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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

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

For the quarterly period ended March 31, 2024

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

For the transition period from _______________ to _______________.

Commission file number: 333-219922

WEED, INC.

(Exact name of registrant as specified in its charter)

Nevada		83-0452269
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

4920 N. Post Trail Tucson, AZ		85750
(Address of principal executive offices)		(Zip Code)

(520) 818-8582

Registrant’s telephone number, including area code

(Former address, if changed since last report)

(Former fiscal year, if changed since last report)

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

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

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

Common Stock, $0.001 par value

(Title of class)

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

Yes ☒ No ☐

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

Yes ☒ No ☐

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

Large accelerated filer	☐	Accelerated filer	☐

Non-accelerated Filer	☒	Smaller reporting company	☒

		Emerging growth company	☐

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

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. As of May 13, 2024, there were 123,482,685 shares of common stock, $0.00001 par value, issued and outstanding.

WEED, INC.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION		3

ITEM 1	Consolidated Financial Statements	4
ITEM 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	21
ITEM 3	Quantitative and Qualitative Disclosures About Market Risk	26
ITEM 4	Controls and Procedures	26

PART II - OTHER INFORMATION		27

ITEM 1	Legal Proceedings	28
ITEM 1A	Risk Factors	28
ITEM 2	Unregistered Sales of Equity Securities and Use of Proceeds	28
ITEM 3	Defaults Upon Senior Securities	28
ITEM 4	Mine Safety Disclosures	28
ITEM 5	Other Information	28
ITEM 6	Exhibits	29

Table of Contents

PART I - FINANCIAL INFORMATION

This Quarterly Report includes forward-looking statements within the meaning of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These statements are based on management’s beliefs and assumptions, and on information currently available to management. Forward-looking statements include the information concerning our possible or assumed future results of operations set forth under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Forward-looking statements also include statements in which words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “estimate,” “consider,” or similar expressions are used.

Forward-looking statements are not guarantees of future performance. They involve risks, uncertainties, and assumptions. Our future results and shareholder values may differ materially from those expressed in these forward-looking statements. Readers are cautioned not to put undue reliance on any forward-looking statements.

Table of Contents

ITEM 1 Consolidated Financial Statements

The consolidated balance sheets as of March 31, 2024, (unaudited) and December 31, 2023, the consolidated statements of operations and comprehensive loss for the three months ended March 31, 2024 and 2023, the consolidated statement of changes in stockholders’ equity (deficit) for the three months ended March 31, 2024 and 2023, and the consolidated statements of cash flows for the three months ending March 31, 2024 and 2023, follow. The unaudited interim financial statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. All such adjustments are of a normal and recurring nature.

Table of Contents

WEED, INC. AND SUBSIDIARY

CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2024

TABLE OF CONTENTS

		Page No.

CONSOLIDATED FINANCIAL STATEMENTS

Unaudited Consolidated Balance Sheets		6

Unaudited Consolidated Statements of Operations and Comprehensive Loss		7

Unaudited Consolidated Statements of Changes in Stockholders' Equity (Deficit)		8

Unaudited Consolidated Statements of Cash Flows		9

Table of Contents

WEED, INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

	March 31, 2024			December 31,
				2023
ASSETS

CURRENT ASSETS:
Cash	$	102,696		$	290,409
Prepaid expenses		21,435			24,622
Other current asset		4,439			4,855

TOTAL CURRENT ASSETS		128,570			319,886

Land		258,319			258,319
Building		218,681			218,681
Computers & Equipment		147,771			147,771
Property and equipment, gross		624,771			624,771

Less: Accumulated depreciation		(113,502	)		(108,431	)

Property and equipment, net		511,269			516,340

Grower License		667			667
Trademark		50,000			50,000
Intangible assets, gross		50,667			50,667
Less: Accumulated amortization		(15,134	)		(14,484	)

Intangible assets, net		35,533			36,183

ROU asset		28,435			31,653

TOTAL ASSETS	$	703,807		$	904,062

LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)

CURRENT LIABILITIES
Accounts payable	$	188,798		$	183,565
Accrued expense		71,100			64,778
Accrued officer compensation		128,879			182,500
Accrued interest		13,300			13,000
Notes payable, related parties		125,637			133,073
Notes payable - in default		3,661			3,661
Asset retirement obligation		35,800			35,800
Lease liability		28,435			31,653
Due to officer		723			723

TOTAL CURRENT LIABILITIES		596,333			648,753

TOTAL LIABILITIES		596,333			648,753

STOCKHOLDERS’ EQUITY (DEFICIT)
Common stock, $0.001 par value, 200,000,000 authorized, 123,482,685 and 123,482,685 issued and outstanding, respectively		123,483			123,483
Additional paid-in capital		83,818,651			83,818,351
Subscription payable		723,750			701,250
Accumulated deficit		(84,563,215	)		(84,392,563	)
Accumulated other comprehensive loss:
Foreign currency translation		4,805			4,788

TOTAL STOCKHOLDERS’ EQUITY		107,474			255,309

TOTAL LIABILITIES & STOCKERHOLDERS’ EQUITY	$	703,807		$	904,062

The accompanying notes are an integral part of the consolidated financial statements

Table of Contents

WEED, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(Unaudited)

	For the Three Months
	Ended March 31,
	2024			2023
REVENUE	$	-		$	-

COST OF GOOD SOLD		-			-

GROSS PROFIT		-			-

OPERATING EXPENSES
General and administrative expenses		136,565			133,782
Professional fees		25,203			26,096
Depreciation & amortization		8,285			24,030

Total operating expenses		170,053			183,908

NET OPERATING LOSS		(170,053	)	(183,908		)

OTHER INCOME (EXPENSE)
Interest expense		(599	)		(13,106	)

TOTAL OTHER INCOME (EXPENSE)		(599	)		(13,106	)

NET LOSSS BEFORE INCOME TAX		(170,652	)		(197,014	)

INCOME TAX EXPENSE		-			-

NET LOSS		(170,652	)		(197,014	)

OTHER COMPREHENSIVE INCOME (LOSS)		17			(113	)

COMPREHENSIVE LOSS	$	(170,635	)	$	(197,127	)

WEIGHTED AVERAGE NUMBER OF COMMON SHARES

Outstanding - basic and fully diluted		123,809,123			123,482,685

Net loss per share - basic and fully diluted	$	(0.0014	)	$	(0.0016	)

The accompanying notes are an integral part of the consolidated financial statements

Table of Contents

WEED, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)

For the Three Months ended March 31, 2024

(Unaudited)

	Common Stock														Total
					Additional		Subscriptions		Accumulated			Other			Stockholders’
	Shares		Amount		Paid-In Capital		Payable		Deficit			Comprehensive			Equity
Balance, December 31, 2022		123,482,685	$	123,483	$	83,796,857	$	611,250		(84,361,006	)		(788	)	$	169,796

