~~3 years, ~~the~~and ~~related~~our ~~party~~mining ~~loan~~operations tomay ~~the~~not ~~Company~~become ~~totaled~~profitable ~~$61,214~~at all.

~~The~~We ~~Company’s~~have ~~sole~~incurred ~~officer~~significant ~~and~~net ~~director,~~losses ~~Levi~~and ~~Jacobson,~~expect ~~paid expenses on behalf of the company totaling $18,507 during the period ended June 30, 2023. These payments are considered as a loan~~ to ~~the~~continue ~~Company~~incurring ~~which~~losses isin ~~noninterest-bearing, unsecured and payable on demand. As of June 30, 2023,~~ the ~~related party loan to the Company totaled $31,164~~future.

~~Capital~~For ~~Resources~~the year ended June 30, 2025, the Company reported a net loss of $235,265, with operating expenses significantly exceeding revenues. We may continue to incur substantial losses in the future as we pursue our business objectives, and there can be no assurance that we will ever achieve profitability.

WeOur ~~had~~mining nooperations, ~~material~~if ~~commitments~~developed, ~~for~~would ~~capital~~be ~~expenditures~~highly asdependent ofon ~~June~~the ~~30,~~availability ~~2024~~ and ~~June~~cost ~~30,~~of ~~2023~~electricity.

~~Off~~Cryptocurrency ~~Balance~~mining ~~Sheet~~is ~~Arrangements~~energy-intensive, and profitability depends on access to reliable and cost-effective electricity. Increases in electricity rates, power shortages, or disruptions in energy supply could materially and adversely affect the economics of our planned operations.

WeOur domining ~~not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition~~hardware, ~~changes~~if ~~in financial condition~~acquired, ~~revenues~~may orquickly ~~expenses,~~become ~~results~~obsolete ofand ~~operations,~~lose ~~liquidity, capital expenditures or capital resources that is material to investors~~value.

~~Going~~We ~~Concern~~intend to use ASIC mining rigs, including the S19 XP model, which are subject to rapid technological change. More efficient machines may be introduced by competitors, reducing the competitiveness of our equipment. We may be required to make significant additional investments in new hardware to remain viable, and there is no assurance that such investments would be successful or available to us.

~~The Company’s financial statements~~We ~~are~~may ~~prepared~~never incommercialize ~~accordance~~or ~~with~~generate ~~generally~~revenues ~~accepted~~from ~~accounting~~our ~~principles~~AI-powered ~~applicable~~crypto ~~to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business~~chatbot.

~~The~~Although we ~~Company~~announced ~~demonstrates~~the ~~adverse conditions~~beta ~~that~~launch ~~raise~~of ~~substantial~~an ~~doubt~~AI-powered ~~about~~crypto chatbot in May 2025, development has since been paused, and the ~~Company's~~project ~~ability~~has tonot generated ~~continue~~any asrevenues. aWe ~~going~~do ~~concern~~not ~~for~~own ~~one~~patents, ~~year~~copyrights, ~~following~~or ~~the~~other ~~issuance of~~intellectual ~~these~~property ~~financial~~rights ~~statements.~~with ~~These~~respect ~~adverse~~to ~~conditions~~the ~~are~~chatbot. ~~negative~~There ~~financial~~is no ~~trends,~~assurance ~~specifically~~that ~~operating~~we ~~loss~~will resume development, ~~working~~commercialize ~~capital~~the ~~deficiency~~chatbot, ~~and~~ ~~other~~or ~~adverse~~derive ~~key~~any ~~financial~~revenues ~~ratios~~from this initiative.

~~The Company has not established any~~Our ~~source~~reliance ofon ~~revenue~~DOG toCoin ~~cover~~as ~~its~~the ~~operating~~sole ~~costs.~~digital ~~Management~~asset ~~plans~~in toour ~~fund~~treasury ~~operating~~strategy ~~expenses~~exposes ~~with~~us ~~related party contributions~~ to ~~capital. There~~concentration ~~is no assurance that management's plan will be successful. The financial statements do not include any adjustments relating to the recoverability~~ and ~~classification~~volatility ~~of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern~~risks.

~~Item~~We have 7Ashifted our treasury strategy to focus exclusively on DOG Coin, a meme-driven, community-supported asset built on the Bitcoin blockchain. This ~~Quantitative~~concentration increases our exposure to fluctuations in the price, adoption, and ~~Qualitative~~cultural ~~Disclosures~~relevance ~~about~~of ~~Market~~DOG ~~Risk~~Coin. A significant decline in DOG Coin’s value or demand could materially and adversely affect our financial condition and results of operations.

We rely ~~qualify~~on asthird-party acustodians ~~smaller~~and ~~reporting~~service ~~company,~~providers asfor ~~defined by~~safeguarding ~~Item~~our 10digital ~~of Regulation S-K and~~assets, ~~thus,~~which ~~are~~exposes ~~not~~us ~~required~~ to ~~provide~~cybersecurity ~~the~~and ~~information required by this Item~~operational risks.

-Our digital 5assets, including DOG Coin, are stored with or managed by unaffiliated third-party service providers. We have limited ability to monitor or control the cybersecurity practices of these providers. A breach or failure of their systems could result in the partial or total loss of our assets. Unlike bank deposits or securities accounts, digital assets may not be recoverable if stolen or inaccessible, which could materially and adversely impact our financial condition.

~~Table~~We do ofnot ~~Contents~~maintain a formal cybersecurity risk management program, which increases our vulnerability to cyber threats.

~~Item~~Given our 8small size and early stage of operations, we have not developed or implemented an enterprise-wide cybersecurity program. ~~Financial~~Our ~~Statements~~current measures, such as multi-factor authentication, password protection, and ~~Supplementary~~encryption, ~~Data~~may not be sufficient to prevent or detect sophisticated cyberattacks. We also lack dedicated cybersecurity personnel and rely on our sole officer and director for oversight. If our systems or those of our providers are compromised, we could suffer irretrievable losses of digital assets, business disruptions, reputational harm, and potential legal liability.

C2We rely ~~Blockchain~~on a single officer and director, ~~Inc~~which limits our management resources and oversight.

~~FINANCIAL~~Our sole ~~STATEMENTS~~officer and director, Levi Jacobson, is responsible for all aspects of our management, operations, and oversight, including cybersecurity risk. The lack of additional executive officers, directors, or independent oversight increases our vulnerability to mismanagement, conflicts of interest, and operational inefficiencies. This concentration of responsibility may adversely affect our ability to execute our business plan and respond effectively to challenges.

~~INDEX~~Our non-binding TOagreements ~~FINANCIAL STATEMENTS~~and letters of intent may never result in completed transactions.

		Pages
Report of Independent Registered Public Accounting Firm		F2
Balance Sheets		F3
Statements of Operations		F4
Statements of Changes in Stockholders’ Deficit		F5
Statements of Cash Flows		F6
Notes to Financial Statements		F7-F9

We have entered into non-binding agreements and letters of intent with third parties, including CoinEdge Inc. and A.R.T. Digital Holdings Corp., but we have not consummated any related transactions or made any payments. There is no assurance that these agreements will be finalized or that the proposed transactions will occur on the contemplated terms, if at all. If we are unable to execute these transactions, our growth prospects and business development strategy may be adversely affected.

-Changes in F1laws, -regulations, or governmental policies affecting blockchain or digital assets could adversely affect our business.

~~Table~~The regulatory ofenvironment ~~Contents~~surrounding blockchain technology, cryptocurrency mining, and digital assets is uncertain and rapidly evolving. Changes in federal, state, or foreign laws and regulations, or in governmental policies, could increase our costs, restrict our operations, or otherwise adversely affect our ability to conduct business.

~~MICHAEL~~Our common ~~GILLESPIE~~stock &is ~~ASSOCIATES~~quoted on the OTC Markets Group, ~~PLLC~~Inc.’s OTCID tier, which subjects it to volatility, illiquidity, and limited investor interest.

~~CERTIFIED~~Our common ~~PUBLIC~~stock ~~ACCOUNTANTS~~is quoted on the OTC Markets Group, Inc.’s OTCID tier under the symbol “CBLO.” Securities traded on the OTC market are often thinly traded, subject to extreme price fluctuations, and may not provide a liquid market for investors. As a result, investors may have difficulty buying or selling our shares, and the market price of our common stock may not reflect its underlying value.

~~Vancouver,~~- 5 ~~WA 98666~~-

~~206.353.5736~~Table of Contents

~~REPORT~~The market OFprice ~~INDEPENDENT~~of ~~REGISTERED~~our ~~PUBLIC~~common ~~ACCOUNTING FIRM~~stock may fluctuate significantly, and investors may lose all or part of their investment.

ToThe trading ~~the~~price ~~Shareholders~~of &our ~~Board~~common ofstock ~~Directors~~may be highly volatile and subject to wide fluctuations in response to numerous factors, including operating results, changes in our business strategy, market conditions for blockchain and cryptocurrency companies, announcements by competitors, regulatory developments, and general market sentiment. As a result, investors may experience substantial losses.

C2We may ~~Blockchain~~issue additional shares of common stock or other securities in the future, ~~Inc~~which could dilute existing stockholders and adversely affect the market price of our common stock.

~~Opinion~~We may onissue additional equity securities to raise capital, acquire assets, or for other purposes. Any such issuances may dilute the ~~Financial~~ownership interests ~~Statements~~of existing stockholders and could depress the market price of our common stock.

~~We have audited the accompanying balance sheets of C2 Blockchain, Inc.~~Our ~~(the~~common ~~Company)~~stock asis ofcurrently ~~June~~considered ~~30, 2024 and 2023 and the related statements of operations, changes in stockholders’ deficit, cash flows, and the related notes (collectively referred~~ to asbe a “~~financial~~penny ~~statements~~stock,”) ~~for~~which ~~the~~could ~~years~~make ~~ended~~it ~~June~~more ~~30,~~difficult 2024 and 2023. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of June 30, 2024 and 2023 and the results of its operations and its cash flows for ~~the~~investors ~~years~~to ~~ended~~sell ~~June 30, 2024 and 2023 in conformity with accounting~~their ~~principles generally accepted in the United States of America~~shares.

~~Going~~Because our ~~Concern~~common stock trades on the OTC Markets Group, Inc.’s OTCID tier at prices below $5.00 per share, it is likely considered a “penny stock” under SEC rules. Broker-dealers who recommend penny stocks must provide investors with a standardized risk disclosure document, make a suitability determination for each purchaser, and obtain the purchaser’s written consent prior to executing a transaction. These additional requirements may limit the willingness of broker-dealers to make a market in our stock or recommend it to investors, which may reduce the liquidity and market price of our shares.

The ~~accompanying financial statements have been prepared~~ ~~assuming~~risks ~~the~~described ~~Company will continue as a going concern. As discussed~~ in ~~Note~~this #3report tomay ~~the~~not ~~financial~~include ~~statements,~~all ~~although~~of the ~~Company~~risks ~~has~~that ~~limited operations~~we itface, ~~has~~and ~~yet~~you tomay ~~attain~~lose ~~profitability.~~some ~~This~~or ~~raises~~all substantial doubt about its ability to continue as a going concern. Management’s plan in regard to these matters is also described in Note #3. The financial statements do not include any adjustments that might result from the outcome of ~~this~~your ~~uncertainty~~investment.

~~Basis~~The risks ~~for~~and ~~Opinion~~uncertainties described in this report are not the only ones we face. Additional risks that are not currently known to us, that we consider immaterial at this time, or that are otherwise apparent could also negatively affect our business. Investing in our securities involves a high degree of risk, and there is no guarantee of any return. Investors should be aware that they may lose part or all of their investment by investing in our common stock.

~~These financial statements are the responsibility of the Company’s~~Item ~~management~~1B. ~~Our~~Unresolved ~~responsibility~~Staff ~~is to express an opinion on the Company’s financial statements based on our audit~~Comments. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

~~We conducted our audits in accordance with the~~As ~~standards~~a of“smaller ~~the~~reporting ~~PCAOB.~~company” ~~Those~~as ~~standards~~defined ~~require~~by ~~that~~Item we10 ~~plan and perform the audit to obtain reasonable assurance about whether the financial statements are free~~ of ~~material~~Regulation ~~misstatement~~S-K, ~~whether~~the ~~due to error or fraud. The~~ Company is not required to ~~have,~~provide ~~nor~~the ~~were we engaged~~information ~~to perform, an audit of its internal control over financial reporting. As part of our audit, we are~~ required toby ~~obtain~~this anItem ~~understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting~~1B. ~~Accordingly, we express no such opinion.~~

~~Our audits included performing procedures to assess~~Item ~~the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks~~1C. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.Cybersecurity

~~/S/~~We ~~MICHAEL~~face ~~GILLESPIE~~cybersecurity risks &that ~~ASSOCIATES~~could materially affect our business, ~~PLLC~~financial condition, and results of operations. Cybersecurity threats include unauthorized access, data breaches, theft, misuse, disruption, or destruction of systems, digital assets, or confidential information. These risks are heightened given our reliance on digital asset custodians, cryptocurrency wallet providers, online hosting services, and other unaffiliated third-party service providers.

WeBecause ~~have~~a ~~served~~substantial portion of our current and past assets are maintained in the form of digital assets such as DOG Coin, and as of June 30, 2025, Cardano (ADA) tokens, our exposure to cybersecurity threats is significant. If the ~~Company’s~~systems ~~auditor~~of ~~since~~our ~~2024~~third-party wallet providers, custodians, or other service providers are compromised, or if our own limited internal protections fail, we could suffer an immediate and total loss of such assets. Unlike traditional bank accounts or securities held with registered brokers, digital assets may not be recoverable if stolen or rendered inaccessible due to a cyber incident. Any such loss could have a material adverse effect on our financial condition, business prospects, and results of operations.

~~PCAOB~~We ~~ID:~~have ~~6108~~not developed or implemented a formal, enterprise-wide cybersecurity risk management program due to our small size, limited personnel, and early stage of operations. Our approach to cybersecurity consists primarily of commercially available tools such as multi-factor authentication, password protection, and encryption for certain Company accounts. We also rely on third-party custodians and wallet service providers for safeguarding digital assets, and we informally monitor industry alerts and provider communications for potential risks. These measures may not be sufficient to detect or prevent sophisticated or evolving threats, and our ability to evaluate or influence the cybersecurity practices of third-party service providers is limited.

~~Vancouver~~Oversight of cybersecurity matters rests with our sole officer and director, ~~Washington~~Levi Jacobson, who evaluates service providers, monitors for potential incidents, and would be responsible for coordinating any response. We do not currently employ dedicated cybersecurity personnel or maintain outside consultants on a continuing basis, though we may engage external advisors in the event of a material incident. As we currently have only one director, board-level oversight and management responsibilities are consolidated.

~~August~~To 3date, ~~2024~~ we have not experienced any known material cybersecurity incidents. However, there can be no assurance that our systems or those of our service providers will not be compromised in the future. A successful attack could result in the theft or complete loss of our DOG Coin or other digital asset holdings, disruption of planned operations, reputational harm, potential legal liability, and the diversion of resources.

-Item 2. ~~F2 -~~Properties.

~~Table~~We currently ofdo ~~Contents~~not rent or own any properties. We utilize office space and equipment provided by our management at no cost.

C2Item 3. ~~Blockchain,~~Legal ~~Inc~~Proceedings.

~~Balance~~From time ~~Sheets~~to time, we may become party to litigation or other legal proceedings that we consider to be a part of the ordinary course of our business. We are not currently involved in legal proceedings that could reasonably be expected to have a material adverse effect on our business, prospects, financial condition, or results of operations. To the best of our knowledge, no adverse legal activity is anticipated or threatened.

~~(Audited)~~Item 4. Mine Safety Disclosures.

		June 30, 2024		June 30, 2023
ASSETS
Cash and cash equivalents	$	30	$	-
TOTAL ASSETS	$	30	$	-
LIABILITIES AND STOCKHOLDERS’ DEFICIT
CURRENT LIABILITIES
Loan to Company - related party	$	61,214	$	31,164
TOTAL LIABILITIES	$	61,214	$	31,164
Stockholders’ Equity (Deficit)
Preferred stock ($.001 par value, 20,000,000 shares authorized; none issued and outstanding as of June 30, 2024 and June 30, 2023)		-		-
Common stock ($.001 par value, 500,000,000 shares authorized, 253,936,005 shares issued and outstanding as of June 30, 2024 and June 30, 2023)		253,936		253,936
Additional paid-in capital		(252,601)		(252,601)
Accumulated deficit		(62,519)		(32,499)
Total Stockholders’ Equity (Deficit)		(61,184)		(31,164)
TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY (DEFICIT)	$	30	$	-

Not applicable.