Common stock sold for cash		-		-		-		-		-			-			-
Common stock issued for services		-		-		-		90,000		-			-			90,000
Imputed Interest on RP Loans		-		-		21,494		-		-			-			21,494
Net loss		-		-		-		-		(31,557	)		-			(31,557	)
Other comprehensive income, net		-		-		-		-		-			5,576			5,576
Balance, December 31, 2023		123,482,685	$	123,483	$	83,818,351	$	701,250		(84,392,563	)		4,788		$	255,309

Common stock sold for cash		-		-		-		-		-			-			-
Common stock issued for services		-		-		-		22,500		-			-			22,500
Imputed Interest on RP Loans		-		-		300		-		-			-			300
Net income		-		-		-		-		(170,652	)		-			(170,652	)
Other comprehensive income, net		-		-		-		-		-			17			17
Balance, March 31, 2024		123,482,685	$	123,483	$	83,818,651	$	723,750		(84,563,215	)		4,805		$	107,474

The accompanying notes are an integral part of the consolidated financial statements

Table of Contents

WEED, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	For the Three
	Months Ended March 31,
	2024			2023
CASH FLOWS FROM OPERATING ACTIVITIES

Net loss	$	(170,652	)	$	(197,014	)
Adjustments to reconcile to net loss to net cash used in operating activities:
Depreciation and amortization		5,721			24,030
Debt discount amortization		2,564			-
Imputed Interest on RP Loans		300			5,942
Estimated fair value of shares issued for services		22,500			22,500
Decrease (increase) in assets
Prepaid expenses and deposits		3,603			2,540
Increase (decrease) in liabilities
Accounts Payable		5,233			(25,900	)
Accrued expenses		(46,999	)		(9,271	)

NET CASH USED IN OPERATING ACTIVITIES		(177,730	)		(177,173	)

CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property and equipment		-			(10,000	)

NET CASH PROVIDED BY INVESTING ACTIVITIES		-			(10,000	)

CASH FLOWS FROM FINANCING ACTIVITIES
Repayments on notes payable - related party		(10,000	)		(32,789	)

NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES		(10,000	)		(32,789	)

NET CHANGE IN CASH		(187,730	)		(219,962	)

EFFECT OF EXCHANGE RATE ON CASH		17			(113	)

CASH, BEGINNING OF PERIOD		290,409			315,826

CASH, END OF PERIOD	$	102,696		$	95,751

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

Cash paid during the years ended December 31:

Income taxes	$	-		$	-
Interest paid	$	299		$	5,113

The accompanying notes are an integral part of the consolidated financial statements

Table of Contents

WEED, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2024

(Unaudited)

Note 1 – Nature of Business and Significant Accounting Policies

Nature of Business

WEED, Inc. (the “Company”), (formerly United Mines, Inc.) was incorporated under the laws of the State of Arizona on August 20, 1999 (“Inception Date”) as Plae, Inc. to engage in the exploration of gold and silver mining properties. On November 26, 2014, the Company was renamed from United Mines, Inc. to WEED, Inc. and was repurposed to pursue a business involving the purchase of land, and building Commercial Grade “Cultivation Centers” to consult, assist, manage & lease to Licensed Dispensary owners and organic grow operators on a contract basis, with a concentration on the legal and medical marijuana sector. The Company’s plan is to become a True “Seed-to-Sale” company providing infrastructure, financial solutions and real estate options in this new emerging market. The Company, under United Mines, was formerly in the process of acquiring mineral properties or claims located in the State of Arizona, USA. The name was previously changed on February 18, 2005 to King Mines, Inc. and then subsequently changed to United Mines, Inc. on March 30, 2005. The Company trades on the OTC Pink Sheets under the stock symbol: BUDZ.

On April 20, 2017, the Company acquired Sangre AT, LLC, a Wyoming company doing business as Sangre AgroTech. (“Sangre”). Sangre is a plant genomic research and breeding company comprised of top-echelon scientists with extensive expertise in genomic sequencing, genetics-based breeding, plant tissue culture, and plant biochemistry, utilizing the most advanced sequencing and analytical technologies and proprietary bioinformatics data systems available. No work is being conducted now until further funds are available.

On May 2, 2022, the Company acquired Hempirical Genetics, LLC, a Arizona company.

The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management are necessary for fair presentation of the information contained therein.

The Company has a calendar year end for reporting purposes.

Basis of Presentation:

The accompanying consolidated balance sheet at December 31, 2023, has been derived from audited consolidated financial statements and the unaudited condensed consolidated financial statements as of March 31, 2024 and 2023 ( the “financial statements”), have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited consolidated financial statements and related footnotes. It is management’s opinion, however, that all material adjustments (consisting of normal recurring adjustments), have been made which are necessary for a fair financial statements presentation. The consolidated financial statements include all material adjustments (consisting of normal recurring accruals) necessary to make the consolidated financial statements not misleading as required by Regulation S-X, Rule 10-01. Interim result are not necessarily indicative of results for a full year.

Table of Contents

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of the following entities, all of which are under common control and ownership:

	State of		Abbreviated
Name of Entity	Incorporation	Relationship (1&3)	Reference
WEED, Inc.	Nevada	Parent	WEED
Sangre AT, LLC (2)	Wyoming	Subsidiary	Sangre
Hempirical Genetics, LLC (3)	Arizona	Subsidiary	Hempirical Generics

(1) Sangre is a wholly-owned subsidiary of WEED, Inc.

(2) Sangre AT, LLC is doing business as Sangre AgroTech.

(3) Hempirical Genetics, LLC is a wholly-owned subsidiary of WEED, Inc.

The consolidated financial statements herein contain the operations of the wholly-owned subsidiary listed above. All significant inter-company transactions have been eliminated in the preparation of these financial statements. The parent company, WEED and subsidiaries.

Table of Contents

Note 1 – Nature of Business and Significant Accounting Policies (continued)

Principles of Consolidation (continued

will be collectively referred to herein as the “Company”, or “WEED”. The Company's headquarters are located in Tucson, Arizona and its operations are primarily within the United States, with minimal operations in Australia.

These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management are necessary for fair presentation of the information contained therein.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the 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. Actual results could differ from those estimates.

Fair Value of Financial Instruments

Under FASB ASC 820-10-05, the Financial Accounting Standards Board establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. This Statement reaffirms that fair value is the relevant measurement attribute. The adoption of this standard did not have a material effect on the Company’s financial statements as reflected herein. The carrying amounts of cash, prepaid expenses and accrued expenses reported on the balance sheet are estimated by management to approximate fair value primarily due to the short term nature of the instruments.

Impairment of Long-Lived Assets

Long-lived assets held and used by the Company are reviewed for possible impairment whenever events or circumstances indicate the carrying amount of an asset may not be recoverable or is impaired. Recoverability is assessed using undiscounted cash flows based upon historical results and current projections of earnings before interest and taxes. Impairment is measured using discounted cash flows of future operating results based upon a rate that corresponds to the cost of capital. Impairments are recognized in operating results to the extent that carrying value exceeds discounted cash flows of future operations.