~~The~~PART ~~accompanying notes are an integral part of these audited financial statements.~~II

-Item 5. F3Market -for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

~~Table of Contents~~Market Information

C2Our common ~~Blockchain,~~stock is quoted on the OTC Markets Group Inc.’s OTCID market tier under the ticker symbol “CBLO.”

~~Statement~~There is generally a limited trading market for our common stock. Our shares tend to be thinly traded, meaning they may not be easily bought or sold and daily trading volume is often low. This limited liquidity can cause significant volatility in the market price of ~~Operations~~our shares.

~~(Audited)~~Investors should be aware that the generally low trading volume may make it difficult to sell shares at or near their market price.

		For the Year Ended June 30, 2024		For the Year Ended June 30, 2023
Operating expenses
General and administrative expenses	$	30,020	$	18,507
Total operating expenses		30,020		18,507
Net loss	$	(30,020)	$	(18,507)
Basic and Diluted net loss per common share	$	(0.00)	$	(0.00)
Weighted average number of common shares outstanding - Basic and Diluted		253,936,005		253,936,005

Over-the-counter market quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.

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

Quarter Ended	High Bid	Low Bid
June 30, 2025	$0.0800	$0.0700
March 31, 2025	$0.0489	$0.0090
December 31, 2024	$0.0051	$0.0051
September 30, 2024	$0.0138	$0.0138
June 30, 2024	$0.0188	$0.0188
March 31, 2024	$0.0348	$0.0348
December 31, 2023	$0.0400	$0.0400
September 30, 2023	$0.0730	$0.0730

- F4 6 -

Table of Contents

~~C2 Blockchain, Inc.~~Holders

~~Statement~~As of June 30, 2025, the end of ~~Changes~~our ismost recent fiscal year, we had 274,726,005 shares of Common Stock, par value $0.001 per share, issued ~~Stockholder~~and ~~(Deficit)~~outstanding. We had no shares of Preferred Stock, par value $0.001 per share, issued and outstanding.

~~For~~As of September 4, 2025, the ~~years~~most ~~ended~~recent ~~June 30,~~practicable ~~2024~~date ~~and~~prior ~~June~~to 30the filing of this Annual Report, ~~2023~~we had 379,236,005 shares of Common Stock issued and outstanding.

As of September 4, 2025, we had approximately 42 holders of record of our Common Stock. This figure includes Cede & Co., the nominee of The Depository Trust Company (~~Audited~~DTC) , which holds shares on behalf of numerous beneficial owners.

	Common Shares		Par Value Common Shares			Additional Paid-in Capital		Accumulated Deficit		Total
Balances, June 30, 2022	253,936,005	$	253,936		$	(252,601)	$	(13,992)	$	(12,657)
Net loss	-		-			-		(18,507)		(18,507)
Balances, June 30, 2023	253,936,005	$	253,936		$	(252,601)	$	(32,499)	$	(31,164)
Net loss	-		-			-		(30,020)		(30,020)
Balances, June 30, 2024	253,936,005	$	253,936	$		(252,601)	$	(62,519)	$	(61,184)

Voting

~~The~~Each ~~accompanying~~share ~~notes~~of ~~are~~common anstock ~~integral~~has ~~part~~voting rights of ~~these~~one ~~audited~~vote ~~financial~~per ~~statements~~share.

-Dividends and F5Share -Repurchases

~~Table~~We have ofnot ~~Contents~~paid any dividends to our stockholders. There are no restrictions, which would limit our ability to pay dividends on common equity or that are likely to do so in the future.

C2Issuer ~~Blockchain,~~Purchases ~~Inc.~~of Equity Securities

~~Statement of Cash Flows~~None.

~~(Audited)~~ Equity Compensation Plan Information

		For the Year Ended June 30, 2024		For the Year Ended June 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(30,020)	$	(18,507)
Adjustment to reconcile net loss to net cash used in operating activities:
Changes in current assets and liabilities:
Net cash used in operating activities		(30,020)		(18,507)
CASH FLOWS FROM FINANCING ACTIVITIES
Loan to company - related party	$	30,050	$	18,507
Net cash provided by financing activities		30,050		18,507
Net change in cash	$	30	$	-
Beginning cash balance		-		-
Ending cash balance	$	30	$	-
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest paid	$	-	$	-
Income taxes paid	$	-	$	-

We do not have any equity compensation plans, either approved or not approved, by our security holders.

~~The accompanying notes~~Recent ~~are~~Sales anof ~~integral~~Unregistered ~~part~~Securities; Uses of ~~these~~Proceeds ~~audited~~from ~~financial~~Registered ~~statements.~~Securities

-Note: The F6information -regarding recent sales of securities below is presented through the date of the certified shareholder list, dated September 4, 2025. Certain transactions may not be reflected because, although the related subscription agreements were signed on or before that date, the shares had not yet been issued due to processing or because the Company had not yet received payment. Accordingly, the dates described below for each transaction are presented on or about the date of the subscription agreement and may not represent the actual date the shares were issued. The transactions detailed below, however, are included on the certified shareholder list as of September 4, 2025.

~~Table~~From approximately February 20, 2025 through September 4, 2025, the Company issued securities in private placements that were exempt from registration under Section 4(a)(2) of ~~Contents~~the Securities Act of 1933, as amended (the “Securities Act”), and Rule 506(b) of Regulation D. Each investor represented that the securities were acquired for investment purposes and not with a view to distribution. No underwriting discounts, commissions, or placement agent fees were paid. The proceeds were or may be used for general corporate purposes, including working capital, as deemed appropriate by the Company’s sole officer and director. All securities issued are subject to transfer restrictions and bear appropriate legends.

C2The descriptions ~~Blockchain,~~of ~~Inc~~the transactions below reflect the private placements and other securities issuances conducted pursuant to the terms described in the preceding paragraph.

~~Notes~~Common toStock ~~the~~Issuances ~~Audited~~- ~~Financial~~Restricted ~~Statements~~Stock

~~Note~~The Company issued the following shares of restricted common stock to accredited investors. On or about February 20, 2025, the Company issued 1,000,000 shares -at ~~Organization~~a purchase price of $0.04 per share for total proceeds of $40,000. On or about May 13, 2025, 5,000,000 shares were issued at $0.01 per share for total proceeds of $50,000. On or about June 19, 2025, the Company issued 1,500,000 shares at $0.01 per share for total proceeds of $15,000. On or about July 15, 2025, the Company issued 5,000,000 shares at $0.02 per share for total proceeds of $100,000 under a subscription agreement granting piggyback registration rights, and ~~Description~~also issued 10,000,000 shares at $0.02 per share for total proceeds of ~~Business~~$200,000. On or about July 29, 2025, 12,500,000 shares were issued at $0.02 per share for total proceeds of $250,000. On or about August 10, 2025, the Company issued 1,000,000 shares at a purchase price of $0.03 per share for total proceeds of $30,000. On or about August 14, 2025, the Company issued 12,500,000 shares at a purchase price of $0.02 per share for total proceeds of $250,000. On or about August 19, 2025, the Company issued 12,500,000 shares at a purchase price of $0.02 per share for total proceeds of $250,000. On or about August 21, 2025, the Company issued 1,500,000 shares at $0.02 per share for total proceeds of $30,000. On or about August 25, 2025, the Company issued 10,000,000 shares at $0.01 per share for total proceeds of $100,000. On or about August 25, 2025, the Company issued (i) 500,000 shares at $0.02 per share for total proceeds of $10,000, (ii) 10,000,000 shares at $0.01 per share for total proceeds of $100,000, and (iii) 4,000,000 shares at $0.01 per share for total proceeds of $40,000.

~~C2 Blockchain~~Quick Capital, ~~Inc.~~LLC ~~(“we,”~~Note ~~“us,”~~Purchase ~~“our,”~~Agreement orand ~~the~~Convertible ~~“Company”)~~Promissory ~~was incorporated on June 30, 2021 in the State of Nevada.~~Note

On ~~June~~July 3022, ~~2021~~2025, ~~Levi~~the ~~Jacobson~~Company ~~was~~entered ~~appointed~~into ~~Chief~~a ~~Executive~~Note ~~Officer~~Purchase Agreement (the “Purchase Agreement”) with Quick Capital, ~~Chief~~LLC, ~~Financial~~a ~~Officer~~Wyoming limited liability company (“QC”), ~~and~~pursuant ~~Director~~to ofwhich C2the ~~Blockchain~~Company issued a convertible promissory note in the principal amount of $55,555.56 ~~Inc~~(the “QC Note”).

OnThe ~~March~~QC ~~31,~~Note ~~2022,~~carries ~~the Company entered into~~ a ~~“Agreement~~one-time ~~and~~guaranteed ~~Plan~~interest charge of ~~Merger”~~$6,666.67 ~~whereas~~(equivalent ~~it agreed~~ to, ~~and subsequently participated in~~12%), aincludes ~~Nevada~~an ~~holding~~original ~~company~~issue ~~reorganization~~discount ~~pursuant~~of ~~to NRS 92A.180~~$5, ~~NRS 92A~~555.~~200~~56, ~~NRS 92A.230~~ and ~~NRS~~allocates ~~92A.250 (“Reorganization”). The constituent corporations in the Reorganization were American Estate Management Company (“AEMC” or “Predecessor”)~~$3, ~~C2 Blockchain, Inc~~000.00 ~~(“Successor”~~for orQC’s ~~“CBLO”),~~legal ~~and AEMC Merger Sub~~fees, ~~Inc.~~resulting ~~(“Merger~~in ~~Sub”).~~net ~~Our director~~proceeds ~~is,~~to ~~and was,~~ the ~~sole~~Company ~~director/officer~~ of ~~each constituent corporation in the Reorganization~~$47,000.00.

C2The ~~Blockchain,~~QC ~~Inc.~~Note ~~issued~~matures ~~1,000~~on ~~common~~or ~~shares~~about ofApril ~~its common stock to Predecessor and Merger Sub issued 1~~22,~~000~~ ~~shares~~2026 of(nine ~~its~~months ~~common~~after ~~stock to C2 Blockchain, Inc. immediately prior to~~ the ~~Reorganization.~~issue Asdate) ~~such,~~and ~~immediately~~is ~~prior~~convertible toat ~~the~~QC’s ~~merger,~~option C2into ~~Blockchain,~~shares ~~Inc. became a~~of ~~wholly~~the ~~owned direct subsidiary of American Estate Management~~ Company’s ~~and~~common ~~Merger~~stock ~~Sub~~at ~~became~~ a ~~wholly~~conversion ~~owned~~price ~~and~~selected ~~direct~~by ~~subsidiary~~QC, ofwhich ~~C2 Blockchain,~~may ~~Inc.~~be either:

On-A ~~March~~fixed ~~31,~~conversion ~~2022,~~price ~~Merger Sub filed Articles~~ of ~~Merger with the Nevada Secretary of State~~$0. ~~The merger became effective on April 1~~01, 2022 at 4:00 PM PST (“Effective Time”). At the Effective Time, Predecessor was merged with and into Merger Sub (the “Merger), and Predecessor became the surviving corporation. Each share of Predecessor common stock issued and outstanding immediately prior to the Effective Time was converted into one validly issued, fully paid and non-assessable share of C2 Blockchain, Inc.’s (“Successors”) common stock.or

On-65% ~~May~~of ~~23,~~the ~~2022, C2~~lowest ~~Blockchain,~~trading ~~Inc.,~~price asof ~~successor~~the ~~issuer to American Estate Management~~ Company’s ~~began a quoted market in its~~ common stock ~~which~~during ~~was~~ the ~~market~~20 ~~effective~~trading ~~date~~days ~~for~~prior ~~our~~to ~~corporate~~conversion ~~action~~(the “Variable Conversion Price”).

OnThe ~~April~~Company 1,shall ~~2022,~~include ~~after~~on ~~the~~any ~~completion~~registration ofand/or ~~the~~offering ~~Holding~~statement ~~Company~~subsequently ~~Reorganization,~~filed wewith ~~cancelled~~the ~~all~~SEC, ofincluding ~~the~~without ~~stock~~limitation weany offering ~~held~~statement inon ~~AEMC~~Form ~~resulting~~1-A, ~~in AEMC~~all asConversion aShares ~~stand-alone~~and ~~company.~~all ~~Pursuant~~Warrant toShares ~~the~~for ~~holding~~resale ~~company~~by ~~merger~~Quick ~~agreement~~Capital, ~~and~~LLC ~~effects~~(the of“Buyer”). In ~~merger,~~addition to all ofother ~~the~~remedies ~~assets~~available ~~and~~at ~~liabilities~~law, if ~~any~~in equity, ~~remain~~or ~~with~~under ~~AEMC~~this ~~after~~Agreement ~~the~~or ~~Reorganization.~~any ~~Levi~~other ~~Jacobson~~Transaction Documents, ~~the~~failure ~~Director~~to comply ofwith ~~AEMC,~~this ~~did~~obligation ~~not~~shall ~~discover~~result ~~any~~in ~~assets~~liquidated damages of ~~AEMC~~$20,000.00 ~~from~~being ~~the time~~immediately hedue ~~was~~and ~~appointed~~payable ~~Director~~to ~~until~~ the ~~completion~~Buyer, ofat the ~~Reorganization~~Buyer’s election, ~~and~~in ~~subsequent~~the ~~separation~~form of ~~AEMC as~~ a ~~stand-alone~~cash ~~company~~payment.

OnIn ~~April~~the ~~26,~~event ~~2022~~of default, ~~CBLO~~the ~~was~~QC ~~given~~Note aaccrues ~~CUSIP~~interest ~~number~~at bya ~~CUSIP~~rate ~~Global~~of ~~Services~~24% ofper ~~12675R~~annum ~~109.~~or ~~The~~the ~~announcement~~maximum ofrate ~~our~~permitted ~~Predecessor’s corporate~~by ~~action~~law, ~~the~~whichever ~~above~~is ~~noted~~less. The ~~reorganization,~~QC ~~was~~Note ~~posted~~also oncontains ~~the~~standard ~~FINRA~~adjustments ~~daily~~for ~~list~~stock onsplits, ~~May~~dividends, 20recapitalizations, ~~2022.~~and ~~The~~includes ~~Market~~anti-dilution ~~Effective date was May 23, 2022~~protections.

~~Our~~In connection with the Purchase Agreement, the Company also issued to QC a warrant resulting in the issuance of 2,777,778 warrant shares at an exercise price of $.02 per share with a 5 year term equivalent to 100% warrant coverage, entitling QC to purchase shares of common stock equal to 100% of the principal amount of the QC Note. The Company covenants that while the Note and/or Warrant remain outstanding, the Company will reserve from its authorized and unissued Common Stock, isthree ~~currently~~times ~~quoted~~(300%) of the number of shares of Common Stock, free from pre-emptive rights, that would be issuable upon full, unconditioned conversion of the Note and exercise of the Warrant calculated on the ~~OTC~~basis ~~Markets~~of ~~Group~~the ~~Inc’s~~conversion ~~Pink®~~price ~~Open~~and ~~Market~~exercise price, respectively, in effect as the Closing Date, which such reserved amounts shall be increased by the Company from time to time in accordance with its obligations under such Securities. In addition to all other rights in this Agreement and the ~~symbol~~Note, in the event that on any date (the “~~CBLO~~Reserve Depletion Date”) the Company does not have available enough authorized shares of Common Stock to satisfy any conversion request regarding the Note, or exercise of the Warrant, the Company shall repay all outstanding amounts owed under the Note in full within sixty (60) days of the Reserve Depletion Date.

The ~~Company’s~~QC ~~business~~Note ~~plan~~and isthe ~~to concentrate on cryptocurrency~~ related ~~investments~~securities ~~and~~were ~~development~~issued ~~opportunities~~in ~~including~~reliance ~~but~~on ~~not limited~~an toexemption ~~cryptocurrency~~from ~~mining,~~registration ~~primarily~~under ~~for~~Section ~~Bitcoin,~~4(a)(2) ~~for~~of ~~our~~the ~~own~~Securities Act ~~account~~of 1933, ~~investments~~as ~~in private and/or public entities~~amended, ~~joint ventures~~ and ~~acquisitions~~Rule 506 of ~~blockchain~~Regulation ~~related~~D ~~companies.~~promulgated thereunder.