Basic and Diluted Loss Per Share

The basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted net loss per common share is computed by dividing the net loss adjusted on an “as if converted” basis, by the weighted average number of common shares outstanding plus potential dilutive securities. For the periods presented, potential dilutive securities had an anti-dilutive effect and were not included in the calculation of diluted net loss per common share.

Stock-Based Compensation

Under FASB ASC 718-10-30-2, all share-based payments to employees, including grants of employee stock options, to be recognized in the income statement based on their fair values.

Revenue Recognition

The Company is using the revenue recognition standard ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”, and using the cumulative effect (modified retrospective) approach. Modified retrospective adoption requires entities to apply the standard retrospectively to the most current period presented in the financial statements, requiring the cumulative effect of the retrospective application as an adjustment to the opening balance of retained earnings at the date of initial application. No cumulative-effect adjustment in retained earnings was recorded as the Company’s has no historical revenue. The impact of the adoption of the new standard was not material to the Company’s consolidated financial statements. The Company did not earn revenue during the periods ended March 31, 2024 and 2023. When the Company earns revenue, it will be recognized in accordance with FASB ASC 606 – Revenue from Contracts with Customers.

The primary change under the new guidance is the requirement to report the allowance for uncollectible accounts as a reduction in net revenue as opposed to bad debt expense, a component of operating expenses. The adoption of this guidance did not have an impact on our condensed consolidated financial statements, other than additional financial statement disclosures. The guidance requires increased disclosures, including qualitative and quantitative disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers.

The Company operates as one reportable segment.

Sales on fixed price contracts are recorded when services are earned, the earnings process is complete or substantially complete, and the revenue is measurable and collectability is reasonably assured. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are provided for in the same period the related sales are recorded. The Company will defer any revenue from sales in which payment has been received, but the earnings process has not occurred. Sales have not yet commenced.

Table of Contents

Note 1 – Nature of Business and Significant Accounting Policies (continued)

Advertising and Promotion

All costs associated with advertising and promoting products are expensed as incurred. The Company recognized $0 of advertising and promotion costs for three months ended March 31, 2024 and 2023.

Asset Retirement Obligations

The Company acquired a gas well on February 23, 2023, with a cost of $41,400. We are required to record a liability for the present value of our asset retirement obligation (“ARO”) to plug and abandon inactive-non-producing wells, facilities, and equipment, and to restore the land at the end of oil production operations. As a result, we accrued the full value of the cost amounting to $35,800 for plug and abandon non-operating well on March 31, 2024 and December 31, 2023.

Foreign Currency Transactions

Expenses are translated at the exchange rates in effect at the date of the transaction. Foreign currency denominated payables are translated at the rates of exchange at the balance sheet date. The resulting transaction gains and losses are recorded in the statement of income in the period incurred.

Assets and liabilities of those operations are translated at exchange rates in effect at the balance sheet date. Income and expenses are translated using the exchange rates on the transaction date for the reporting period. Translation adjustments, if any, are reported as a separate component of accumulated other comprehensive income. Transaction gain (loss) on foreign currency exchange rate was $17 and ($113) for three months ended March 31, 2024 and 2023. For all significant foreign operations, the functional currency is the local currency.

Note 2 – Going Concern

As shown in the accompanying financial statements, the Company has no revenues, incurred net losses from operations resulting in an accumulated deficit of $84,563,215 and negative working capital of $467,763 at March 31, 2024. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management is actively pursuing new products and services to begin generating revenues. In addition, the Company is currently seeking additional sources of capital to fund short term operations. The Company, however, is dependent upon its ability to secure equity and/or debt financing and there are no assurances that the Company will be successful; therefore, without sufficient financing it would be unlikely for the Company to continue as a going concern.

The financial statements do not include any adjustments that might result from the outcome of any uncertainty as to the Company’s ability to continue as a going concern. The financial statements also do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

Note 3 – Related Party

Notes Payable

From time to time, the Company has received short term loans from officers and directors as disclosed in Note 7 below. The Company has a total of $125,637 and $133,073 of note payable on the consolidated balance sheet as of March 31, 2024 and December 31, 2023, respectively. From January 2022 to March 31, 2022, the Company received $4,000 and $500,000 loans from Nicole Breen and Glenn Martin, respectively. The $500,000 loan from Glenn Martin was replaced the $300,000 loan. On May 2, 2022, the Company acquired the Hempirical Genetics, LLC from Jeffrey Miller, and then Jeffrey Miller became the executive officer of WEED, Inc. Based on the agreement, the Company owed Jeffrey Miller $160,000 as of June 30, 2023. On July 1, 2022, Patrick Brodnik signed executive employee agreement with the Company, and become one of the related parties since that. On various dates during the third quarter 2022, the Company received advance of $3,787 from Patrick Brodnik at no interest. From January 2023 to March 31, 2023, the Company paid off the remaining balance of the loan from Nicole Breen that originally was $37,500. From April 2023 to June 30, 2023, the Company received $50,000 from Nicole Breen. From July 2023 to September 30, 2023, the company paid off Glenn Marten’s loan of $500,000 and Nicole Breen’s loan of $50,000.

Services

Nicole M. Breen receives $1,500 a week in cash compensation for her services rendered to the Company.

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Glenn E. Martin receives $8,000 a month in cash compensation for his services rendered to the Company.

Accrued Compensation

A total of $128,879 and $182,500 of officer compensation was unpaid and outstanding at March 31, 2024 and December 31, 2023, respectively.

Note 4 – Fair Value of Financial Instruments

Under FASB ASC 820-10-5, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). The standard outlines a valuation framework and creates a fair value hierarchy in order to increase the consistency and comparability of fair value measurements and the related disclosures. Under GAAP, certain assets and liabilities must be measured at fair value, and FASB ASC 820-10-50 details the disclosures that are required for items measured at fair value.

The Company has certain financial instruments that must be measured under the new fair value standard. The Company’s financial assets and liabilities are measured using inputs from the three levels of the fair value hierarchy. The three levels are as follows:

Level 1 - Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

Level 2 - Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).

Level 3 - Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability.

The following schedule summarizes the valuation of financial instruments at fair value on a recurring basis in the balance sheets as of March 31, 2024 and December 31, 2023, respectively:

Fair Value Measurements at December 31, 2023

	Level 1		Level 2		Level 3
Assets
Cash	$	290,409	$	-	$	-
Intangible assets, net	$	-	$	36,183	$	-
Total assets	$	290,409	$	36,183	$	-
Liabilities
Notes payable, related parties			$	133,073
Notes payable	$	-	$	3,661	$	-
Total liabilities	$	-	$	136,734	$	-

Fair Value Measurements at March 31, 2024

	Level 1		Level 2		Level 3
Assets
Cash	$	102,696	$	-	$	-
Intangible assets, net	$	-	$	35,533	$	-
Total assets	$	102,696	$	35,533	$	-
Liabilities
Notes payable, related parties			$	128,201
Notes payable	$	-	$	3,661	$	-
Total liabilities	$	-	$	131,862	$	-

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The fair values of our related party debts are deemed to approximate book value and are considered Level 2 inputs as defined by ASC Topic 820-10-35.