C2- ~~Blockchain,~~7 Inc. has no material operations at this time but has a definitive business plan to become a bitcoin mining company. We plan to buy real estate in the state of Georgia and construct a warehouse for hosting a data center to include an undetermined certain number of application specific integrated circuit miners (“ASICs”). The number of ASIC’s we may purchase in the future will depend upon our future financial condition.-

~~Currently,~~Table ~~Mendel Holdings, LLC, a Delaware Limited Liability Company, owned and controlled by Levi Jacobson, our sole director is our controlling shareholder, owning 200,000,000 shares~~ of ~~our common stock representing approximately 78.76 % voting control.~~Contents

AtCoventry Enterprises ~~this~~LLC ~~time~~Securities ~~our~~Purchase ~~office~~Agreement ~~space~~and isPromissory ~~provided to us rent free by our director. Our office space is located at 123 SE 3RD Ave, #130, Miami, FL 33131.~~Note

~~The~~On July 22, 2025, the Company ~~has~~entered ~~elected~~into ~~June~~a ~~30th~~Securities asPurchase ~~its~~Agreement ~~year~~with ~~end~~Coventry Enterprises LLC, a Delaware limited liability company (“Coventry”), pursuant to which the Company issued a promissory note in the principal amount of $200,000.00 (the “Coventry Note”).

-The Coventry F7Note -includes $20,000.00 of guaranteed interest, and was issued with an original issue discount of $20,000.00 and $10,000.00 allocated to legal documentation fees, resulting in gross proceeds to the Company of $170,000.00.

~~Table~~The Coventry Note is repayable in 12 equal monthly installments of ~~Contents~~$18,333.33 beginning on August 22, 2025, and maturing on July 22, 2026.

The Company shall issue ten million (10,000,000) shares of its restricted common stock (in book entry form) to Coventry Enterprises LLC (“Coventry”) as commitment stock (the “Commitment Stock”). If the Company repays all of its obligations in full and in accordance with the terms of the Promissory Note, 2and -was ~~Summary~~never in default during the term of ~~Significant~~the Note (independently of any cure period), then Coventry ~~Accounting~~shall, ~~Policies~~within ten (10) calendar days thereafter, return five million (5,000,000) of the Commitment Stock shares to the Company’s treasury for cancellation.

~~Basis~~The Company shall include on any registration and/or offering statement subsequently filed with the SEC, including without limitation any offering statement other than a registration statement on Form S-8 or S-4, all Commitment Stock, Conversion Shares, and any shares issuable upon conversion of ~~Presentation~~the Promissory Note (collectively, the “Shares”) for resale by Coventry Enterprises LLC, notwithstanding that Coventry may rely on another exemption, including Rule 144, to sell such Shares.

~~This summary of significant accounting~~The ~~policies is presented to assist in understanding the~~ Company's ~~financial~~shall ~~statements.~~reserve ~~These~~thirty ~~accounting~~million ~~policies conform to accounting principles~~(30, ~~generally~~000,000) ~~accepted~~shares ~~in the United States~~ of ~~America,~~its ~~and~~common ~~have~~stock ~~been~~for ~~consistently~~issuance ~~applied~~to inCoventry ~~the~~upon ~~preparation~~conversion of the ~~financial statements~~Promissory Note.

~~Use~~The Coventry Note is not convertible under ordinary circumstances, but provides Coventry the option to convert the outstanding balance into shares of ~~Estimates~~common stock solely upon an event of default. In such event, the initial conversion price is equal to 102% of the lowest per-share trading price during the twenty (20) trading day period prior to the conversion date (the “Calculated Conversion Price”). The note also provides that if the Company conducts a lower-priced equity financing within 90 days of such conversion, Coventry may elect to apply the lower price (the “Alternative Conversion Price”) in place of the Calculated Conversion Price, or receive additional shares to reflect the difference.

~~The preparation of financial statements~~Coventry inEnterprises ~~conformity~~LLC ~~with~~Equity ~~generally~~Line accepted accounting principles 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. In the opinion of management, all adjustments necessary in order to make the financial statements not misleading have been included. Actual results could differ from those estimates.Agreement

~~Cash~~The ~~and~~Company ~~Cash~~entered ~~Equivalents~~into a Common Stock Purchase Agreement (the “Equity Line Agreement”) with Coventry Enterprises LLC, pursuant to which Coventry committed to purchase up to $10,000,000.00 of the Company’s common stock over a 36-month period beginning on the effective date of the registration statement required under the agreement.

~~The Company considers all highly~~-Under ~~liquid~~the ~~investments~~Equity ~~with~~Line anAgreement, ~~original~~the ~~maturity~~Company ofmay ~~three~~deliver ~~months~~drawdown ornotices ~~less~~from ~~when~~time ~~purchased~~ to ~~be cash equivalents. Cash and cash equivalents at June 30~~time, ~~2024~~in ~~and~~amounts ~~June~~up ~~30,~~to ~~2023~~the ~~were~~lesser ~~$30 and $0, respectively.~~ of:

~~Income~~a. ~~Taxes~~$250,000 per drawdown,

~~The Company accounts for income taxes under ASC 740, “Income Taxes~~b.~~” Under the asset and liability method of ASC 740, deferred tax assets and liabilities~~ ~~are~~No ~~recognized~~more ~~for~~than ~~the~~200% ~~future tax consequences attributable to differences between the financial statements 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~~average indaily ~~which~~trading ~~those~~volume ~~temporary~~(based ~~differences are expected to be recovered or settled. The effect~~ on ~~deferred~~dollar ~~tax~~value) ~~assets~~over ~~and liabilities of a change in tax rates is recognized in income in~~ the ~~period~~preceding ~~the~~10 ~~enactment~~business ~~occurs. A valuation~~days; allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized at June 30, 2024 and ~~June 30, 2023.~~

~~Basic~~c. ~~Earnings~~Only ~~(Loss)~~to ~~Per~~the ~~Share~~extent that such purchase would not cause Coventry’s beneficial ownership to exceed 4.99% of the Company’s outstanding common stock.

-The ~~Company computes basic and diluted~~ ~~earnings~~purchase ~~(loss)~~price per share inwill ~~accordance~~be ~~with ASC Topic 260, Earnings per Share. Basic earnings (loss) per share is computed by dividing net income (loss) by~~ the ~~weighted~~lesser ~~average number~~ of common shares outstanding during the reporting period. Diluted earnings (loss) per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company.:

~~The~~a. 80% ~~Company~~of ~~does~~the ~~not~~lowest ~~have~~trading ~~any~~price ~~potentially dilutive~~of ~~instruments~~the asCompany’s ofcommon ~~June~~stock ~~30,~~during ~~2024~~the ~~and,~~20 ~~thus,~~trading ~~anti-dilution~~days ~~issues~~prior ~~are~~to ~~not~~the closing date of the applicable. drawdown; or

~~Fair~~b. The ~~Value~~effective price per share of ~~Financial~~any equity security issued by the Company at a lower price within the 30 business days prior to the ~~Instruments~~drawdown notice.

~~The Company’s~~As ~~balance~~an ~~sheet~~inducement ~~includes~~to ~~certain~~Coventry ~~financial~~Enterprises ~~instruments.~~LLC ~~The~~(“Coventry”) ~~carrying~~entering ~~amounts~~into this Equity Line Agreement, the Company shall, as of the ~~current~~date ~~assets~~of this Agreement and ~~current~~for ~~liabilities~~no ~~approximate~~additional ~~their fair~~consideration, ~~value~~issue ~~because~~to Coventry an aggregate of ~~the~~five ~~relatively~~million ~~short~~(5,000,000) ~~period~~shares of Common ~~time~~Stock ~~between~~(the “Commitment Shares”). Upon issuance, the ~~origination~~Commitment Shares shall be duly authorized, fully paid, and non-assessable. In lieu of ~~these~~delivering ~~instruments~~a physical certificate for the Commitment Shares, the Company shall cause its transfer agent to record such shares in electronic book entry format on its books and ~~their~~records ~~expected~~and ~~realization~~shall provide Coventry with a statement documenting such notation.

~~ASC 820, Fair Value Measurements~~The ~~and~~Company ~~Disclosures,~~shall ~~defines~~include ~~fair~~on ~~value~~any asregistration ~~the exchange price that would be received for an asset~~ and/or ~~paid~~offering tostatement ~~transfer~~subsequently afiled ~~liability~~with ~~(an exit price) in~~ the ~~principal~~SEC, orincluding ~~most~~without ~~advantageous~~limitation ~~market for the asset or liability in an orderly transaction between market participants~~any onoffering ~~the~~statement ~~measurement~~other ~~date.~~than ~~ASC 820 also establishes~~ a ~~fair~~registration ~~value~~statement ~~hierarchy that distinguishes between (1) market participant assumptions developed based~~ on ~~market~~Form ~~data~~S-8 ~~obtained~~or ~~from~~S-4, ~~independent~~all ~~sources~~Commitment ~~(observable~~Shares ~~inputs)~~for ~~and~~resale ~~(2) an~~by ~~entity’s~~Coventry ~~own~~Enterprises ~~assumptions about~~LLC, ~~market~~notwithstanding ~~participant~~that ~~assumptions~~Coventry ~~developed~~may ~~based~~rely on ~~the~~another ~~best~~exemption, ~~information~~including ~~available~~Rule ~~in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels~~144, ~~which gives the highest priority~~ to ~~unadjusted~~sell ~~quoted~~such ~~prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3)~~shares. ~~The three levels of the fair value hierarchy are described below:~~

-The Equity ~~Level~~Line 1Agreement -references ~~Unadjusted~~the ~~quoted~~following: ~~prices in~~1) ~~active~~“Commitment ~~markets~~Period” ~~that~~shall ~~are~~mean ~~accessible~~the atthirty-six (36) months immediately following the ~~measurement~~initial date ~~for~~of ~~identical,~~effectiveness ~~unrestricted~~of ~~assets~~the orS-1 ~~liabilities~~Registration Statement.

~~- Level~~ 2 ~~- Inputs other than quoted~~) ~~prices~~“Transaction ~~included~~Documents” ~~within~~shall ~~Level~~mean 1this ~~that~~Agreement ~~are~~and ~~observable~~all ~~for~~schedules ~~the~~and ~~asset~~exhibits orhereto ~~liability,~~and ~~either directly or indirectly~~thereto, including, ~~quoted~~but ~~prices for~~not ~~similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are~~limited ~~not~~to, ~~active; inputs other than quoted prices that are observable for~~ the ~~asset~~Registration orRights ~~liability~~Agreement ~~(e.g.,~~by ~~interest rates);~~ and ~~inputs~~between ~~that~~the ~~are derived~~Parties ~~principally~~of ~~from~~even ordate ~~corroborated~~herewith, byattached ~~observable~~hereto ~~market~~as ~~data~~Exhibit ~~by correlation or other means~~B.

~~- Level~~ 3 ~~- Inputs that are both~~) ~~significant~~IV.9.REGISTRATION ~~to the fair value measurement and unobservable~~RIGHTS.

~~Fair~~Except as ~~value~~set ~~estimates~~forth ~~discussed~~on ~~herein are~~Schedule ~~based~~4.9, ~~upon~~in ~~certain~~the ~~market~~Registration ~~assumptions~~Rights ~~and~~Agreement ~~pertinent~~by ~~information~~and ~~available~~between tothe ~~management~~Parties as of ~~June~~even 30date herewith, ~~2024.~~attached ~~The~~hereto as ~~respective~~Exhibit ~~carrying value~~B, ofno ~~certain~~Person ~~on-balance-sheet~~(other ~~financial~~than ~~instruments~~the ~~approximated~~Investor) ~~their~~has ~~fair~~any ~~values~~right ~~due~~to cause the Company to effect the ~~short-term~~registration ~~nature~~under the Securities Act of ~~these~~any ~~instruments. These~~securities ~~financial~~of ~~instruments~~the ~~include~~Company ~~accrued~~or ~~expenses~~any Subsidiary.

-4) Schedule F84.9 -– Registration Rights

~~Table~~5) DEPOSITING ofSHARES. ~~Contents~~In the event that the investor cannot deposit the shares for any reason, for example the Stock is not “DWAC Eligible”, the price is too low or it is subject to a “DTC chill,” the Drawdown will be delayed until the shares can be deposited.

~~Related~~No Registration ~~Parties~~Rights Agreement has been made available to the Company as of the filing date of this Form 10-K.

The descriptions ~~Company~~of ~~follows~~the ~~ASC~~Quick ~~850~~Capital, ~~Related~~ LLC Note Purchase Agreement and Convertible Promissory Note, Coventry Enterprises LLC Securities ~~Party~~Purchase ~~Disclosures~~Agreement and Promissory Note, ~~for~~ Coventry Enterprises LLC Equity Line Agreement collectively, (the ~~identification~~“Agreements”) contained ofherein ~~related~~are ~~parties~~summaries and ~~disclosure~~do not purport to be complete. The full terms of ~~related~~each ~~party~~Agreement ~~transactions~~are included herein as exhibits to this Annual Report (see Exhibit 10.2-10.7).

~~Share-Based~~Common Stock ~~Compensation~~Issuances – Restricted Stock for Services Rendered

~~ASC~~On or ~~718,~~about ~~“Compensation~~April ~~– Stock Compensation”~~10, ~~prescribes accounting and reporting standards for all share-based payment transactions in which employee services are acquired. Transactions include incurring liabilities~~2025, orthe ~~issuing~~Company orissued ~~offering to issue shares~~1, ~~options~~500,000 ~~and~~shares ~~other~~of ~~equity~~restricted ~~instruments such~~common ~~as employee~~ stock ~~ownership~~at ~~plans~~a ~~and~~value ~~stock~~of ~~appreciation rights~~$0.01 ~~Share-based~~per ~~payments to employees~~share, ~~including~~for ~~grants~~total ~~of employee~~non-cash ~~stock~~consideration ~~options~~of $15,000, ~~are~~to ~~recognized~~Root asVentures ~~compensation~~LLC ~~expense~~ in ~~the~~exchange ~~financial~~for ~~statements~~investor ~~based~~relations onand ~~their~~related ~~fair values~~services. ~~That~~The ~~expense~~shares iswere ~~recognized over~~issued ~~the period during which an employee is required to provide services in exchange for the award, known~~ as ~~the~~a ~~requisite service period~~consulting ~~(usually the vesting period)~~fee.

The ~~Company accounts for stock-based~~issuance ~~compensation~~was ~~issued~~made to ~~non-employees~~an ~~and~~accredited ~~consultants~~investor in ~~accordance~~reliance ~~with~~on ~~the~~an ~~provisions~~exemption offrom ~~ASC~~registration ~~505-50,~~under ~~“Equity~~Section –4(a)(2) ~~Based Payments to Non-Employees.” Measurement~~ of ~~share-based~~the ~~payment~~Securities ~~transactions~~Act ~~with~~and ~~non-employees~~Rule 506(b) isof ~~based~~Regulation onD ~~the~~promulgated ~~fair~~thereunder. ~~value of~~The ~~whichever~~shares iswere ~~more~~issued ~~reliably~~for ~~measurable:~~bona ~~(a)~~fide ~~the goods or~~ services ~~received;~~and ornot ~~(b)~~for ~~the~~fundraising ~~equity instruments issued~~purposes. ~~The~~ ~~fair~~All ~~value~~shares ofare ~~the~~subject ~~share-based~~to ~~payment~~applicable ~~transaction~~transfer isrestrictions ~~determined~~and atbear ~~the~~appropriate ~~earlier~~restrictive ~~of performance commitment date or performance completion date~~legends.

~~The Company had no~~Purchases ~~stock-based~~of ~~compensation~~Equity ~~plans~~Securities asby ofthe ~~June~~Issuer ~~30, 2024~~ and ~~June~~Affiliated ~~30, 2023.~~Purchasers

~~The Company’s stock-based compensation for the periods ended June 30, 2024 and June 30, 2023 was $0 for both periods~~None.

~~Recently Issued Accounting~~- ~~Pronouncements~~8 -

~~The~~Table Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new pronouncements that have been issued that might have a material impact on its financial position or results of ~~operations.~~Contents

~~Note~~Item 36. -Selected ~~Going~~Financial ~~Concern~~Data.

~~The Company’s financial statements~~As ~~are~~a ~~prepared~~“smaller inreporting ~~accordance~~company,” ~~with~~we ~~generally~~are ~~accepted~~not ~~accounting~~required ~~principles applicable~~ to aprovide ~~going concern that contemplates~~ the ~~realization of~~information ~~assets~~required ~~and~~by ~~liquidation~~this ~~of liabilities in the normal course of business~~Item.

~~The Company demonstrates adverse~~Item ~~conditions~~7. ~~that raise substantial doubt about the Company'~~Management’s ~~ability~~Discussion toand ~~continue~~Analysis ~~as a going concern for one year following the issuance~~ of ~~these~~Financial ~~financial~~Condition ~~statements. These adverse conditions are negative financial trends, specifically operating loss, working capital deficiency,~~ and ~~other~~Results ~~adverse~~of ~~key financial ratios~~Operations.

~~The Company has not established any~~Forward ~~source~~Looking of revenue to cover its operating costs. Management plans to fund operating expenses with related party contributions to capital. There is no assurance that management's plan will be successful. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event that the Company cannot continue as a going concern.Statements

~~Note~~This section 4includes forward-looking ~~Income~~statements ~~Taxes~~within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as added by the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current expectations and assumptions, and such statements are subject to risks and uncertainties. There can be no assurance that any of our plans, objectives, or projections will be achieved. It is possible that any of our planned initiatives may not materialize, and investors could lose some or all of their invested capital. Forward-looking statements speak only as of the date they are made, and we do not undertake any obligation to update them unless required by law.

~~Potential benefits of income tax~~Business losses are not recognized in the accounts until realization is more likely than not. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company has incurred a net operating loss carryforward of $62,519 which begins expiring in 2041. The Company has adopted ASC 740, “Accounting for Income Taxes”, as of its inception. Pursuant to ASC 740 the Company is required to compute tax asset benefits for non-capital losses carried forward. The potential benefit of the net operating loss has not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the loss carried forward in future years.Overview

~~Significant~~The Company ~~components~~is ofa development-stage blockchain infrastructure business focused on cryptocurrency mining, digital asset treasury management, and related technology initiatives. While material corporate activities have commenced, the Company’s remains in the early stages of development ~~deferred~~and ~~tax~~faces ~~assets~~significant ~~are~~operational asand ~~follows:~~financial constraints that may affect the timing and scope of its activities.

	June 30,
	2024		2023
Deferred tax asset, generated from net operating loss	$	13,129	$	6,825
Valuation allowance		(13,129)		(6,825)
	$	—	$	—

For a detailed discussion of the Company’s business, plans, and related information, please refer to Item 1 “Business” of this annual report.

~~The~~Results of ~~reconciliation~~Operations of(For the ~~effective~~ ~~income~~Fiscal ~~tax~~Year ~~rate~~Ended toJune ~~the~~30, ~~federal~~2025, ~~statutory~~and ~~rate~~June is30, ~~as follows:~~2024)

Federal income tax rate 21.0%	21.0	%
Increase in valuation allowance (21.0%)	(21.0	%)
Effective income tax rate 0.0%	0.0	%

Revenues

OnDuring the ~~December~~fiscal 22year ended June 30, ~~2017~~2025, we generated $185 in revenue from staking rewards, which constituted all of our revenue for that ~~the~~period. ~~Tax~~These ~~Cuts~~staking rewards were solely earned from holding and ~~Jobs~~staking ~~Act~~Cardano of(ADA) ~~2017~~tokens. ~~was~~Staking ~~signed~~rewards, ~~into~~as ~~law~~defined herein, are earnings received for participating in the network’s validation process by locking certain cryptocurrencies to help secure the blockchain and process transactions. ~~This~~During ~~legislation~~this ~~reduced~~period, the ~~federal~~Company ~~corporate~~did ~~tax~~not ~~rate~~hold any Dog Coin (DOG) tokens, and therefore no staking rewards were generated from DOG. During the ~~previous~~fiscal ~~35%~~year ~~to 21%~~ended June 30, 2024, the Company did not generate any revenue.

~~Due to the~~Operating change in ownership provisions of the Tax Reform Act of 1986, net operating loss carryforwards for Federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carryforwards may be limited as to use in future years.Expenses

~~Note~~Our operating 5expenses -for ~~Commitments~~the fiscal year ended June 30, 2025, were $222,780, all of which were general and administrative expenses. This represents an increase compared to operating expenses of $30,020 for the fiscal year ended June 30, 2024, which were also entirely general and ~~Contingencies~~administrative expenses. The increase was primarily due to the Company’s increased level of operations, including $84,000 in accrued officer compensation under an employment agreement entered into in February 2025, as well as increased professional and administrative fees.

~~The Company follows~~Other ~~ASC~~Income ~~450-20,~~ (Loss Contingencies, to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. There were no commitments or contingencies as of June 30, 2024 and June 30, 2023.)

~~Note~~During the 6fiscal -year ~~Shareholder~~ended ~~Equity~~June 30, 2025, we recorded a nominal loss of $2 from the sale of cryptocurrency and an impairment loss of $12,668. There was no comparable activity during the fiscal year ended, June 30, 2024.

~~Preferred Stock~~Net Loss

~~The~~Our net ~~authorized~~loss ~~preferred~~for ~~stock of~~ the ~~Company~~fiscal ~~consists~~year ofended 20June 30,~~000~~ 2025 was $235,~~000~~265, ~~shares~~compared ~~with~~to a ~~par~~net ~~value~~loss of $030,020 for the fiscal year ended June 30, 2024.~~001.~~ The ~~There~~increase ~~were~~in nonet ~~shares~~loss ~~issued~~primarily ~~and~~reflects ~~outstanding~~higher asoperating ofexpenses ~~June~~due 30to the increased level of operations, ~~2024~~including professional and ~~June~~administrative ~~30,~~fees ~~2023~~and officer compensation.

~~Common~~Liquidity and ~~Stock~~Capital Resources

~~The~~As of ~~authorized~~June ~~common~~30, ~~stock~~2025, the Company had total assets of ~~the~~$75,551 (including $9 in cash, $62,474 in cryptocurrency, all of which was ADA tokens, ~~Company~~and ~~consists~~$13,068 in prepaid expenses), total liabilities of ~~500~~$84,000~~,000~~ ~~shares~~(all ~~with~~accrued aofficer ~~par~~compensation), ~~value~~and a stockholders’ deficit of $08,449.~~001~~ Net cash used in operating activities was $149,333 for the fiscal year ended June 30, 2025, compared to $30,020 for the fiscal year ended June 30, 2024, reflecting increased corporate expenses and compensation accruals. ~~There~~Net ~~were~~cash ~~253~~used in investing activities was $62,~~936~~474 for the fiscal year ended June 30,~~005~~ ~~shares~~2025, related to cryptocurrency purchases, with no investing activities in fiscal 2024. Net cash provided by financing activities was $211,786 for the fiscal year ended June 30, 2025, primarily attributable to sales of our common stock, ~~issued~~including $223,000 in common stock sales and ~~outstanding~~$50,000 in proceeds for shares payable, partially offset by repayment of a as$61,214 related-party loan. In fiscal 2024, financing activities consisted solely of ~~June~~a $30,050 ~~2024~~loan from our sole officer and ~~June~~director. We 30have incurred recurring losses from operations since inception and expect to continue incurring losses until such time as we commence profitable cryptocurrency mining operations or other revenue-generating activities. We will require additional funding, ~~2023~~likely ~~(See~~through equity ~~Note~~financing 1)or related-party contributions, to sustain operations. There can be no assurance that such funding will be available on acceptable terms or at all.

~~Note 7 - Related-Party~~Going ~~Transactions~~ Concern

~~Loan~~We have incurred recurring losses from operations since inception and expect to continue incurring losses until such time as we commence profitable cryptocurrency mining operations or other revenue-generating activities, including but not limited to digital asset management and related initiatives. Our recurring operating loss, accumulated deficit of $298,184 as of June 30, 2025, and minimal cash balance raise substantial doubt about our ability to continue as a going concern for the next twelve months. Management’s plans include raising additional capital and pursuing our proposed cryptocurrency mining operations; however, there is no assurance that these plans will be successful.

~~The Company’s sole officer~~Item ~~and director, Levi Jacobson, paid expenses on behalf of the company totaling $30,050 during the period ended June 30, 2024~~7A. ~~These payments~~Quantitative ~~are considered as a loan to the Company which is noninterest-bearing, unsecured~~ and ~~payable~~Qualitative onDisclosures ~~demand.~~about AsMarket ~~of June 30, 2024, the related party loan to the Company totaled $61,214~~Risk.

~~The Company’s sole officer~~We ~~and~~qualify ~~director,~~as ~~Levi~~a ~~Jacobson,~~smaller ~~paid~~reporting ~~expenses on behalf of the~~ company ~~totaling $18~~,~~507 during~~ ~~the period ended June 30, 2023. These payments are considered~~ as adefined ~~loan~~by toItem ~~the~~10 ~~Company~~of ~~which~~Regulation ~~is noninterest~~S-~~bearing,~~K ~~unsecured~~ and ~~payable on demand. As of June 30~~, ~~2023~~thus, ~~the~~ ~~related~~are ~~party~~not ~~loan~~required to provide the ~~Company~~information required ~~totaled~~by ~~$31,164~~this Item.

~~Office~~- 9 ~~Space~~-

~~We utilize the home office space~~Table ~~and equipment~~ of ~~our management at no cost.~~Contents

~~Note~~Item 8. -Financial ~~Subsequent~~Statements ~~Events~~and Supplementary Data.

~~Subsequent~~C2 ~~to the period ended June 30~~Blockchain, ~~2024, the Company’s sole officer and director, Levi Jacobson, paid expenses on behalf of the company totaling $8,554~~Inc. ~~These payments are considered as a loan to the Company which is noninterest-bearing, unsecured and payable on demand.~~

~~The~~FINANCIAL Company has reviewed all subsequent events through August 20, 2024, the date the financial statements were available to be issued. The Company did not discover any other material subsequent events to report that have not already been disclosed herein.STATEMENTS

-INDEX TO F9FINANCIAL -STATEMENTS

Table of Contents

		Pages

Report of Independent Registered Public Accounting Firm		F2

Balance Sheets		F3

Statements of Operations		F4

Statements of Changes in Stockholders’ Deficit		F5

Statements of Cash Flows		F6

Notes to Financial Statements		F7-F9

~~Item~~- F1 ~~9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.~~-

~~None.~~Table of Contents

~~Item~~MICHAEL 9AGILLESPIE ~~Controls~~& ~~and~~ASSOCIATES, ~~Procedures.~~PLLC

~~Evaluation~~CERTIFIED ofPUBLIC ~~Disclosure Controls and Procedures~~ ACCOUNTANTS

~~We maintain “disclosure controls and procedures~~Vancouver,~~” as~~ ~~such~~WA term is defined in Rule 13a-15e and Rule 15d-15(e) under the Exchange Act that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to our management, which at this time consists solely of our officer and director, Levi Jacobson.98666

~~As of June 30, 2024, the end of the year covered by this Report, we carried out an evaluation, under the supervision of Mr~~206. ~~Jacobson, our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and the operation of our disclosure controls and procedures~~353. ~~Mr. Jacobson concluded that the disclosure controls and procedures were not effective as of the end of the year covered by this Report due to material weaknesses identified below.~~5736

~~Management’s~~REPORT ~~Annual~~OF ~~Report~~INDEPENDENT onREGISTERED ~~Internal~~PUBLIC ~~Control Over Financial~~ACCOUNTING ~~Reporting~~FIRM

~~Our management is responsible for establishing and~~To ~~maintaining adequate internal control over our financial reporting (as defined in Rule 13a-15(f) under~~ the ~~Exchange~~Shareholders ~~Act).~~& ~~Internal~~Board ~~control over financial reporting is a process, including policies and procedures, designed to provide reasonable assurance regarding the reliability~~ of financial reporting and the preparation of financial statements for external reporting purposes in accordance with U.S. generally accepted accounting principles. Our management assessed our internal control over financial reporting using the criteria in Internal Control – Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). A system of internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.Directors

~~Based on our evaluation under the framework in COSO,~~C2 ~~our management concluded that our internal control over financial reporting was ineffective as of June 30~~Blockchain, ~~2024 based on such criteria~~Inc. Deficiencies existed in the design or operation of our internal control over financial reporting that adversely affect our internal controls and that may be considered material weaknesses. A material weakness is a significant deficiency, or combination of deficiencies, in internal control over financial reporting that results in more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected. As a result of the determination that there was a lack of resources to provide segregation of duties consistent with control objectives, the lack of a formal audit committee, and the lack of a formal review process that includes multiple levels of review over financial disclosure and reporting processes, management has determined that material weaknesses existed as of June 30, 2024.

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

AWe have ~~control~~audited ~~system,~~the noaccompanying ~~matter~~balance ~~how~~sheets ~~well~~of ~~conceived~~C2 ~~and operated~~Blockchain, ~~can~~Inc. ~~provide~~(the ~~only~~Company) ~~reasonable,~~as ~~not~~of ~~absolute~~June 30, ~~assurance~~2025 ~~that~~and ~~the~~2024 ~~objectives~~and of the ~~control~~related ~~system~~statements of ~~are~~operations, ~~met~~changes ~~under~~in ~~all~~stockholders’ ~~potential conditions~~deficit, ~~regardless~~ ofcash ~~how remote~~flows, and ~~may~~the ~~not~~related ~~prevent~~notes or(collectively ~~detect~~referred ~~all~~to ~~errors~~as ~~and~~“financial statements”) ~~all~~for ~~fraud. Because of~~ the ~~inherent~~fiscal ~~limitations~~years inthen ~~all~~ended. ~~control~~In ~~systems~~our opinion, no ~~evaluation~~the offinancial ~~controls~~statements ~~can~~present ~~provide~~fairly, ~~absolute~~in ~~assurance that~~ all ~~control~~material ~~issues~~respects, the iffinancial ~~any,~~position ~~within~~of the Company ~~have~~as ~~been~~of ~~detected.~~June ~~These inherent~~30, ~~limitations~~2025 ~~include~~and ~~the~~2024 ~~realities that judgments in decision-making can be faulty~~ and ~~that~~the ~~breakdowns~~results ~~can occur because~~ of ~~a simple~~its ~~error~~operations orand ~~mistake.~~its ~~Our~~cash ~~internal~~flows ~~control~~for ~~over financial reporting is designed to provide reasonable assurance regarding~~ the ~~reliability~~fiscal ofyears ~~financial~~then ~~reporting~~ended ~~and~~in ~~the~~conformity ~~preparation~~with ofaccounting ~~financial~~principles ~~statements~~generally ~~for~~accepted ~~external purposes~~ in ~~accordance~~the ~~with~~United ~~generally~~States ~~accepted~~of ~~accounting principles~~America.

~~Auditor’s Report on Internal Control Over Financial Reporting~~Going Concern

~~This~~The accompanying ~~Report~~financial ~~does~~statements ~~not~~have ~~include~~been anprepared ~~attestation~~assuming ~~report of~~the ~~our~~Company ~~independent~~will ~~registered~~continue ~~public~~as ~~accounting~~a ~~firm~~going ~~regarding~~concern. ~~internal~~As ~~control~~discussed ~~over~~in Note #3 to the financial ~~reporting~~statements, although the Company has limited operations it has yet to attain profitability. This raises substantial doubt about its ability to continue as a going concern. Management’s ~~report~~plan ~~was not~~in ~~subject~~regard to ~~attestation~~these bymatters ~~our~~is ~~independent~~also ~~registered~~described ~~public~~in ~~accounting~~Note ~~firm~~#3. ~~pursuant~~The financial tostatements ~~the~~do ~~rules~~not ofinclude ~~the~~any ~~SEC~~adjustments that ~~permit~~might usresult tofrom ~~provide only~~the ~~management’s~~outcome ~~report~~of in this ~~Report~~uncertainty.