There were no transfers of financial assets or liabilities between Level 1, Level 2 and Level 3 inputs for the year ended December 31, 2023 and 2022.

Note 5 – Property and Equipment

Property and equipment consist of the following at March 31, 2024 and December 31, 2023, respectively:

	March 31,			December 31,
	2024			2023
Office equipment	$	8,667		$	8,667
Furniture & Fixtures		5,479			5,479
Lab equipment		133,626			133,626

Land		258,319			258,319
Property		218,680			218,680
Property and equipment, gross		624,771			624,771
Less accumulated depreciation		(113,502	)		(108,431	)
Property and equipment, net	$	511,269		$	516,340

On July 24, 2023, the Company sold another La Veta property for $1,800,000 and $988,375 was record as gain on sale.

Depreciation expense totaled $5,071 and $20,817 for the three months March 31, 2024 and 2023, respectively.

Note 6 – Intangible Assets

Intangibles

In accordance with FASB ASC 350, “Intangibles-Goodwill and Other”, the Company evaluates the recoverability of identifiable intangible assets whenever events or changes in circumstances indicate that an intangible asset’s carrying amount may not be recoverable. The impairment loss would be calculated as the amount by which the carrying value of the asset exceeds its fair value. The US and Europe trademarks were acquired for $40,000 and $50,000, respectively, for the year ended December 31, 2018. Trademarks are initially measured based on their fair value and amortized by 10 and 25 years.

Acquisition intangible assets arising out of the acquisition of Hempirical Genetics, LLC. That should, in accordance with GAAP, be classified as intangibles, include goodwill.

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Note 6 – Intangible Assets (continued)

Intangibles (continued)

On March 31, 2024 and December 31, 2023, Intangibles consists of the following:

	March 31, 2024			December 31, 2023
Trademark	$	50,000		$	50,000
Grower License		667			667
Less: Accumulated amortization		(15,134	)		(14,484	)
Total other intangibles, Net	$	35,533		$	36,183
-Total Intangibles, Net	$	35,533		$	36,183

Amortization expense totaled $650 and $650 for the three months ended March 31, 2024 and 2023, respectively.

Note 7 – Notes Payable, Related Parties

Notes payable, related parties consist of the following at March 31, 2024 and December 31, 2023, respectively:

	March 31, 2024		December 31, 2023
On April 12, 2010, the Company received an unsecured, non-interest-bearing loan in the amount of $2,000, due on demand from Robert Leitzman. Interest is being imputed at the Company’s estimated borrowing rate, or 10% per annum. The largest aggregate amount outstanding was $2,000 during the periods ended December 31, 2019 and December 31, 2018. Mr. Leitzman owns less than 1% of the Company’s common stock, however, the Mr. Leitzman is deemed to be a related party given the non-interest-bearing nature of the loan and the materiality of the debt at the time of origination.	$	2,000		2,000

Over various dates in 2011 and 2012, the Company received unsecured loans in the aggregate amount of $10,000, due on demand, bearing interest at 10%, from Sandra Orman. The largest aggregate amount outstanding was $10,000 during the periods ended December 31, 2019 and December 31, 2018. Mrs. Orman owns less than 1% of the Company’s common stock, however, Mrs. Orman is deemed to be a related party given the nature of the loan and the materiality of the debt at the time of origination.	$	10,000		10,000

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Note 7 – Notes Payable, Related Parties (continued)

	March 31, 2024		December 31, 2023

On May 2, 2022, the company acquired Hempirical Genetics, LLC with a note payable to the executive officer Jeffrey Miller with no interest. Payments of $10,000 and $60,000 were made toward the note in 2024 and 2023, respectively.	$	135,000	$	145,000

Notes payable, related parties	$	147,000	$	157,000
Less: Loan fee, net of amortization		21,364		23,927
Notes payable, related parties	$	125,637	$	133,073

The Company recorded interest expense in the amount of $599 and $13,106 for the three months ended March 31, 2024 and 2023, respectively, including imputed interest expense in the amount of $300 and $5,942 during such periods related to notes payable, related parties.

Note 8 – Notes Payable

Note payable consist of the following at March 31, 2024 and December 31, 2023, respectively:

	March 31, 2024		December 31, 2023

On various dates, the Company received advances from consultant, Patrick Brodnik, with 0% interest in 2022.	$	3,661		3,661

	$	3,661	$	3,661

The Company recognized interest expense of $0 and $0 related to the note payables for the three months ended March 31, 2024 and 2023, respectively.

Note 9 – Commitments and Contingencies

Operating Leases

We account for our lease under ASC 842. Under this guidance, arrangements meeting the definition of a lease are classified as operating and are recorded on the consolidated balance sheet as both a right of use asset and lease liability, calculated by discounting fixed lease payments over the lease term at the rate implicit in the lease. Lease liabilities are increased by interest and reduced by payments each period, and the right of use asset is amortized over the lease term.

The rate implicit in lease is not readily determinable, and we therefore use incremental borrowing rate to determine the present value of the lease payments. The incremental borrowing rate used to determine the initial value of right-of-use (“ROU”) assets and lease liabilities during the period ended March 31, 2024, was 5.0%.

In May, 2022, we entered into a lease agreement of a hemp drying facility in Huachuca City, Arizona for $1,200 per month. The lease term began May 2, 2022 and ends May 2, 2026. As of March 31, 2024, we had lease liability of $28,435, and ROU assets of $28,435.

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Note 9 – Commitments and Contingencies (continued)

Legal Proceedings

The Company may be subject to legal proceedings and claims arising from contracts or other matters from time to time in the ordinary course of business. Management is not aware of any pending or threatened litigation where the ultimate disposition or resolution could have a material adverse effect on its financial position, results of operations or liquidity.

Note 10 – Stockholders’ Equity

Preferred Stock

On December 5, 2014, the Company amended the Articles of Incorporation, pursuant to which 20,000,000 shares of “blank check” preferred stock with a par value of $0.001 were authorized. No series of preferred stock has been designated to date.

Common Stock

On December 5, 2014, the Company amended the Articles of Incorporation, and increased the authorized shares to 200,000,000 shares of $0.001 par value common stock.

2024 Common Stock Activity

Common Stock Sales (2024)

No stocks were issued during the quarter ended March 31, 2024.