~~Changes~~Basis for ~~in Internal Control Over Financial Reporting~~Opinion

~~There~~These financial ~~have~~statements ~~been~~are nothe ~~changes~~responsibility inof ~~our~~the ~~internal~~Company’s ~~control over~~management. Our responsibility is to express an opinion on the Company’s financial ~~reporting~~statements ~~(as~~based ~~that~~on ~~term~~our isaudit. ~~defined~~We inare ~~Rules~~a 13public accounting firm registered with the Public Company Accounting Oversight Board (aUnited States)~~-15~~ (fPCAOB) and ~~15(d)-15(f)~~are ofrequired ~~the~~to ~~Exchange~~be ~~Act)~~independent ~~that~~with ~~have~~respect ~~occurred~~to ~~during~~ the ~~fourth~~Company ~~quarter~~in ~~ended~~accordance ~~June~~with ~~30,~~the ~~2024~~U.S. ~~that~~federal ~~have~~securities laws ~~materially~~and ~~affected,~~the orapplicable ~~are~~rules ~~reasonably~~and ~~likely~~regulations toof ~~materially~~the ~~affect,~~Securities ~~our~~and ~~internal~~Exchange ~~control over~~Commission ~~financial~~and ~~reporting~~the PCAOB.

~~Item~~We conducted 9Bour audits in accordance with the standards of the PCAOB. ~~Other~~Those ~~Information~~standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

~~None~~Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

-/S/ MICHAEL 6GILLESPIE -& ASSOCIATES, PLLC

~~Table~~We have ofserved ~~Contents~~as the Company’s auditor since 2024.

~~PART~~PCAOB ID: ~~III~~6108

~~Item 10. Directors~~Vancouver, ~~Executive Officers and Corporate Governance.~~ Washington

~~Each of our directors holds office until the next~~September ~~annual meeting of our stockholders or until his successor has been elected and qualified~~4, ~~or until his death, resignation, or removal. Our executive officers are appointed by our board of directors and hold office until their death, resignation, or removal from office.~~2025

~~Our current executive officers and directors and~~- ~~additional~~F2 ~~information concerning them are as follows:~~ -

Name		Age		Position(s)
Levi Jacobson		30		Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer, President, Secretary, and Director

Table of Contents

~~Levi~~C2 ~~Jacobson - Chief Executive Officer~~Blockchain, ~~Chief~~ ~~Financial Officer, Chief Operations Officer, Chief Accounting Officer, President, Secretary and sole Director~~Inc.

~~Mr. Levi Jacobson earned his degree in Business and Economics from Touro College, graduating in 2014. He worked at Blue Car~~Balance ~~Enterprise from February 2015 to August 2015, where he held the role of Manager/Director, focusing on sales and ad management.~~Sheets

On June 30, 2021, Mr. Jacobson was appointed Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer and Director of C2 Blockchain, Inc. He continues to hold these positions to this day.(Audited)

He has also served as a director for Elektros, Inc. from December 1, 2020, to July 1, 2021. Additionally, Mr. Jacobson has been the CEO and sole director of Hemp Naturals, Inc. since November 13, 2015. He also holds the positions of CEO and sole director at China Xuefeng Environmental Engineering Group since November 19, 2020, and American Estate Management Company since July 7, 2021.

		June 30, 2025		June 30, 2024
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	9	$	30
Prepaid Expenses		13,068		-
Total Current Assets		13,077		30

NON-CURRENT ASSETS
Intangible assets – cryptocurrency	$	62,474	$	-

TOTAL ASSETS	$	75,551	$	30

LIABILITIES AND STOCKHOLDERS’ DEFICIT
CURRENT LIABILITIES
Accrued liabilities	$	84,000	$	-
Loan to Company - related party		-		61,214
TOTAL LIABILITIES	$	84,000	$	61,214

Stockholders’ Equity (Deficit)
Preferred stock ($.001 par value, 20,000,000 shares authorized; 0 issued and outstanding as of June 30, 2025, and June 30, 2024)		-		-

Common stock ($.001 par value, 500,000,000 shares authorized, 274,736,005 and 253,936,005 shares issued and outstanding as of June 30, 2025, and June 30, 2024, respectively)		274,736		253,936
Additional paid-in capital		(35,401)		(252,601)
Shares payable		50,000		-
Accumulated deficit		(297,784)		(62,519)
Total Stockholders’ Equity (Deficit)		(8,449)		(61,184)

TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY (DEFICIT)	$	75,551	$	30

~~From~~The accompanying ~~2016~~notes toare ~~2019,~~an ~~Mr.~~integral ~~Jacobson~~part ~~worked at Bluejay Management LLC, a real estate development firm in Hewlett, NY. There, he assisted with various aspects~~ of ~~real~~these ~~estate~~audited ~~management,~~financial ~~including property management, rent collection, and remodeling~~statements.

~~Mr. Jacobson's extensive business acumen and experience as an officer and director across various companies culminated in his appointment~~- asF3 ~~the sole officer and director of C2 Blockchain, Inc.~~ -

-Table of ~~7 -~~Contents

~~Table~~C2 Blockchain, ~~of Contents~~Inc.

~~Committees~~ Statement of ~~the Board~~Operations

We currently do not have nominating, compensation, or audit committees, or committees performing similar functions, nor do we have a written nominating, compensation, or audit committee charter. Our board of director(sAudited) believes that it is not necessary to have such committees given our current size and the limited scope of our business. Currently, our board of director(s) is performing the functions of such committees.

In lieu of an Audit Committee, our board of director(s) is responsible for reviewing and making recommendations concerning the selection of outside auditors, reviewing the scope, results, and effectiveness of the annual audit of our financial statements and other services provided by our independent registered public accounting firm. Our board of director(s), which consists of our sole officer and director, Levi Jacobson, reviews our internal accounting controls, practices, and policies.

		Year Ended June 30, 2025		Year Ended June 30, 2024

Revenue
Staking rewards	$	185	$	-
Total revenue		185		-

Operating expenses

General and administrative expenses	$	222,780	$	30,020
Total operating expenses		222,780		30,020

Operating Income (Loss)	$	(222,595)	$	(30,020)

Other Income/(Loss)
Impairment expense	$	(12,668)	$	-
Gain (loss) on sale of cryptocurrency		(2)		-
Total Other Income (Loss)		(12,670)		-

Net loss	$	(235,265)	$	(30,020)

Basic and Diluted net loss per common share	$	(0.00)	$	(0.00)

Weighted average number of common shares outstanding - Basic and Diluted		258,563,676		253,936,005

~~Audit~~ The accompanying ~~Committee~~notes ~~Financial~~are ~~Expert~~an integral part of these audited financial statements.

~~Our board of director(s) has determined that we do not have a board member that qualifies as an “audit committee financial expert” as defined in Item 407(d)(5) of Regulation S~~-~~K . We believe that given our current size and the limited scope of our business, retaining an independent director who would qualify~~ asF4 an audit committee financial expert would be overly costly and burdensome. We will consider establishing an Audit Committee, and identifying an individual to serve as an independent director and as the audit committee financial expert when so required.-

~~Involvement~~Table of ~~in Certain Legal Proceedings~~Contents

~~None of our executive officers and directors, of which~~ C2 ~~we have one~~Blockchain, ~~have been involved in or a party to any of the following events or actions during the past ten years:~~Inc.

~~1. Any petition under the federal bankruptcy laws or any state insolvency laws filed by or against, or an appointment~~ Statement of aChanges ~~receiver,~~is ~~fiscal~~Stockholder agent, or similar officer by a court for the business or property of such person, a partnership in which such person was a general partner at or within two years before the time of such filing, or any corporation or business association of which such person was an executive officer either at or within two years prior to the time of such filing; 2. Any conviction in a criminal proceeding or being subject to a pending criminal proceeding (~~excluding traffic violations and other minor offenses~~Deficit); 3. Being subject to any order, judgment, or decree, not subsequently reversed, suspended, or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, such person from, or otherwise limiting, the following activities: (i) acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment advisor, underwriter, broker or dealer in securities, or as an affiliated person, director, or employee of any investment company, bank, savings and loan association, or insurance company, or engaging in or continuing any conduct or practice in connection with such activity; (ii) engaging in any type of business practice; or (iii) engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of federal or state securities laws or federal commodities laws; 4. Being the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any federal or state authority barring, suspending or otherwise limiting for more than 60 days the right of such person to engage in any activity described in paragraph (3)(i) above, or to be associated with persons engaged in any such activity; 5. Being found by a court of competent jurisdiction (in a civil action) or the SEC to have violated a Federal or State securities law, and the judgment has not been subsequently reversed, suspended, or vacated; 6. Being found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law, and the judgment in such civil action or finding by the Commodity Futures Trading Commission has not been subsequently reversed, suspended, or vacated; 7. Being the subject of, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of :(i) any Federal or State securities or commodities law or regulation; (ii) any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order; or (iii) any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or 8. Being the subject of, or a party to, any sanction or order, not subsequently reversed, suspended, or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

~~Code~~For the ofPeriod ~~Ethics~~June 30, 2023, to June 30, 2025

We have not adopted a formal Code of Ethics. We only have one employee, our sole officer and director, Levi Jacobson. In the event we commence operations, or the number of employees, number of officers, and/or number of directors increases in the future, we may take actions to adopt a formal Code of Ethics.(Audited)

Nomination of Directors

	Common Shares		Par Value Common Shares		Additional Paid-in Capital		Shares Payable		Accumulated Deficit		Total

Balances, June 30, 2023	253,936,005	$	253,936	$	(252,601)	$	-	$	(32,499)	$	(31,164)

Net loss	-		-		-		-		(30,020)		(30,020)
Balances, June 30, 2024	253,936,005	$	253,936	$	(252,601)	$	-	$	(62,519)	$	(61,184)
Common shares sold	19,300,000		19,300		203,700		-		-		223,000
Cash received for shares not yet issued	-		-		-		50,000		-		50,000
Shares issued as compensation	1,500,000		1,500		13,500		-		-		15,000
Net loss	-		-		-		-		(235,265)		(235,265)
Balances, June 30, 2025	274,736,005	$	274,736	$	(35,401)	$	50,000	$	(297,784)	$	(8,449)

~~As of August 20, 2024, we had not effected any material~~The ~~changes~~accompanying tonotes ~~the~~are ~~procedures~~an byintegral ~~which~~part ~~our stockholders may recommend nominees to our board~~ of ~~directors.~~these Weaudited dofinancial ~~not have any defined policy or procedural requirements for stockholders to submit recommendations or nominations for directors~~statements. Our board of directors believes that, given the stage of our development, a specific nominating policy would be premature and of little assistance until our business operations develop to a more advanced level. We do not currently have any specific or minimum criteria for the election of nominees to our board of directors and we do not have any specific process or procedure for evaluating such nominees. Our board of directors will assess all candidates, whether submitted by management or stockholders, and make recommendations for election or appointment.

~~A stockholder who wishes to communicate with our board~~- ofF5 ~~directors may do so by directing a written request addressed to the Company with the address appearing on the first page of this Report.~~-

~~Delinquent~~Table of ~~Section 16(a) Reports~~Contents

~~Section 16(a) of the Exchange Act requires the Company’s~~C2 ~~executive officers~~Blockchain, directors, and persons who beneficially own more than ten percent of a registered class of the Company’s equity securities, to file with the SEC initial reports of ownership and reports of changes in ownership of the Company’s common stockInc. ~~Such officers, directors, and persons are required by SEC regulation to furnish the Company with copies of all Section 16(a) forms that they file with the SEC.~~

~~Based solely on a review of the copies of such forms~~Statement ~~that were received by the Company, the Company is not aware~~ of ~~any~~Cash ~~failures to file reports or report transactions in a timely manner during the year ended June 30, 2024.~~Flows

~~Family Relationships~~(Audited)

There are no family relationships among our directors or executive officers. We have only one officer and director at this time.

		Year Ended June 30, 2025		Year Ended June 30, 2024
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(235,265)	$	(30,020)
Adjustment to reconcile net loss to net cash used in operating activities:
Accrued expenses		84,000		-
Share based compensation		15,000		-
Changes in current assets and liabilities:
Prepaid expenses		(13,068)		-
Net cash used in operating activities		(149,333)		(30,020)

CASH FLOWS FROM INVESTING ACTIVITIES
Cash paid for cryptocurrency	$	(62,474)	$	-
Net cash used in investing activities		(62,474)		-

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the sale of common shares	$	223,000	$	-
Cash received for shares not yet issued		50,000		-
Loan to company - related party		-		30,050
Payments to reduce loan from related party		(61,214)		-
Net cash provided by financing activities		211,786		30,050

Net change in cash	$	(21)	$	30
Beginning cash balance		30		-
Ending cash balance	$	9	$	30

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

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

~~There are no arrangements or understandings between~~- anF6 ~~executive officer or director and any other person pursuant to which he was selected as an executive officer or director. We have only one officer and director at this time, Levi Jacobson.~~-

-Table of ~~8 -~~Contents

~~Table~~C2 Blockchain, ~~of Contents~~Inc.

~~Item~~Notes to ~~11.~~the ~~Executive~~Audited ~~Compensation.~~Financial Statements

~~The table below summarizes all compensation~~Note ~~awarded~~1 ~~to,~~- ~~earned~~Organization ~~by, or paid to our named executive officers, which is defined as follows: (i) all individuals serving as our principal executive officer during the year ended June 30, 2024~~ and orDescription ~~June 30, 2023; (ii) each~~ of our two most highly compensated executive officers who were serving as executive officers at the end of the year ended June 30, 2024 and or June 30, 2023; and (iii) up to two additional individuals for whom disclosure would have been required but for the fact that the individual was not serving as an executive officer as of the end of the year ended June 30, 2024 and or June 30, 2023.Business

Name and principal position	Fiscal Year Ended June 30,	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Nonqualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)
Levi Jacobson, President, CEO, CFO, Treasurer, and Director	2024	0	0	0	0	0	0	0	0
	2023	0	0	0	0	0	0	0	0

C2 Blockchain, Inc. (“we,” “us,” “our,” or the “Company”) was incorporated on June 30, 2021 in the State of Nevada.

~~Outstanding~~On June ~~Equity~~30, ~~Awards~~2021, atLevi ~~Fiscal~~Jacobson ~~Year-End~~was appointed Chief Executive Officer, Chief Financial Officer, and Director of C2 Blockchain, Inc.

WeThe Company ~~had~~is noa ~~outstanding~~development-stage ~~equity~~blockchain ~~awards~~infrastructure atbusiness engaged in cryptocurrency mining, digital asset treasury management, and related technology initiatives. The Company is in the ~~year~~early ~~ended~~stages ~~June~~of 30operations and faces substantial operational and financial constraints that may impact the timing, ~~2024~~scope, and execution of its planned activities.

~~Potential~~The Company ~~Payments~~utilizes ~~Upon~~home ~~Termination~~office orspace ~~Change-of-Control~~provided at no cost by its sole officer and director, Levi Jacobson.

~~None~~The Company ofhas ~~our~~elected ~~named~~June ~~executive~~30th ~~officers~~as ~~are~~its ~~entitled to~~year ~~any payments upon termination or change-of-control~~end.

~~Retirement~~Note 2 or- ~~Similar~~Summary ~~Benefit~~of ~~Plans~~Significant Accounting Policies

~~There are no arrangements or plans in which we provide~~Basis ~~retirement~~of orPresentation ~~similar benefits for our directors or executive officers.~~

~~Employment~~This summary ~~Agreements~~of significant accounting policies is presented to assist in understanding the Company's financial statements. These accounting policies conform to accounting principles, generally accepted in the United States of America, and have been consistently applied in the preparation of the financial statements.

~~We have no employment agreements with any~~ Use of ~~our named executive officers.~~Estimates

~~Compensation~~The preparation of ~~Directors~~financial statements in conformity with generally accepted accounting principles 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. In the opinion of management, all adjustments necessary in order to make the financial statements not misleading have been included. Actual results could differ from those estimates.

~~We did not pay any of our directors any compensation~~Cash ~~during~~and ~~the~~Cash ~~fiscal year ended June 30, 2024, whether in their capacity as a named executive officer or as a director.~~Equivalents

-The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents at June 30, 2025, and June 30, 2024, were $9 and -$30, respectively.

~~Table~~Comprehensive income ofor ~~Contents~~loss

~~Item~~ASC Topic ~~12.~~220, ~~Security~~“Comprehensive ~~Ownership~~Income”, establishes standards for reporting and display of ~~Certain~~comprehensive ~~Beneficial~~income ~~Owners~~or loss, its components and ~~Management~~accumulated balances. Comprehensive income or loss as defined includes all changes in equity during a period from non-owner sources. Accumulated comprehensive income, as presented in the accompanying consolidated statements of shareholders’ equity consists of changes in unrealized gains and ~~Related~~losses ~~Stockholder~~on ~~Matters~~foreign currency translation.