Common Stock Issued for Services (2024)

During the quarter ended March 31, 2024, 150,000 shares of common stocks valued at $22,500 were not issued for the services, and such amount has been included in subscriptions payable.

Common Stock Cancellations

No common stocks were cancelled during the quarter ended March 31, 2024.

2023 Common Stock Activity

Common Stock Sales (2023)

No stocks were issued during the year ended December 31, 2023.

Common Stock Issued for Services (2023)

During the year ended December 31, 202, 600,000 shares of common stocks valued at $90,000 were not issued for the services, and such amount has been included in subscriptions payable.

Common Stock Cancellations

No common stocks were cancelled during the year ended December 31, 2024.

Note 11 – Common Stock Warrants and Options

2024 Common Stock Warrant Activity

Common Stock Warrants Granted (2024)

No common stock warrants were granted during the quarter ended March 31, 2024.

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Warrants Exercised (2024)

No warrants were exercised during the quarter ended March 31, 2024.

2023 Common Stock Warrant Activity

Common Stock Warrants Granted (2023)

No common stock warrants were granted during the year ended December 31, 2023.

Warrants Exercised (2023)

No warrants were exercised during the year ended December 31, 2023.

The stock option will expire on the tenth anniversary of the granted date, which is February 1, 2028. As of March 31, 2024, the stock option will expire in 46 months.

A summary of the Company’s stock option activity and related information is as follows:

	For the year ended December 31, 2023
	Number of		Average
	Shares		Price
Outstanding at the beginning of period	$	6,000,000	$	10.55
Granted				-
Exercised/Expired/Cancelled		-		-
Outstanding at the end of period		6,000,000	$	10.55
Exercisable at the end of period		6,000,000	$	10.55

	For the year quarter ended March 31, 2024
	Number of		Average
	Shares		Price
Outstanding at the beginning of period	$	6,000,000	$	10.55
Granted		-		-
Exercised/Expired/Cancelled		-		-
Outstanding at the end of period		6,000,000	$	10.55
Exercisable at the end of period		6,000,000	$	10.55

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Note 12 – Income Tax

The Company accounts for income taxes under FASB ASC 740-10, which requires use of the liability method. FASB ASC 740-10-25 provided that deferred tax assets and liabilities, are recorded based on the differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes, referred to as temporary differences.

For the three months ended March 31, 2024 and year ended December 31, 2023, the Company incurred a net operating loss and, accordingly, no provision for income taxes has been recorded. In addition, no benefit for income taxes has been recorded due to the uncertainty of the realization of any tax assets. At March 31, 2024 and December 31, 2023, the Company had approximately $170,652 and $30,577 of loss of federal net operating losses, respectively. The net operating loss carry forwards, if not utilized, will begin to expire in 2031.

The components of the Company’s deferred tax assets are as follows:

	March 31, 2024
Deferred tax assets:
Net operating loss carry forward as of 12/31/2023	$	17,900,966
Estimate Tax Loss March 31, 2024		170,652

NOL Carry Forward Cumulative as of 3/31/2024		18,071,618
Statutory Tax Rate		21	%
Deferred Tax Asset		3,795,040
Valuation		(3,795,040	)
Net Deferred Tax Asset		0

Based on the available objective evidence, including the Company’s history of losses, management believes it is more likely than not that the net deferred tax assets will not be fully realizable. Accordingly, the Company provided for a full valuation allowance against its net deferred tax assets at March 31, 2024 and December 31, 2023, respectively.

Note 13 – Subsequent Events

We have evaluated subsequent events through the filing date of this Form 10-Q and determined that no subsequent events have occurred that would require recognition in the consolidated financial statements or disclosures in the notes thereto.

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ITEM 2

Management’s Discussion and Analysis of Financial Condition and Results of Operations Disclaimer Regarding Forward Looking Statements

Our Management’s Discussion and Analysis or Plan of Operations contains not only statements that are historical facts, but also statements that are forward-looking. Forward-looking statements are, by their very nature, uncertain and risky. These risks and uncertainties include international, national and local general economic and market conditions; demographic changes; our ability to sustain, manage, or forecast growth; our ability to successfully make and integrate acquisitions; raw material costs and availability; new product development and introduction; existing government regulations and changes in, or the failure to comply with, government regulations; adverse publicity; competition; the loss of significant customers or suppliers; fluctuations and difficulty in forecasting operating results; changes in business strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; the ability to protect technology; and other risks that might be detailed from time to time in our filings with the Securities and Exchange Commission.

Although the forward-looking statements in this Quarterly Report reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by them. Consequently, and because forward-looking statements are inherently subject to risks and uncertainties, the actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. You are urged to carefully review and consider the various disclosures made by us in this report and in our other reports as we attempt to advise interested parties of the risks and factors that may affect our business, financial condition, and results of operations and prospects.

Overview

Currently, WEED and its subsidiaries are working on or planning for several different business opportunities in the cannabis & hemp field, including, but not limited to: both indoor and outdoor “grows”, cultivations & harvest for research, product development, processing and manufacturing of both Pharma & non-Pharma products, services, therapeutics, and treatments on a global basis for both the Medical Cannabis & Hemp (<.03 thc) global market space. Long terms goals include hopeful cures for many diseases and ailments for both man & animals utilizing the Cannabaceae plant and its derivatives. We will need additional financing to attempt to accomplish these goals.

Second, on November 22, 2021, WEED completed the purchase of the Sugar Hill Golf course property located in the town of Portland, New York. WEED’s acquisition of this ~43 acre property with ~2000 ft. of Lake Erie waterfront also comes with the “unlimited water extractions rights” from Lake Erie related to the property, along with a complete wastewater management plant. WEED’s initial plan is to utilize the property to access the hemp and infused beverage markets as our property in the middle of the largest concord grape producing region of the United States. In the future, WEED may look to use the unique property infrastructure to build a luxury condos & resort development in the most natural settings to be ESG compliant in conjunction to WEEDs forming its Social Equity Advisory Council (SEAC) to create Diversity & Equality in our industry. This project is only in its conceptual stage, no funding or plans have been developed other than the proposed name: The Four Winds Luxury condos & resort to be “Cannabis Friendly” which would be a “FIRST” in the nation. The New York property is now owned by Four Winds of Lake Erie, LLC, a wholly-owned subsidiary of WEED, Inc.

Third, WEED established WEED Australia Ltd. and it’s wholly owned Cannabis Institute of Australia (C.I.A.) in Australia in March of 2017, for the purpose of conducting cannabis and hemp research and potentially developing products and educational services in and for Australians as stated above. C.I.A. is a non-profit entity formed for the purpose of conducting cannabis and hemp research with universities and other non-profits to protect all intellectual rights, properties and usage in our highly regulated industry. The C.I.A. has the potential to develop products in Australia for domestic research and development of products, services and educational purposes to all seven States and territories, including Tasmania, to be marketed globally. WEED Australia is also our gateway to the Oceania & Asia emerging legal cannabis marketplace.

Fourth, on May 2, 2022, we entered into a Share Exchange Agreement (the “Exchange Agreement”) with Hempirical Genetics, LLC, an Arizona limited liability company (“Hempirical”), under which we acquired all of the issued and outstanding membership interests of Hempirical from Jeffery Miller in exchange for $603,284 payable in Two Million (2,000,000) shares of our common stock (the “WEED Shares”), valued at $394,302 based on the value of our common stock, and $250,000 in cash to be paid over four years. With this acquisition, our newly acquired inventory includes over 200 High THC strains plus 15 “PURE” Landrace strains including Panama Red, Acapulco Gold, Red Bud Colombian, Santa Marta Gold, and ThaiSticks. Along with 30+ CBD & CBG strains. WEED believes that multiple combinations of precise cannabinoid strains will achieve the precise medical outcome desired.

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Our first business opportunity was, and continues to be, through our wholly-owned subsidiary, Sangre AT, LLC (“Sangre”), where we are focused on the development and application of cannabis-derived compounds for the treatment of human disease and animal ailments. To that end Sangre, was working on a planned five-year Cannabis Genomic Study to complete a genetic blueprint of the Cannabis plant genus, by creating a global genomic classification of the entire plant. Sangre completed a 1-2 year Pilot Study in 2017 & 2018 at the University of Texas-Galveston thru Industrial Metagenomics at a cost of nearly $1 million USD. Sangre completed the pilot study with 30 cultivars from strains collected worldwide that included 30 strains (twenty-four female and six male). These results are highly proprietary and the basis of future studies to come. We need to raise additional funds to continue the next steps in our Cannabis Genomic Study.

On May 14th, 2018, the 70th Anniversary of the statehood of Israel, WEED formed its wholly owned subsidiary, WEED Israel Cannabis Ltd., with the goal of completing and adding to the noted studies above. As such, WEED Israel worked with the Hebrew University in Jerusalem and with the top scientists globally in the field of Cannabis & hemp. To that effect, WEED Israel looked to conduct clinical trials and product development that would be the quality and acceptability of the FDA in the United States. Due to current laws and conditions in the USA, all research results and product development for both Pharma & Non-Pharma products, cannot be introduced the United States marketplace. Since starting in 2018, the USA has made vast improvements and advancements in the legalization of both Cannabis and hemp. As of the end of 2021 there are 37 States that have approved a State level medical cannabis and hemp programs, along with the District of Colombia. In addition, there are 17 States that have implemented or approved the “Adult Use” i.e. recreational psychoactive aspects of high THC usage of cannabis.

In conjunction with WEED Israel Cannabis Ltd., we made arrangements with Professor Elka Touitou to be available to be the head of WEEDs Israeli Advisory Board to lead and assist us with clinical trials in cannabis & hemp research studies in Israel. Professor Touitou was the Head of the Innovative Dermal, Transdermal and Transmucosal Delivery Lab at the Institute of Drug Research, The School of Pharmacy, HUJ, now retired but still has HUJ clinical trial & independent studies/lab privileges. Professor Touitou is an internationally renowned authority in the field of drug delivery and design of new technologies for efficient administration of drugs and development of new products. Professor Touitou has been involved in Cannabinoid research since 1988 at The Hebrew University of Jerusalem, (HUJ) Jerusalem, Israel. Previously, WEED was in the process of buying Professor Touitou’s various patents to include the bioavailability aspects of the cannabaceae plant. However, after expending over $500,000 USD to acquire the Professor Touitou’s patents, we had to terminate the agreement in 2019 due to the downturn of the Cannabis marketplace, and specifically as to public cannabis companies, which could not be resumed due to the Covid pandemic that was/is still ongoing globally. We have kept in constant contact with Professor Touitou thru our Managing Director of WEED Israel, Mr. Elliot Kwestel. As of 2022, Dr. Touitou still has interest in working with WEED to complete the purchase of her patents and begin clinical trials upon proper funding. WEED looks to achieve that funding thru offerings of our securities.

Corporate Overview

We were originally incorporated under the name Plae, Inc., in the State of Arizona on August 20, 1999. At the time we operated under the name Plae, Inc., no business was conducted. No books or records were maintained and no meetings were held. In essence, nothing was done after incorporation until Glenn E. Martin took possession of Plae, Inc. in January 2005. On February 18, 2005, the corporate name was changed to King Mines, Inc. and then subsequently changed to its current name, United Mines, Inc., on March 30, 2005. No shares were issued until the Company became United Mines, Inc. From 2005 until 2015, we were an exploration stage mineral exploration company that owned a number of unpatented mining claims and Arizona State Land Department claims.

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On November 26, 2014, our Board of Directors approved the redomestication of our company from Arizona to Nevada (the “Articles of Domestication”), and approved Articles of Incorporation in Nevada, which differed from then-Articles of Incorporation in Arizona, primarily by (a) changing our name from United Mines, Inc. to WEED, Inc., (b) authorizing Twenty Million (20,000,000) shares of preferred stock, with blank check rights granted to our Board of Directors, and (c) authorizing Two Hundred Million (200,000,000) shares of common stock (the “Nevada Articles of Incorporation”). On December 19, 2014, the holders of a majority of our outstanding common stock approved the Articles of Domestication and the Nevada Articles of Incorporation at a Special Meeting of Shareholders. On January 16, 2015, the Articles of Domestication and the Nevada Articles of Incorporation went effective with the Secretary of State of the State of Nevada. On February 2, 2015, our name change to WEED, Inc., and a corresponding ticker symbol change to “BUDZ” went effective with FINRA and was reflected on the quotation of our common stock on OTC Markets.

These changes were affected in order to make our corporate name and ticker symbol better align with our short-term and long-term business focus. Our current, short-term goals relate to the Cannabis Genomic Study and the resulting development of a variety of new cannabis strains, and, over the next 5 years, we plan to process those results in order to become an international cannabis research and product development company, with a globally-recognized brand focusing on building and purchasing labs, land and building commercial grade “Cultivation Centers” to consult, assist, manage & lease to universities, state governments, licensed dispensary owners and organic grow operators on a contract basis with a concentration on the legal and medical cannabis sector.

Our long-term plan is to become a true “Seed-to-Sale” global holding company providing infrastructure, financial solutions, product development, and real estate options in this new emerging market. Our long term growth may also come from the acquisition of synergistic businesses, such as distilleries, to make anything from infused beverages to super oxygenated water with CBD and THC. Currently, we have formed WEED Australia Ltd., registered as an unlisted public company in Australia to address this Global demand. We have also formed WEED Israel Cannabis Ltd., an Israeli corporation, to address future global demand. We will look to conduct future research, marketing, import/exporting, and manufacturing of our proprietary products on an international level.