~~The following table sets forth, as of June 30, 2024~~Revenue and August 20, 2024, the number of shares of common stock owned of record and beneficially by (i) each of our current directors, (ii) each of our named executive officers, (iii) our directors and executive officers as a group, and (iv) each stockholder known by us to be the beneficial owner of more than 5% of our outstanding common stock. Beneficial ownership has been determined in accordance with the rules and regulations of the SEC and includes voting or investment power with respect to shares. Unless otherwise indicated, the persons named in the table have sole voting and investment power with respect to the number of shares indicated as beneficial owned by them.recognition

Name and Address	Amount and Nature of Beneficial Ownership (Common Stock) (1)	Percentage of Class (1)
Officers and Directors
Levi Jacobson (2) 123 SE 3rd Ave # 130 Miami, Florida, 33131-2003	200,000,000 (3)	78.76%
5% or Greater Shareholders
Mendel Holdings, LLC (4) 123 SE 3rd Ave # 130 Miami, Florida, 33131-2003	200,000,000 (3)	78.76%
Kron Tomas Purna Ltd, Cyprus (5)	28,400,150 (5)	11.184%
_________________________________________

The Company adopted ASC 606 – Revenue from contracts with Customers: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to each performance obligation in the contract; and (5) recognize revenue when each performance obligation is satisfied.

~~(1)~~Income Applicable percentage of ownership is based on 253,936,005 shares of common stock outstanding as of June 30, 2024 and August 20, 2024. Beneficial ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities. Shares of common stock that are currently exercisable within 60 days of June 30, 2024, are deemed to be beneficially owned by the person holding such securities for the purpose of computing the percentage of ownership of such person, but are not treated as outstanding for the purpose of computing the percentage ownership of any person.Taxes

~~(2)~~The Company ~~Levi~~accounts ~~Jacobson~~for ~~serves~~income astaxes ~~Chief~~under ~~Executive Officer~~ASC 740, ~~Chief~~“Income ~~Financial~~Taxes.” Under ~~Officer,~~the ~~President~~asset and liability method of ASC 740, ~~Treasurer~~deferred tax assets and ~~Director~~liabilities are recognized for the future tax consequences attributable to differences between the financial statements 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 the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized at June 30, 2025, and June 30, 2024.

Basic Earnings (3Loss) ~~Consists~~Per ~~of 200,000,000 shares of our common stock held by Mendel Holdings, LLC, an entity over which Mr. Jacobson has complete dispositive and voting authority.~~Share

The Company computes basic and diluted earnings (4loss) ~~Levi~~per ~~Jacobson~~share in accordance with ASC Topic 260, Earnings per Share. Basic earnings (loss) per share is computed by dividing net income (loss) by the ~~sole~~weighted ~~member~~average number of ~~Mendel~~common ~~Holdings,~~shares outstanding during ~~LLC~~the reporting period. Diluted earnings (loss) per share reflects the potential dilution that could occur if stock options and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company.

~~(5)~~The Company ~~Kron~~does ~~Tomas~~not ~~Purna~~have ~~Ltd~~any ispotentially adilutive ~~Cyprus~~instruments ~~company~~as ~~that is~~of ~~believed~~June to30, be2025, ~~dissolved in 2016. The Company was owned~~ and, ~~controlled~~thus, byanti-dilution ~~Nikos~~issues ~~Chrysanthou~~are ~~according~~not ~~to Cyprus Department of Registrar of Companies and Official Receiver~~applicable.

~~Changes~~Fair Value inof ~~Control~~Financial Instruments

WeThe Company’s dobalance ~~not~~sheet ~~know~~includes ofcertain ~~any~~financial ~~arrangements~~instruments. ~~that~~The ~~may,~~carrying atamounts aof current assets and current liabilities ~~subsequent~~approximate ~~date,~~their ~~result~~fair invalue abecause ~~change~~of inthe ~~control~~relatively short period of time between the origination of these instruments and their expected realization.

~~Item~~ASC 820, Fair 13Value Measurements and Disclosures, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ~~Certain~~ASC ~~Relationships~~820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and ~~Related~~(2) an entity’s ~~Transactions~~own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

~~Related~~- Level ~~Party~~1 ~~Transactions~~ - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

~~Other~~- Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the ~~transactions~~asset ~~described~~or ~~below~~liability, ~~since~~ ~~June~~either ~~30,~~directly ~~2021~~or indirectly, ~~the~~including ~~date~~quoted ofprices ~~our~~for ~~incorporation,~~similar ~~there~~assets ~~has~~or ~~not~~liabilities ~~been,~~in ~~nor~~active ismarkets; ~~there~~quoted ~~currently~~prices ~~proposed,~~for ~~any~~identical ~~transaction~~or similar assets or ~~series~~liabilities ofin ~~similar~~markets ~~transactions~~that toare ~~which~~not weactive; ~~were~~inputs other than quoted prices that are observable for the asset or ~~will~~liability be(e.g., interest arates); ~~party:~~and inputs that are derived principally from or corroborated by observable market data by correlation or other means.

·- Level In3 ~~which~~- ~~the~~Inputs ~~amount~~that ~~involved~~are ~~exceeds~~both ~~the~~significant ~~lesser~~to ~~of $120,000 or one percent of~~ the ~~average~~fair ofvalue ~~our~~measurement ~~total assets at year-end;~~ and unobservable.

·Fair value Inestimates ~~which~~discussed ~~any~~herein ~~director,~~are ~~executive~~based ~~officer,~~upon ~~stockholders~~certain ~~who~~market ~~beneficially~~assumptions ~~own~~and ~~more~~pertinent ~~than~~information 5%available to management as of ~~our~~June 30, ~~common~~2025. ~~stock~~The orrespective ~~any~~carrying ~~member~~value of certain on-balance-sheet financial instruments approximated their ~~immediate~~fair ~~family~~values ~~had~~due orto ~~will~~the ~~have~~short-term nature aof ~~direct~~these orinstruments. ~~indirect~~These ~~material~~financial ~~interest~~instruments include accrued expenses.

~~Office~~- F8 ~~Space and Equipment~~-

~~We utilize the home office space and equipment~~ Table of ~~our management at no cost.~~Contents

-Related Parties ~~10 -~~

~~Table~~The Company follows ASC 850, Related Party Disclosures, for the identification of ~~Contents~~related parties and disclosure of related party transactions.

~~Loans~~Share-Based Compensation

~~The~~ASC ~~Company’s~~718, ~~sole~~“Compensation ~~officer~~– ~~and~~Stock ~~director~~Compensation”, ~~Levi~~prescribes ~~Jacobson,~~accounting ~~paid~~and ~~expenses~~reporting onstandards ~~behalf~~for ofall ~~the~~share-based payment ~~company~~transactions ~~totaling~~in ~~$30~~which employee services are acquired. Transactions include incurring liabilities,~~050, during~~ ~~the~~or ~~period ended~~issuing ~~June~~or 30offering to issue shares, ~~2024.~~options, ~~These~~and ~~payments~~other ~~are~~equity ~~considered~~instruments such as aemployee ~~loan~~stock toownership ~~the~~plans ~~Company~~and ~~which~~stock isappreciation ~~noninterest~~rights. Share-~~bearing~~based payments to employees, ~~unsecured~~including ~~and~~grants ~~payable~~of employee stock options, are recognized as compensation expense in the financial statements based on their ~~demand~~fair values. As ofThat ~~June~~expense ~~30,~~is ~~2024,~~recognized over the ~~related~~period ~~party~~during ~~loan~~which an employee is required to ~~the~~provide ~~Company~~services ~~totaled~~in ~~$61~~exchange for the award,~~214~~ known as the requisite service period (usually the vesting period).

The Company’s ~~sole~~accounts ~~officer and~~for ~~director,~~stock-based ~~Levi~~compensation ~~Jacobson,~~issued ~~paid~~to ~~expenses~~non-employees onand ~~behalf~~consultants ofin accordance with the ~~company~~provisions ~~totaling~~of ~~$18~~ASC 505-50,~~507, during~~ “Equity ~~the~~– ~~period~~Based ~~ended~~Payments ~~June~~to ~~30, 2023~~Non-Employees.” Measurement ~~These payments~~of ~~are~~share-based ~~considered~~payment astransactions awith non-employees ~~loan~~is tobased on the ~~Company~~fair ~~which~~value of whichever is ~~noninterest-bearing,~~more ~~unsecured~~reliably ~~and~~measurable: ~~payable~~(a) onthe ~~demand.~~goods Asor ofservices ~~June~~received; ~~30,~~or ~~2023,~~(b) the equity ~~related~~instruments ~~party~~issued. The ~~loan~~fair tovalue of the ~~Company~~share-based ~~totaled~~payment ~~$31,164~~transaction is determined at the earlier of performance commitment date or performance completion date.

~~Director~~The Company ~~Independence~~had no stock-based compensation plans as of June 30, 2025, and June 30, 2024.

WeThe Company’s ~~are~~stock-based ~~not~~compensation ~~listed~~for onthe ~~any~~periods ~~exchange~~ended ~~that~~June ~~requires~~30, ~~directors~~2025, toand beJune ~~independent. We~~30, ~~have~~2024, ~~not:~~was $15,000 and $0, respectively.

·Recently Issued ~~Established~~Accounting ~~our~~Pronouncements own definition for determining whether our directors or nominees for directors are “independent,” nor have we adopted any other standard of independence employed by any national securities exchange or inter-dealer quotation system, though our current directors would not be deemed to be “independent” under any applicable definition given that they are officers of the Company; nor

·The Company ~~Established~~has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any ~~committees~~other ofnew ~~our~~pronouncements ~~board~~that have been issued that might have a material impact on its financial position or results of ~~directors~~operations.

~~Item~~Note 3 ~~14.~~- ~~Principal~~Going ~~Accounting Fees and Services.~~Concern

~~Below~~The Company’s isfinancial ~~the~~statements ~~approximate~~are ~~aggregate~~prepared ~~amount of~~in ~~fees~~accordance ~~billed~~with ~~for~~generally ~~professional~~accepted ~~services~~accounting ~~rendered~~principles byapplicable ~~our~~to ~~principal~~a going concern ~~accountants~~that ~~with~~contemplates ~~respect~~the torealization ~~our~~of ~~fiscal~~assets ~~year~~and ~~ended~~liquidation ~~June~~of ~~30,~~liabilities ~~2024,~~in ~~and~~the ~~June~~normal ~~31,~~course ~~2023~~of ~~respectively~~business.

			2024		2023
Audit and review fees	Michael Gillespie & Associates, PLLC	$	10,200	$	-
Audit and review fees	BF Borgers CPA PC	$	3,300	$	8,350
Audit-related fees			-		-
Tax fees			-		-
All other fees			-		-
Total		$	13,500	$	8,350

The Company demonstrates adverse conditions that raise substantial doubt about the Company's ability to continue as a going concern for one year following the issuance of these financial statements. These adverse conditions are negative financial trends, specifically operating loss, working capital deficiency, and other adverse key financial ratios.

~~Pre~~The Company has not established any substantive source of revenue to cover its operating expenses. Revenue generated to date, including staking rewards, is negligible compared to operating costs. Management intends to fund operations through related-~~Approval~~party contributions and the ~~Policies~~sale of the Company’s stock. There can be no assurance that these measures will be successful. The accompanying financial statements do not include any adjustments that might be required if the Company is unable to continue as a going concern, including adjustments to the recoverability or classification of assets or the amounts and ~~Procedures~~classification of liabilities.

~~Currently,~~Note we4 ~~do not have a separately designed Audit Committee. Instead, our entire board of directors performs those functions. Accordingly, our board of directors was response for pre~~-~~approving~~ ~~all~~Income ~~services~~Taxes ~~provided by our independent registered public accounting firm. The above fees were reviewed and approved by our board of directors before the services were rendered.~~

-Potential benefits 11of income tax losses are not recognized in the accounts until realization is more likely than not. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company has incurred a net operating loss carryforward of $297,784 which begins expiring in 2041. The Company has adopted ASC 740, “Accounting for Income Taxes”, as of its inception. Pursuant to ASC 740 the Company is required to compute tax asset benefits for non-capital losses carried forward. The potential benefit of the net operating loss has not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the loss carried forward in future years.

~~Table~~Significant components of ~~Contents~~the Company’s deferred tax assets are as follows:

PART IV

		June 30, 2025		June 30, 2024

Deferred tax asset, generated from net operating loss	$	62,535	$	13,129
Valuation allowance		(62,535)		(13,129)
	$	-	$	-

~~Item~~The reconciliation ~~15.~~of ~~Exhibits,~~the ~~Financial~~effective ~~Statement~~income ~~Schedules.~~tax rate to the federal statutory rate is as follows:

(a) Financial Statements

Federal income tax rate 21.0%	21.0	%
Increase in valuation allowance (21.0%)	(21.0	%)
Effective income tax rate 0.0%	0.0	%

1.On December ~~Our~~22, ~~financial~~2017, ~~statements~~the ~~are~~Tax ~~listed~~Cuts in and Jobs Act of 2017 was signed into law. This legislation reduced the ~~index~~federal ~~under~~corporate ~~Item~~tax 8rate offrom the ~~this~~previous ~~document;~~35% ~~and~~to 21%.

2.Due to ~~All~~the ~~financial~~change ~~statement~~in ~~schedules~~ownership ~~are omitted~~provisions ~~because~~of ~~they~~the ~~are~~Tax ~~not~~Reform ~~applicable~~Act of 1986, ~~not~~net ~~material~~operating orloss ~~the~~carry ~~required~~forwards ~~information~~for isFederal ~~shown~~income tax reporting purposes are subject to annual limitations. Should a change in ~~the~~ownership ~~financial~~occur, ~~statements~~net oroperating ~~notes~~loss ~~thereto~~carryforwards may be limited as to use in future years.

~~(b)~~Note 5 ~~Exhibits~~- ~~required~~Commitments byand ~~Item 601 of Regulation S-K.~~Contingencies

Exhibit No.		Description
3.1		Certificate of Incorporation (1)
3.2		By-laws (1)
31		Certification of the Company’s Principal Executive and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s report on Form 10-K for the year ended June 30, 2024 (2)
32		Certification of the Company’s Principal Executive and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (2)
101.INS		XBRL Instance Document (3)
101.SCH		XBRL Taxonomy Extension Schema (3)
101.CAL		XBRL Taxonomy Extension Calculation Linkbase (3)
101.DEF		XBRL Taxonomy Extension Definition Linkbase (3)
101.LAB		XBRL Taxonomy Extension Label Linkbase (3)
101.PRE		XBRL Taxonomy Extension Presentation Linkbase (3)

The Company follows ASC 450-20, Loss Contingencies, to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. There were no commitments or contingencies as of June 30, 2025, and June 30, 2024 except for the following: on February 1, 2025, the Company entered into an employment agreement with our sole officer and director, Levi Jacobson, which details base salary to be paid as well as bonus payments based on benchmarks.

(1)	Filed as an exhibit to the Company's Registration Statement on Form 10-12G, as filed with the SEC on September 16, 2021, and incorporated herein by this reference.
(2)	Filed herewith.
(3)	Users of this data are advised that, pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or Annual Report for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Exchange Act of 1934 and otherwise are not subject to liability.

As of June 30, 2025, the Company is in dispute with a vendor regarding services to the Company totaling $12,500. Based on the Company’s analysis pursuant to ASC 450-20, Loss Contingencies, the payment of this disputed amount is considered uncertain at the time of filing this report. No liability was recorded as of June 30, 2025 for this disputed amount.

~~Item~~Note 6 ~~16. Form 10~~-K ~~Summary.~~Prepaid Expenses

~~None~~During the year ended June 30, 2025, the Company prepaid a one-year invoice for OTC Markets news & disclosure service totaling $7,500 and prepaid a 66-day invoice for advertising totaling $7,500. These were expensed through June 30, 2025, with the remaining balance of $13,068 to be expensed in the next fiscal year.

~~Signatures~~Note 7 - Intangible Asset - Cryptocurrency

~~Pursuant~~The Company tohas ~~the~~holdings ~~requirements~~ of ~~Section~~cryptocurrency 13as ora ~~15(d) of~~long-term reserve and investment. During the ~~Securities~~year ~~Exchange~~ended ~~Act~~June of30, ~~1934~~2025, the ~~registrant~~Company ~~has~~purchased cryptocurrency ~~duly~~totaling ~~caused~~$75,142, ~~this~~consisting ~~report~~entirely toof beCardano ~~signed~~(ADA) ontokens. ~~its~~The ~~behalf~~Company byrecorded ~~the~~an ~~undersigned~~impairment expense of $12,668 ~~thereunto~~at ~~duly~~June ~~authorized~~30, 2025 related to this cryptocurrency asset (see Note 9).

C2- F9 ~~Blockchain, Inc.~~-

~~By:~~Table of ~~/s/ Levi Jacobson~~Contents

~~Levi~~Note 8 ~~Jacobson~~- Accrued Expenses

~~Chief~~During the ~~Executive~~year ~~Officer~~ended June 30, 2025, the Company accrued salary, totaling $84,000, payable to our sole office and ~~Chief~~director, ~~Financial~~Levi ~~Officer~~Jacobson, pursuant to the employment agreement dated February 1, 2025 (see Note 5).

~~(Principal~~Note 9 ~~Executive~~- ~~Officer~~Impairment ~~and Principal Financial Officer)~~Expense

~~Dated:~~During the ~~August~~fiscal 20year ended June 30, ~~2024~~2025, the Company purchased Cardano (ADA) tokens as a long-term reserve and investment. At the time of purchase, management believed ADA represented a viable long-term blockchain asset with potential for growth and ecosystem development. However, subsequent to June 30, 2025, management made the decision to fully divested its ADA token holdings. The Company realized an approximate loss of $12,668 with the sale of these assets. This amount was recognized as an impairment expense in the financial reports for the 2025 fiscal year end filing.

~~In accordance with the Exchange Act, this report has~~Note ~~been~~10 ~~signed~~- ~~below~~Shareholder byEquity ~~the following persons on behalf of the registrant and in the capacities and on the dates indicated.~~

~~By: /s/ Levi Jacobson~~Preferred Stock

~~Levi~~The authorized ~~Jacobson~~preferred stock of the Company consists of 20,000,000 shares with a par value of $0.001. There were no shares issued and outstanding as of June 30, 2025, and June 30, 2024.

~~Chief Executive Officer, Chief Financial Officer,~~Common Stock

~~President~~The authorized common stock of the Company consists of 500,000,000 ~~Treasurer~~shares with a par value of $0.001. There were 274,736,005 and ~~Director~~253,936,005 shares of common stock issued and outstanding as of June 30, 2025 and June 30, 2024, respectively.

~~Dated:~~On or ~~August~~about 20April 10, ~~2024~~2025, the Company issued 1,500,000 shares of restricted common stock at a value of $0.01 per share, for total non-cash consideration of $15,000, to Root Ventures LLC in exchange for investor relations and related services. The shares were issued as a consulting fee.

-The 12issuance was -made to an accredited investor in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D promulgated thereunder. The shares were issued for bona fide services and not for fundraising purposes.

During the year ended June 30, 2025, the Company sold an aggregate of 16,800,000 shares of common stock to eight investors pursuant to its qualified Regulation A+ Tier II offering, for total proceeds of $168,000. In addition, the Company issued a total of 2,500,000 shares of restricted common stock to two accredited investors in private placement transactions exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506 of Regulation D promulgated thereunder, for aggregate proceeds of $55,000. Of these, 1,000,000 shares were sold at a purchase price of $0.04 per share for proceeds of $40,000, and 1,500,000 shares were sold at a purchase price of $0.01 per share for proceeds of $15,000. The restricted shares are subject to transfer restrictions and bear appropriate restrictive legends.

Shares payable

During the year ended June 30, 2025, the Company received funds totaling $50,000 from a prospective shareholder. As of June 30, 2025, the subscribed shares had not yet been issued.

Note 11 - Related-Party Transactions

Consulting Fees

During the year ended June 30, 2025, the Company paid $15,000 to Simple Simon Says LLC (“Consultant”) for consulting services. Simple Simon Says LLC is controlled by the father of the Company’s sole officer and director, Levi Jacobson. Pursuant to the consulting agreement, Consultant provided business development, strategic advisory, and consulting services to the Company from May 1, 2025, through June 1, 2025. Consultant acted as an independent contractor and not as an employee or partner of the Company.

The engagement of Consultant, as a related party transaction, was approved by Levi Jacobson, the Company’s Chief Executive Officer and sole director.

Loan

The Company’s sole officer and director, Levi Jacobson, paid expenses on behalf of the company totaling $30,050 during the period ended June 30, 2024. These payments were considered as a loan to the Company which was noninterest-bearing, unsecured and payable on demand. As of June 30, 2024, the related party loan to the Company totaled $61,214.

During the year ended June 30, 2025, the Company made payments to our sole officer and director, Levi Jacobson, totaling $61,214 to pay off the loan in full.

Office Space

We utilize the home office space and equipment of our management at no cost.

Note 12 - Subsequent Events

The Company has evaluated subsequent events through September 4, 2025, the most recent practicable date prior to the filing of this Annual Report, which is the date the financial statements were available to be issued.

Note: The information regarding recent sales of securities below is presented through the date of the certified shareholder list, dated September 4, 2025. Certain transactions may not be reflected because, although the related subscription agreements were signed on or before that date, the shares had not yet been issued due to processing or because the Company had not yet received payment. Accordingly, the dates described below for each transaction are presented on or about the date of the subscription agreement and may not represent the actual date the shares were issued. The transactions detailed below, however, are included on the certified shareholder list as of September 4, 2025.

Events or transactions occurring after June 30, 2025, but before September 4, 2025, that would require recognition or disclosure in the financial statements have been considered. Certain subscription agreements signed on or prior to September 4, 2025, may not be reflected if the shares had not yet been processed for reasons such as, but not limited to, the Company not having received payment for the shares.

Pursuant to a subscription agreement executed prior to the fiscal year ended June 30, 2025, the Company received $50,000 in proceeds for the sale of 5,000,000 freely transferable shares of common stock to an accredited investor under its qualified Regulation A+ Tier II offering statement. The shares were subsequently issued on or about July 1, 2025. (see Note 10 - Shares Payable).

Subsequent to June 30, 2025, the Company completed the following equity issuances to accredited investors:

On or about July 15, 2025, the Company issued 10,000,000 shares of restricted common stock at $0.02 per share in a private placement.

On or about July 15, 2025, the Company issued 5,000,000 shares of restricted common stock at $0.02 per share under a separate subscription agreement, granting piggyback registration rights.

On or about July 29, 2025, the Company issued 12,500,000 shares of restricted common stock at $0.02 per share.

On or about August 10, 2025, the Company issued 1,000,000 shares of restricted common stock at $0.03 per share.

On or about August 14, 2025, the Company issued 12,500,000 shares of restricted common stock at $0.02 per share.

On or about August 19, 2025, the Company issued 12,500,000 shares of restricted common stock at $0.02 per share.

On or about August 21, 2025, the Company issued 1,500,000 shares of restricted common stock at $0.02 per share.

On or about August 25, 2025, the Company issued 10,000,000 shares of restricted common stock at $0.01 per share.

On or about August 25, 2025, the Company issued (i) 500,000 shares of restricted common stock at $0.02 per share, (ii) 10,000,000 shares of restricted common stock at $0.01 per share, and (iii) 4,000,000 shares of restricted common stock at $0.01 per share.

All restricted issuances were made in reliance on exemptions under Section 4(a)(2) and Rule 506(b) of Regulation D. No underwriting discounts or commissions were paid, and proceeds are intended for general corporate purposes.

Additional Information:

Quick Capital, LLC Note Purchase Agreement and Convertible Promissory Note

On July 22, 2025, the Company entered into a Note Purchase Agreement (the “Purchase Agreement”) with Quick Capital, LLC, a Wyoming limited liability company (“QC”), pursuant to which the Company issued a convertible promissory note in the principal amount of $55,555.56 (the “QC Note”).

In connection with the Purchase Agreement, the Company also issued to QC a warrant resulting in the issuance of 2,777,778 warrant shares at an exercise price of $.02 per share with a 5 year term equivalent to 100% warrant coverage, entitling QC to purchase shares of common stock equal to 100% of the principal amount of the QC Note.

The QC Note and the related securities were issued in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506 of Regulation D promulgated thereunder.

Coventry Enterprises LLC Securities Purchase Agreement and Promissory Note

On July 22, 2025, the Company entered into a Securities Purchase Agreement with Coventry Enterprises LLC, a Delaware limited liability company (“Coventry”), pursuant to which the Company issued a promissory note in the principal amount of $200,000.00 (the “Coventry Note”).

The Coventry Note includes $20,000.00 of guaranteed interest, and was issued with an original issue discount of $20,000.00 and $10,000.00 allocated to legal documentation fees, resulting in gross proceeds to the Company of $170,000.00.

The Coventry Note is repayable in 12 equal monthly installments of $18,333.33 beginning on August 22, 2025, and maturing on July 22, 2026.

The Company shall issue ten million (10,000,000) shares of its restricted common stock (in book entry form) to Coventry Enterprises LLC (“Coventry”) as commitment stock (the “Commitment Stock”). If the Company repays all of its obligations in full and in accordance with the terms of the Promissory Note, and was never in default during the term of the Note (independently of any cure period), then Coventry shall, within ten (10) calendar days thereafter, return five million (5,000,000) of the Commitment Stock shares to the Company’s treasury for cancellation.

The Company shall reserve thirty million (30,000,000) shares of its common stock for issuance to Coventry upon conversion of the Promissory Note.

Coventry Enterprises LLC Equity Line Agreement

The Company entered into a Common Stock Purchase Agreement (the “Equity Line Agreement”) with Coventry Enterprises LLC, pursuant to which Coventry committed to purchase up to $10,000,000.00 of the Company’s common stock over a 36-month period beginning on the effective date of the registration statement required under the agreement.

As an inducement to Coventry Enterprises LLC (“Coventry”) entering into this Equity Line Agreement, the Company shall, as of the date of this Agreement and for no additional consideration, issue to Coventry an aggregate of five million (5,000,000) shares of Common Stock (the “Commitment Shares”). Upon issuance, the Commitment Shares shall be duly authorized, fully paid, and non-assessable. In lieu of delivering a physical certificate for the Commitment Shares, the Company shall cause its transfer agent to record such shares in electronic book entry format on its books and records and shall provide Coventry with a statement documenting such notation.

The descriptions of the Quick Capital, LLC Note Purchase Agreement and Convertible Promissory Note, Coventry Enterprises LLC Securities Purchase Agreement and Promissory Note, and Coventry Enterprises LLC Equity Line Agreement (collectively, the “Agreements”) provided herein are summaries and do not contain all the details. Complete copies of each Agreement are included as exhibits to this Annual Report (see Exhibits 10.2 through 10.7).

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Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

On May 3, 2024, the Board of Directors of C2 Blockchain, Inc. (the “Company”), consisting solely of Levi Jacobson, approved the dismissal of BF Borgers CPA PC (“BF Borgers”) as the Company’s independent registered public accounting firm.

The audit reports issued by BF Borgers for the fiscal years ended June 30, 2023, and June 30, 2022, did not contain any adverse opinions or disclaimers of opinion and were not qualified or modified with respect to uncertainty, audit scope, or accounting principles, except for an explanatory paragraph regarding the Company’s ability to continue as a going concern.

During the fiscal years ended June 30, 2023, and June 30, 2022, and up to the termination date of May 3, 2024, there were no disagreements with BF Borgers on any matters of accounting principles or practices, financial statement disclosures, or auditing scope or procedures that would have required BF Borgers to reference such disagreements in its reports.

Additionally, during these periods and through May 3, 2024, there were no “reportable events,” as defined in Item 304(a)(1)(iv) and Item 304(a)(1)(v) of Regulation S-K, except for the material weaknesses in internal control over financial reporting previously disclosed in the Company’s Annual Report.

The Company provided BF Borgers with a copy of the disclosure made herein in response to Item 304(a) of Regulation S-K. BF Borgers is not currently permitted to appear or practice before the Securities and Exchange Commission (“SEC”), as noted in the SEC’s Staff Statement on Issuer Disclosure and Reporting Obligations in Light of Rule 102(e) Order against BF Borgers CPA PC, issued on May 3, 2024. Accordingly, if BF Borgers does not furnish a letter to the SEC pursuant to Item 304(a)(3) of Regulation S-K stating whether it agrees with the statements made herein, no further action will be taken by the Company.

On May 9, 2024, the sole director approved the engagement of Michael Gillespie & Associates, PLLC (PCAOB ID: 6108) as the Company’s independent registered public accounting firm, effective immediately. Michael Gillespie & Associates, PLLC has since conducted the audit of the fiscal year ended June 30, 2024, performed reviews of interim quarterly financial reports, and, as of the date of this filing, has completed the audit of the fiscal year ended June 30, 2025.

Item 9A Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

We maintain “disclosure controls and procedures,” as such term is defined in Rule 13a-15e and Rule 15d-15(e) under the Exchange Act that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to our management, which currently consists solely of our officer and director, Levi Jacobson.

As of June 30, 2025, the end of the year covered by this Report, we carried out an evaluation, under the supervision of Levi Jacobson, our sole officer and director, of the effectiveness of the design and operation of our disclosure controls and procedures. Mr. Jacobson concluded that the disclosure controls and procedures were not effective as of the end of the year covered by this Report due to material weaknesses identified below.

Management’s Annual Report on Internal Control Over Financial Reporting

Levi Jacobson, our sole officer and director, is responsible for establishing and maintaining adequate internal control over our financial reporting (as defined in Rule 13a-15(f) under the Exchange Act). Internal control over financial reporting is a process, including policies and procedures, designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with U.S. generally accepted accounting principles. Our sole officer, Mr. Jacobson, assessed our internal control over financial reporting using the criteria in Internal Control – Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). A system of internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Based on our evaluation under the framework in COSO, our sole officer and director, Levi Jacobson, concluded that our internal control over financial reporting was ineffective as of June 30, 2025 based on such criteria. Deficiencies existed in the design or operation of our internal control over financial reporting that adversely affect our internal controls and that may be considered material weaknesses. A material weakness is a significant deficiency, or combination of deficiencies, in internal control over financial reporting that results in more than a remote likelihood that a material misstatement of the annual or interim financial statements will not be prevented or detected. As a result of the determination that there was a lack of resources to provide segregation of duties consistent with control objectives, the lack of a formal audit committee, and the lack of a formal review process that includes multiple levels of review over financial disclosure and reporting processes, our sole officer and director, Mr. Jacobson, has determined that material weaknesses existed as of June 30, 2025.

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

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

Auditor’s Report on Internal Control Over Financial Reporting

This Report does not include an attestation report of our independent registered public accounting firm regarding internal control over financial reporting. The report of our sole officer and director, Levi Jacobson, was not subject to attestation by our independent registered public accounting firm pursuant to the rules of the SEC that permit us to provide only management’s report in this Report.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting (as that term is defined in Rules 13(a)-15(f) and 15(d)-15(f) of the Exchange Act) that have occurred during the fourth quarter ended June 30, 2025, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Item 9B. Other Information.

None.

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PART III

Item 10. Directors, Executive Officers and Corporate Governance.

Each of our directors holds office until the next annual meeting of our stockholders or until his successor has been elected and qualified, or until his death, resignation, or removal. Our executive officers are appointed by our board of directors and hold office until their death, resignation, or removal from office.

Our current executive officers and directors and additional information concerning them are as follows:

Name	Age	Position(s)

Levi Jacobson	31	Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer, President, Secretary, and Director

Levi Jacobson - Chief Executive Officer, Chief Financial Officer, Chief Operations Officer, Chief Accounting Officer, President, Secretary and sole Director.

On June 30, 2021, Mr. Levi Jacobson was appointed Chief Executive Officer, Chief Financial Officer, President, Secretary, Treasurer, and Director of C2 Blockchain, Inc., positions he continues to hold.

He previously served as a director and sole officer of Elektros, Inc. from December 1, 2020, until his resignation on July 1, 2021. Mr. Jacobson also served as Chief Executive Officer and sole director of China Xuefeng Environmental Engineering Group from November 19, 2020, until July 1, 2021, when he resigned from those roles. Since November 13, 2015, he has been the CEO and sole director of Hemp Naturals, Inc.; however, he does not currently devote material time to that role as the operations of Hemp Naturals are inactive. In addition, he has served as CEO and sole director of American Estate Management Company since July 7, 2021, though he does not devote material time to that position as the operations of the entity are also inactive.From 2016 to 2019, Mr. Jacobson was employed by Bluejay Management LLC, a real estate development firm in Hewlett, NY, where he assisted with property management, rent collection, and remodeling.