On April 20, 2017, we entered into a Share Exchange Agreement with Sangre AT, LLC, a Wyoming limited liability company, under which we acquired all of the issued and outstanding limited liability company membership units of Sangre in exchange for Five Hundred Thousand (500,000) shares of our common stock, restricted in accordance with Rule 144. As a result of this agreement, Sangre is a wholly-owned subsidiary of WEED, Inc.

This discussion and analysis should be read in conjunction with our financial statements included as part of this Quarterly Report.

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Three Months Ended March 31, 2024 Compared to Three Months Ended March 31, 2023

Results of Operations

	Three Months Ended
	March 31,
	2024			2023
Revenue	$	-		$	-

Cost of goods sold		-			-

Gross Profit		-			-

Operating expenses:

General and administrative		136,565			133,782
Professional fees		25,203			26,096
Depreciation and amortization		8,285			24,030
Total operating expenses		(170,053	)		(183,908	)

Net operating loss		(170,053	)		(183,908	)

Other income (expense)
Interest expense		(599	)		(13,106	)
Total other income (expense)	$	(599	)	$	(13,106	)

Net Income (Loss)	$	(170,652	)	$	(197,014	)

Other Comprehensive Income (Loss)		17			(113	)

Comprehensive Income (Loss)	$	(170,635	)	$	(197,127	)

Operating Loss; Net Income

Our net income increased by $26,492, from $(197,127) to $(170,635), from the three months ended March 31, 2023 compared to the three months ended March 31, 2024. Our net operating loss decreased by $13,855, from $(183,908) to $(170,053) for the same period.

Revenue

We have not had any revenues since our inception. Once we have sufficient funding, we plan to research and possibly enter the hemp and infused beverage industry through our newly acquired property in New York, and conduct Sangre’s Cannabis Genomic Study and process those result. In the long-term we plan to be a company focused on purchasing land and building commercial grade “Cultivation Centers” to consult, assist, manage & lease to licensed dispensary owners and organic grow operators on a contract basis, with a concentration on the legal and medical marijuana (Cannabis) sector. Our long-term plan is to become a True “Seed-to-Sale” company providing infrastructure, financial solutions and real estate options in this new emerging market, worldwide. We plan to make our brand global and therefore we will look for opportunities to conduct future research, marketing, import and exporting, and manufacturing of any proprietary products on an international level.

General and Administrative Expenses

General and administrative expenses increased by $2,783, from $133,782 for the three months ended March 31, 2023 to $136,565 for the three months ended March 31, 2024.

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Professional Fees

Our professional fees decreased by $893 during the three months ended March 31, 2024 compared to the three months ended March 31, 2023. Our professional fees were $25,203 for the three months ended March 31, 2024 and $26,096 for the three months ended March 31, 2023. These fees are largely related to fees paid for legal and accounting services, along with compensation to independent contractors. We expect these fees to vary quarter-to-quarter as our business and stock price fluctuate if we continue to use stock-based compensation. In the event we undertake an unusual transaction, such as an acquisition, securities offering, or file a registration statement, we would expect these fees to substantially increase during that period.

Depreciation and Amortization

During the three months ended March 31, 2024, we had depreciation and amortization expense of $8,285, compared to $24,030 in the three months ended March 31, 2023. Our depreciation and amortization expense primarily relates to our property and trademark acquisitions.

Interest Expense

Interest expense decreased from $(13,106) for the three months ended March 31, 2023, to $(599) for the three months ended March 31, 2024. Our interest expense primarily relates to notes payable from attorneys and related parties.

Liquidity and Capital Resources

Introduction

During the three months ended March 31, 2024, because of our operating losses, we did not generate positive operating cash flows. Our cash on hand as of March 31, 2024, was $102,696 and our monthly cash flow burn rate was approximately $62,000. We currently do not believe we will be able to satisfy our cash needs from our revenues for many years to come.

Our cash, current assets, total assets, current liabilities, and total liabilities as of March 31, 2024 and December 31, 2023, respectively, are as follows:

	March 31, 2024		December 31, 2023		Change

Cash	$	102,696	$	290,409	$	(187,713	)
Total Current Assets		128,570		319,886		(191,316	)
Total Assets		703,807		904,062		(200,255	)
Total Current Liabilities		596,333		648,753		(52,420	)
Total Liabilities		596,333		648,753		(52,420	)

Our total assets decreased by $200,255 as of March 31, 2024, as compared to December 31, 2023. The decrease in our total assets between the two periods was attributed to decreases in our property and equipment, intangible assets, ROU assets.

Our current liabilities and total liabilities decreased by $52,420, as of March 31, 2024, as compared to December 31, 2023. This decrease was primarily due to decreases in accrued officer compensation, notes payable- related parties, lease liability and partially offset by increase in accounts payable, accrued expense and accrued interest.

In order to pay our obligations in full or in part when due, we will be required to raise capital from other sources. There is no assurance, however, that we will be successful in these efforts.

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Cash Requirements

We had cash available of $102,696 and $290,409 as of March 31, 2024 and December 31, 2023, respectively. Based on our lack of revenues, our cash on hand and current monthly burn rate of approximately $62,000, we will need to continue borrowing from our shareholders and other related parties, and/or raise money from the sales of our securities, to fund operations.

Sources and Uses of Cash

Operations

We had net cash used in operating activities of $(177,730) for the three months ended March 31, 2024, as compared to $(177,173) for the three months ended March 31, 2023. For the period in 2024, the net cash used in operating activities consisted primarily of our net income of $177,730, adjusted by depreciation and amortization of $5,721, debt discount amortization of $2,564, estimated fair value of shares issued for services of $22,500, and imputed interest on RP loans of $300, and further adjusted by decreases in assets related to prepaid expenses and deposits of $3,603, and increases in liabilities consisting of accounts payable of $5,233 and accrued expenses of $(46,999). For the period in 2023, the net cash used in operating activities consisted primarily of our net loss of ($197,017), adjusted by depreciation and amortization of $24,030, debt discount amortization of $0, estimated fair value of shares issued for services of $22,500, imputed interest on RP loans of $5,942, and further adjusted by decreases in prepaid expenses and deposits of $2,540 and accounts payable of $(25,900), and decreases in accrued expenses of $(9,271).

Investments

For the three months ended March 31, 2024, we had no cash flows provided from investing activities.

Financing

Our net cash used in financing activities for the three months ended March 31, 2024, was $(10,000), compared to cash used in financing activities of ($32,789) for the three months ended March 31, 2023.

Off Balance Sheet Arrangements

We have no off balance sheet arrangements.

ITEM 3 Quantitative and Qualitative Disclosures About Market Risk

As a smaller reporting company, we are not required to provide the information required by this Item.

ITEM 4 Controls and Procedures

(a)

Evaluation of Disclosure Controls Procedures

Disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. Disclosure and control procedures are also designed to ensure that such information is accumulated and communicated to management, including the chief executive officer and chief financial officer, to allow timely decisions regarding required disclosures.