Mr. Jacobson’s extensive business acumen and experience as an officer and director across various companies culminated in his appointment as the sole officer and director of C2 Blockchain, Inc.

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Committees of the Board

We currently do not have nominating, compensation, or audit committees, or committees performing similar functions, nor do we have a written nominating, compensation, or audit committee charter. Our sole officer and director, Levi Jacobson, believes that it is not necessary to have such committees given the Company’s current size and the limited scope of its business. Currently, Mr. Jacobson is performing the functions of these committees.

In lieu of an Audit Committee, our board of directors, which consists solely of our officer and director, Levi Jacobson, is responsible for reviewing and making recommendations concerning the selection of outside auditors, reviewing the scope, results, and effectiveness of the annual audit of our financial statements and other services provided by our independent registered public accounting firm. Mr. Jacobson also reviews our internal accounting controls, practices, and policies.

Audit Committee Financial Expert

Our board of director(s) has determined that we do not have a board member that qualifies as an “audit committee financial expert” as defined in Item 407(d)(5) of Regulation S-K . We believe that given our current size and the limited scope of our business, retaining an independent director who would qualify as an audit committee financial expert would be overly costly and burdensome. We will consider establishing an Audit Committee, and identifying an individual to serve as an independent director and as the audit committee financial expert when so required.

Involvement in Certain Legal Proceedings

None of our executive officers and directors, of which we have only one, Levi Jacobson, has been involved in or a party to any of the following events or actions during the past ten years:

1.	Any petition under the federal bankruptcy laws or any state insolvency laws filed by or against, or an appointment of a receiver, fiscal agent, or similar officer by a court for the business or property of such person, a partnership in which such person was a general partner at or within two years before the time of such filing, or any corporation or business association of which such person was an executive officer either at or within two years prior to the time of such filing;
2.	Any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);
3.	Being subject to any order, judgment, or decree, not subsequently reversed, suspended, or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, such person from, or otherwise limiting, the following activities: (i) acting as a futures commission merchant, introducing broker, commodity trading advisor, commodity pool operator, floor broker, leverage transaction merchant, any other person regulated by the Commodity Futures Trading Commission, or an associated person of any of the foregoing, or as an investment advisor, underwriter, broker or dealer in securities, or as an affiliated person, director, or employee of any investment company, bank, savings and loan association, or insurance company, or engaging in or continuing any conduct or practice in connection with such activity; (ii) engaging in any type of business practice; or (iii) engaging in any activity in connection with the purchase or sale of any security or commodity or in connection with any violation of federal or state securities laws or federal commodities laws;
4.	Being the subject of any order, judgment or decree, not subsequently reversed, suspended or vacated, of any federal or state authority barring, suspending or otherwise limiting for more than 60 days the right of such person to engage in any activity described in paragraph (3)(i) above, or to be associated with persons engaged in any such activity;
5.	Being found by a court of competent jurisdiction (in a civil action) or the SEC to have violated a Federal or State securities law, and the judgment has not been subsequently reversed, suspended, or vacated;
6.	Being found by a court of competent jurisdiction in a civil action or by the Commodity Futures Trading Commission to have violated any Federal commodities law, and the judgment in such civil action or finding by the Commodity Futures Trading Commission has not been subsequently reversed, suspended, or vacated;
7.	Being the subject of, or a party to, any Federal or State judicial or administrative order, judgment, decree, or finding, not subsequently reversed, suspended or vacated, relating to an alleged violation of :(i) any Federal or State securities or commodities law or regulation; (ii) any law or regulation respecting financial institutions or insurance companies including, but not limited to, a temporary or permanent injunction, order of disgorgement or restitution, civil money penalty or temporary or permanent cease-and-desist order, or removal or prohibition order; or (iii) any law or regulation prohibiting mail or wire fraud or fraud in connection with any business entity; or
8.	Being the subject of, or a party to, any sanction or order, not subsequently reversed, suspended, or vacated, of any self-regulatory organization (as defined in Section 3(a)(26) of the Exchange Act (15 U.S.C. 78c(a)(26))), any registered entity (as defined in Section 1(a)(29) of the Commodity Exchange Act (7 U.S.C. 1(a)(29))), or any equivalent exchange, association, entity or organization that has disciplinary authority over its members or persons associated with a member.

Code of Ethics

We have not adopted a formal Code of Ethics. The Company has material operations but currently has only one employee, our sole officer and director, Levi Jacobson. In the event the number of employees, officers, and/or directors increases in the future, we may take actions to adopt a formal Code of Ethics.

Nomination of Directors

As of September 4, 2025, we had not effected any material changes to the procedures by which our stockholders may recommend nominees to our board of directors. We do not have any defined policy or procedural requirements for stockholders to submit recommendations or nominations for directors. Our sole officer and director, Levi Jacobson, believes that, given the stage of our development, a specific nominating policy would be premature and of little assistance until our business operations develop to a more advanced level. We do not currently have any specific or minimum criteria for the election of nominees to our board of directors and we do not have any specific process or procedure for evaluating such nominees. Mr. Jacobson will assess all candidates, whether submitted by management or stockholders, and make recommendations for election or appointment.

A stockholder who wishes to communicate with our board of directors may do so by directing a written request addressed to the Company at the address appearing on the first page of this Report. Such communications will be received and reviewed by our sole director, Levi Jacobson.

Delinquent Section 16(a) Reports

Section 16(a) of the Exchange Act requires the Company’s executive officers, directors, and persons who beneficially own more than ten percent of a registered class of the Company’s equity securities, to file with the SEC initial reports of ownership and reports of changes in ownership of the Company’s common stock. Such officers, directors, and persons are required by SEC regulation to furnish the Company with copies of all Section 16(a) forms that they file with the SEC.

The Company has one executive officer and director, Levi Jacobson. Mr. Jacobson controls the Company through his ownership of Mendel Holdings, LLC, which holds a controlling interest in the Company. Mr. Jacobson has not filed the required Section 16(a) ownership reports, including reports that would have reflected his beneficial ownership of the Company’s shares through Mendel Holdings, LLC. Mr. Jacobson has advised the Company that he intends to file the missing beneficial ownership reports as soon as practicable.

Family Relationships

There are no family relationships among our directors or executive officers, and the Company currently has only one officer and director, Levi Jacobson.

Arrangements

There are no arrangements or understandings between our executive officer or director and any other person pursuant to which he or she was selected as an executive officer or director. The Company currently has only one officer and director, Levi Jacobson.

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Item 11. Executive Compensation.

The table below summarizes all compensation awarded to, earned by, or paid to our named executive officers, which is defined as follows: (i) all individuals serving as our principal executive officer during the year ended June 30, 2025 and or June 30, 2024; (ii) each of our two most highly compensated executive officers who were serving as executive officers at the end of the year ended June 30, 2025 and or June 30, 2024; and (iii) up to two additional individuals for whom disclosure would have been required but for the fact that the individual was not serving as an executive officer as of the end of the year ended June 30, 2025 and or June 30, 2024.

Levi Jacobson is the named executive officer shown below and currently serves as our sole officer and director.

Name and

principal position

Fiscal Year Ended June 30,

Salary*

($)

Bonus

($)

Stock

Awards

($)

Option

Awards

($)

Non-Equity

Incentive Plan

Compensation

($)

Deferred

Compensation**

Earnings ($)

Nonqualified

Deferred

Compensation

Earnings ($)

All Other

Compensation

($)

Total

($)

Levi Jacobson, President, CEO, CFO, Treasurer, and Director

2025

16,000

84,000

100,000

2024

* The column titled “Salary” reflects the total salary paid to the Company’s sole officer and director, Levi Jacobson, through the respective year-end indicated above.

** The column titled “Deferred Compensation” shows the amount of deferred compensation that remains unpaid or outstanding to Levi Jacobson as of the respective year-end indicated above. Please refer to Exhibit 10.1 for the complete terms of Mr. Jacobson’s Employment Agreement.

Outstanding Equity Awards at Fiscal Year-End

As of June 30, 2024 and June 30, 2025, the Company had no outstanding equity awards. No stock or option awards were granted or vested during the fiscal years ended June 30, 2024 and June 30, 2025.

Potential Payments Upon Termination or Change-of-Control

Mr. Jacobson’s Employment Agreement provides that, if he is terminated without cause, he is entitled to severance pay equal to three (3) months of base salary, subject to the execution of a separation agreement. As Mr. Jacobson is the Company’s sole officer and director, no other individuals are entitled to payments upon termination or change of control.

Retirement or Similar Benefit Plans

There are no arrangements or plans under which we provide retirement or similar benefits to our directors or executive officers.

Employment Agreements

We have entered into an Employment Agreement with Levi Jacobson, our sole executive officer, effective February 1, 2025. The agreement provides for a base salary of $20,000 per month and eligibility for an annual performance bonus of up to $250,000, subject to the achievement of milestones established by the Board. Mr. Jacobson may also be considered for equity awards at the discretion of the Board. The agreement includes standard provisions related to confidentiality, non-competition, and severance. Please refer to Exhibit 10.1 for the full terms of the agreement.

Compensation of Directors

We did not pay any compensation to our directors for their service in such capacity during the fiscal years ended June 30, 2024 or June 30, 2025. All compensation paid to Mr. Jacobson during these periods was in his capacity as an executive officer and not as a director.

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Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The following table sets forth, as of the certified shareholder list dated September 4, 2025, the number of shares of common stock beneficially owned by: (i) each of our current directors, (ii) each of our named executive officers, (iii) our directors and executive officers as a group, and (iv) each stockholder known by us to be the beneficial owner of more than 5% of our outstanding common stock. Beneficial ownership has been determined in accordance with the rules and regulations of the SEC and includes voting or investment power with respect to shares. Unless otherwise indicated, the persons named in the table have sole voting and investment power with respect to the number of shares indicated as beneficial owned by them.

As of September 4, 2025 we had 379,236,005 shares of common stock issued and outstanding.

Name	Amount and Nature of Beneficial Ownership (Common Stock)	Percentage of Class

Officers and Directors
Levi Jacobson (1) 12818 SW 8th St Unit #2008 Miami, FL 33184	200,000,000 (2)	52.738%
5% or Greater Shareholders
Mendel Holdings, LLC (3) 112818 SW 8th St Unit #2008 Miami, FL 33184	200,000,000 (2)	52.738%
Kron Tomas Purna Ltd (4)	28,400,150	7.489%
Leopold Guttman	19,000,000	5.010%
_________________________________________

(1) Levi Jacobson serves as Chief Executive Officer, Chief Financial Officer, President, Treasurer, and Director of the Company.

(2) Includes 200,000,000 shares of common stock held by Mendel Holdings, LLC, an entity over which Mr. Jacobson has sole voting and dispositive control.

(3) Mr. Jacobson is the sole member of Mendel Holdings, LLC.

(4) Kron Tomas Purna Ltd is a Cyprus-based entity believed to have been dissolved in 2016. Ownership and control were historically attributed to Nikos Chrysanthou, per records from the Cyprus Department of Registrar of Companies and Official Receiver.

Changes in Control

We do not know of any arrangements that may, at a subsequent date, result in a change in control.

Item 13. Certain Relationships and Related Transactions.

Related Party Transactions

Other than the transactions described below, since June 30, 2021, the date of our incorporation, there has not been, nor is there currently proposed, any transaction or series of similar transactions to which we were or will be a party:

In which the amount involved exceeds the lesser of $120,000 or one percent of the average of our total assets at year-end; and

In which any director, executive officer, stockholders who beneficially own more than 5% of our common stock or any member of their immediate family had or will have a direct or indirect material interest.

Office Space and Equipment

We utilize the home office space and equipment of our management at no cost.

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Table of Contents

Loans

During the year ended June 30, 2025, the Company made payments to our sole officer and director, Levi Jacobson, totaling $61,214 to pay off the loan in full.

Consulting Agreement

During the year ended June 30, 2025, the Company paid $15,000 to Simple Simon Says LLC (“Consultant”) for consulting services. Simple Simon Says LLC is controlled by the father of the Company’s sole officer and director, Levi Jacobson. Pursuant to the consulting agreement, Consultant provided business development, strategic advisory, and consulting services to the Company from May 1, 2025 through June 1, 2025. Consultant acted as an independent contractor and not as an employee or partner of the Company.

The engagement of Consultant, as a related party transaction, was approved by Levi Jacobson, the Company’s Chief Executive Officer and sole director.

Director Independence

We are not listed on any exchange that requires directors to be independent. We have not:

Established our own definition for determining whether our directors or nominees for directors are “independent,” nor have we adopted any other standard of independence employed by any national securities exchange or inter-dealer quotation system, though our current directors would not be deemed to be “independent” under any applicable definition given that they are officers of the Company; nor

Established any committees of our board of directors.

Item 14. Principal Accounting Fees and Services.

Below is the approximate aggregate amount of fees billed for professional services rendered by our principal accountants with respect to our fiscal year ended June 30, 2025, and June 30, 2024 respectively.

			2025		2024
Audit and review fees	Michael Gillespie & Associates, PLLC	$	24,000	$	10,200
Audit and review fees	BF Borgers CPA PC	$	0	$	3,300
Audit-related fees			-		-
Tax fees			-		-
All other fees			-		-

Total		$	24,000	$	13,500

Pre-Approval Policies and Procedures

Currently, we do not have a separately designed Audit Committee. Instead, our entire board of directors performs those functions. Accordingly, our board of directors was response for pre-approving all services provided by our independent registered public accounting firm. The above fees were reviewed and approved by our board of directors before the services were rendered.

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Table of Contents

PART IV

Item 15. Exhibits, Financial Statement Schedules.

(a) Financial Statements

1. Our financial statements are listed in the index under Item 8 of this document; and

2. All financial statement schedules are omitted because they are not applicable, not material or the required information is shown in the financial statements or notes thereto.

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

*Exhibits 10.2–10.7 presented in the chart below are unexecuted copies of the respective agreements, with all personal and contact information redacted.

Exhibit No.		Description
3.1		Certificate of Incorporation, as amended (1)

3.2		Amended and Restated By-laws (2)

10.1		Employment Agreement - Levi Jacobson (3)

10.2		Note Purchase Agreement between C2 Blockchain and Quick Capital, LLC, dated July 22, 2025 (3)

10.3		Convertible Promissory Note issued to Quick Capital, LLC, dated July 22, 2025 (3)

10.4		Common Stock Purchase Warrant - Quick Capital, LLC, dated July 22, 2025 (3)

10.5		Securities Purchase Agreement between C2 Blockchain and Coventry Enterprises LLC, dated July 22, 2025 (3)

10.6		Promissory Note issued to Coventry Enterprises LLC, dated July 22, 2025 (3)

10.7		Equity Line Common Stock Purchase Agreement between C2 Blockchain and Coventry Enterprises LLC, dated July 22, 2025 (3)

31		Certification of the Company’s Principal Executive and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s report on Form 10-K for the year ended June 30, 2025 (3)

32		Certification of the Company’s Principal Executive and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (3)

101.INS		XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).

101.SCH		XBRL Taxonomy Extension Schema

101.CAL		XBRL Taxonomy Extension Calculation Linkbase

101.DEF		XBRL Taxonomy Extension Definition Linkbase

101.LAB		XBRL Taxonomy Extension Label Linkbase

101.PRE		XBRL Taxonomy Extension Presentation Linkbase

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

(1)	Filed as an exhibit to the Company's Registration Statement on Form 10-12G, as filed with the SEC on September 16, 2021, and incorporated herein by this reference.
(2)	Filed as an exhibit to the Company's Registration Statement on Form 1-A, as filed with the SEC on July 5, 2023 and incorporated herein by this reference.
(3)	Filed herewith.

Item 16. Form 10-K Summary.

None.

Signatures

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

C2 Blockchain, Inc.

By: /s/ Levi Jacobson

Levi Jacobson

Chief Executive Officer and Chief Financial Officer,

(Principal Executive Officer and Principal Financial Officer)

Dated: September 29, 2025

In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By: /s/ Levi Jacobson

Levi Jacobson

Chief Executive Officer, Chief Financial Officer,

President, Treasurer, and Director

Dated: September 29, 2025

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Filing Compare · C2 Blockchain, Inc.