As of March 31, 2024, we carried out an evaluation, under the supervision and with the participation of management, including our chief executive officer (our Principal Executive Officer) and chief financial officer (our Principal Financial Officer), of the effectiveness of the design and operation of our disclosure controls and procedures. In designing and evaluating the disclosure controls and procedures, management recognizes that there are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their desired control objectives. Additionally, in evaluating and implementing possible controls and procedures, management is required to apply its reasonable judgment. We also do not have an audit committee. Based on the evaluation described above, and as a result, in part, of not having an audit committee and having one individual serve as our chief executive officer and chief financial officer has concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were not effective as of March 31, 2024 to the same extent they were not effective as of December 31, 2023.

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In addition to the deficiencies previously reported, we do not have formal processes related to the identification and approval of related party transactions.

As funds become available to us, we expect to implement additional measures to improve disclosure controls and procedures.

(b)

Changes in Internal Controls over Financial Reporting

There was no change in our internal controls over financial reporting that occurred during the period covered by this report, which has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

(c)

Officer’s Certifications

Appearing as an exhibit to this quarterly report on Form 10-Q are “Certifications” of our Chief Executive and Financial Officer. The Certifications are required pursuant to Sections 302 of the Sarbanes-Oxley Act of 2002 (the “Section 302 Certifications”). This section of the quarterly report on Form 10-Q contains information concerning the Controls Evaluation referred to in the Section 302 Certifications. This information should be read in conjunction with the Section 302 Certifications for a more complete understanding of the topics presented.

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PART II - OTHER INFORMATION

ITEM 1 Legal Proceedings

In the ordinary course of business, we are from time to time involved in various pending or threatened legal actions. The litigation process is inherently uncertain and it is possible that the resolution of such matters might have a material adverse effect upon our financial condition and/or results of operations. However, in the opinion of our management, other than as set forth herein, matters currently pending or threatened against us are not expected to have a material adverse effect on our financial position or results of operations.

ITEM 1A Risk Factors

As a smaller reporting company, we are not required to provide the information required by this Item.

ITEM 2 Unregistered Sales of Equity Securities and Use of Proceeds

During the three months ended March 31, 2024, we issued the following unregistered securities:

Common Stock Sales

We did not sell any shares of our common stock during the three months ended March 31, 2024.

Common Stock Issued

During the quarter ended March 31, 2024, 150,000 shares of common stocks valued at $22,500 were not issued for the services, and such amount has been included in subscriptions payable.

ITEM 3 Defaults Upon Senior Securities

There have been no events which are required to be reported under this Item.

ITEM 4 Mine Safety Disclosures

There have been no events which are required to be reported under this Item.

ITEM 5 Other Information

None.

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ITEM 6 Exhibits

Item No.		Description

3.1 (1)		Articles of Incorporation of WEED, Inc.

3.2 (1)		Bylaws of WEED, Inc.

10.1 (1)		Share Exchange Agreement by and between WEED, Inc. and Sangre AT, LLC dated April 20, 2017

10.2 (1)		Promissory Note dated July 26, 2017 issued to A.R. Miller for acquisition of La Veta, CO Property

10.3 (1)		Deed of Trust dated July 26, 2017 related to acquisition of La Veta, CO Property

10.4 (2)		Form of Securities Purchase Agreement

10.5 (2)		Form of Warrant Agreement

10.6 (2)		Purchase and Sale Agreement by and between WEED, Inc. and Greg DiPaolo’s Pro Am Golf, LLC dated October 24, 2017

10.7 (3)		Amendment No. 1 to Promissory Note by and between WEED, Inc. and A.R. Miller dated January 12, 2018

10.8 (3)		Amended & Restated Employment Agreement with Glenn E. Martin dated February 1, 2018

10.9 (3)		Amended & Restated Employment Agreement with Nicole M. Breen dated February 1, 2018

10.10 (3)		Form of WEED, Inc. Restricted Stock Agreement

10.11 (3)		Form of WEED, Inc. Notice of Grant of Non-Qualified Stock Options

10.12 (3)		Wage Settlement and Release Agreement with Ryan Breen dated February 1, 2018

10.13 (4)		Second Addendum to Purchase and Sale Agreement Greg DiPaolo’s Pro Am Gold, LLC dated February 19, 2018

10.14 (5)		Exclusive License and Assignment Agreement with Yissum Research Development Company of the Hebrew University of Jerusalem, Ltd. dated March 1, 2019

10.15 (5)		Consulting Agreement with Yissum Research Development Company of the Hebrew University of Jerusalem, Ltd. and Prof. Elka Touitou dated March 1, 2019

10.16 (7)		Promissory Note issued by WEED, Inc. to Glenn E. Martin dated November 2, 2021

10.17 (8)		Share Exchange Agreement with Hempirical Genetics, LLC dated May 2, 2022

10.18 (8)		Employment Agreement with Jeffery Miller dated May 2, 2022

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21.1 (6)		Subsidiaries of WEED, Inc.

31.1		Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer (filed herewith).

31.2		Rule 13a-14(a)/15d-14(a) Certification of Chief Accounting Officer (filed herewith).

32.1		Section 1350 Certification of Chief Executive Officer (filed herewith).

32.2		Section 1350 Certification of Chief Accounting Officer (filed herewith).

101.INS **		Inline XBRL Instance Document

101.SCH **		Inline XBRL Taxonomy Extension Schema Document

101.CAL **		Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF **		Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB **		Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE **		Inline XBRL Taxonomy Extension Presentation Linkbase Document

104**		Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

*	Filed herewith.

XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

(1)	Incorporated by reference from our Registration Statement on Form S-1 filed with the Commission on August 11, 2017.

(2)	Incorporated by reference from the Amendment No. 1 to our Registration Statement on Form S-1 filed with the Commission on November 16, 2017.

(3)	Incorporated by reference from the Amendment No. 2 to our Registration Statement on Form S-1 filed with the Commission on February 1, 2018.

(4)	Incorporated by reference from the Amendment No. 3 to our Registration Statement on Form S-1 filed with the Commission on April 30, 2018.

(5)	Incorporated by reference from the Current Report on Form 8-K filed with the Commission on March 7, 2019.

(6)	Incorporated by reference from the Annual Report on Form 10-K filed with the Commission on April 16, 2019.

(7)	Incorporated by reference from the Current Report on Form 8-K filed with the Commission on December 10, 2021.

(8)	Incorporated by reference from the Current Report on Form 8-K filed with the Commission on August 4, 2022.

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SIGNATURES

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

	WEED, Inc.

Dated: May 15, 2024	By:	/s/ Glenn E. Martin
		Glenn E. Martin
	Its:	President, Chief Executive Officer (Principal Executive Officer), Chief Financial Officer (Principal Accounting Officer) (Principal Financial Officer)

WEED, INC. 10-Q