Table of Contents

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~~U.S.~~UNITED ~~SECURITIES AND EXCHANGE COMMISSION~~STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

~~[X]~~ ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF ~~THE SECURITIES EXCHANGE ACT OF 1934.~~

~~For~~THE ~~the~~SECURITIES ~~quarterly~~EXCHANGE ~~period~~ACT ~~ended~~OF ~~September 30, 2016~~1934

OR For the quarterly period ended September 30, 2025

~~[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.~~Or

~~For~~ ~~the~~☐ ~~transition~~TRANSITION ~~period~~REPORT ~~from~~PURSUANT ~~__________~~TO ~~to __________.~~SECTION 13 OR 15(d) OF

~~Commission~~THE ~~file~~SECURITIES ~~number~~EXCHANGE ~~000-53035~~ACT OF 1934

~~SOLAR~~For ~~WIND~~the ~~ENERGY~~transition ~~TOWER~~period ~~INC.~~from ________ to ________

~~(Exact~~ ~~name~~Commission offile ~~Issuer~~number: as000-53035 ~~specified in its charter)~~

Nevada		82-6008752
(State or Other Jurisdiction of		(I.R.S. Employer
Incorporation or Organization)		Identification No.)
1997 Annapolis Exchange Pkwy., Suite 300, Annapolis, MD		21401
(Address of Principal Executive Offices)		(Zip Code)

KiNRG, Inc.

(~~410)~~Exact ~~972~~Name -of ~~4713~~Registrant As Specified In Its Charter)

(Registrant’s Telephone Number, Including Area Code)

Nevada		82-6008752
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification 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 Exchange Act 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 [X] No [ ]

1213 Culbreth Drive Suite 103

Wilmington, North Carolina

28405

(Address of Principal Executive Offices)

(ZIP Code)

~~Indicate~~ by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S910-~~T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] No [ ]~~509-7183

~~Indicate~~(Registrant’s bytelephone ~~check mark whether the registrant is a large accelerated filer~~number, ~~an accelerated filer, a non-accelerated filer, a smaller reporting company, or an~~including ~~emerging~~area ~~growth company. See definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.~~code)

~~Large~~N/A ~~accelerated~~(Former ~~filer~~name, ☐former ~~Accelerated~~address ~~filer~~and ☐former ~~Non-accelerated~~fiscal ~~filer~~year, ☐if ~~Smaller~~changed ~~reporting~~since ~~company~~last ~~☒ Emerging growth company ☐~~report)

IfSecurities ~~an emerging growth company, indicate by check mark if the registrant has elected not~~ to ~~use~~be ~~the extended transition period for complying with any new or revised~~registered ~~financial~~under ~~accounting standards provided pursuant to~~ Section 1312(ab) of the ~~Exchange~~ Act~~. ☐~~:

~~Indicate~~Title byof ~~check~~each ~~mark~~class ~~whether~~Trading ~~the~~Symbol(s) ~~registrant is~~Name ~~a shell company as defined in Rule 12b-2~~ of ~~the~~each ~~Exchange~~exchange ~~Act.~~on ~~Yes~~which ~~[ ]~~registered NoNone ~~[X]~~None None

Indicate by check mark whether the ~~number~~registrant of(1) ~~shares~~has ~~outstanding~~filed ofreports ~~each~~required to be filed by Section 13 or 15(d) of the ~~issuer’s classes~~Securities Exchange Act of ~~common~~1934 ~~equity,~~during asthe ofpreceding 12 months (or for such shorter period that the ~~latest~~registrant ~~practicable~~was ~~date:~~required ~~14,300,175,237~~to ~~shares~~file ofsuch ~~Common~~reports), ~~Stock~~and (~~$0.0001~~2) ~~par~~has ~~value)~~been assubject ofto ~~June 14,~~such ~~2017~~filing requirements for the past 90 days. Yes ☒ No ☐

~~Solar~~ ~~Wind~~Indicate ~~Energy~~by ~~Tower,~~check ~~Inc~~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 ☐

~~FORM~~Indicate ~~10-Q~~by ~~for~~check mark whether the ~~Quarter~~Company ~~Ended~~is a ~~September~~large 30accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. ~~2016~~See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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

	Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)	3
Condensed Consolidated Balance Sheets: September 30, 2016 (unaudited) and December 31, 2015	3
Condensed Consolidated Statements of Operations: For the three and nine months ended September 30, 2016 and 2015 (unaudited)	4
Condensed Consolidated Statement of Stockholders’ Deficit For the nine months ended September 30, 2016 (unaudited)	5
Condensed Consolidated Statements of Cash Flows: For the nine months ended September 30, 2016 and 2015 (unaudited)	6
Notes to Condensed Consolidated Financial Statements: September 30, 2016 (Unaudited)	7
Item 2. Management’s Discussion and Analysis	18
Item 3. Quantitative and Qualitative Disclosures About Material Risk	24
Item 4. Controls and Procedures	24
PART II. OTHER INFORMATION
Item 1. Legal Proceedings	25
Item 1A. Risk Factors	25
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	25
Item 3. Defaults Upon Senior Securities	25
Item 4. Mine Safety Disclosures	25
Item 5. Other Information	25
Item 6. Exhibits	26
Signatures	28

If an emerging growth company, indicate by check mark if the Company 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 checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

~~PART~~ IAs of December 1, 2025, there were 55,675,743 shares of the Company’s common stock, par value $0.0001, ~~FINANCIAL~~issued ~~INFORMATION~~and outstanding.

TABLE OF CONTENTS

			Page
Part I. Financial Information			1
	Item 1.	Financial Statements	1
		Condensed Consolidated Balance Sheets as of September 30, 2025 (unaudited) and December 31, 2024	1
		Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2025 and 2024 (unaudited)	2
		Condensed Consolidated Statements of Stockholders’ Equity for the Three and Nine Months Ended September 30, 2025 and 2024 (unaudited)	3
		Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024 (unaudited)	4
		Unaudited Notes to Condensed Consolidated Financial Statements	5
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
	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	27
	Item 1A	Risk Factors	27
	Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	27
	Item 3	Defaults Upon Senior Securities	28
	Item 4	Mine Safety Disclosures	28
	Item 5	Other Information	28
	Item 6	Exhibits	29
Signatures			30

In this Quarterly Report on Form 10-Q (this “Quarterly Report”), all references to “KiNRG,” “we,” “us,” “our” or the “Company” or similar terms mean KiNRG, Inc., and its directly and indirectly owned subsidiaries on a consolidated basis. The Company’s common stock, par value $0.0001 per share, is referred to as “common stock.”

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements.

~~SOLAR WIND ENERGY TOWER~~KiNRG, ~~INC~~Inc.

CONDENSED CONSOLIDATED BALANCE SHEETS

	September 30,			December 31,
	2016			2015
	(unaudited)
ASSETS
Current assets:
Cash	$	279		$	11,219
Total current assets		279			11,219
Property and equipment, net		649			1,180
Other assets:
Deposits		204,209			204,209
Total assets	$	205,137		$	216,608
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable	$	351,885		$	354,918
Accrued liabilities and expenses		746,930			498,212
Advances from stockholders/officers		178,000			170,000
Settlement payable		20,000			90,000
Notes payable, net of unamortized debt discount of $0 and $407, respectively		348,270			347,863
Convertible notes payable, net of unamortized debt discount of $51,969 and $351,690, respectively		1,013,263			727,696
Convertible notes payable, related party		280,000			280,000
Derivative liabilities		1,254,111			3,492,119
Total current liabilities		4,192,459			5,960,808
Stockholders' deficit:
Preferred stock, par value $0.0001 per share; 10,000,000 shares authorized
Series A Convertible Preferred stock, par value $0.0001 per share, 500,000 shares designated, 393,429 shares issued and outstanding as of September 30, 2016 and December 31, 2015		39			39
Common stock, par value $0.0001 per share; 20,000,000,000 shares authorized; 6,515,096,338 and 3,628,253,758 shares issued and outstanding as of September 30, 2016 and December 31, 2015, respectively		651,510			362,825
Common stock to be issued		420,000			420,000
Additional paid in capital		12,686,499			12,601,800
Accumulated deficit		(17,727,174	)		(19,111,294	)
Stockholders' deficit attributable to Solar Wind Energy Tower, Inc.		(3,969,126	)		(5,726,630	)
Non controlling interest		(18,196	)		(17,570	)
Total stockholders' deficit		(3,987,322	)		(5,744,200	)
Total liabilities and stockholders' deficit	$	205,137		$	216,608

(Unaudited)

	September 30,			December 31,
	2025			2024
	(unaudited)
ASSETS
Current assets:
Cash	$	560,812		$	23,099
Prepaid expenses		12,126			12,126
Current assets - discontinued operations		-			3,909
Total current assets		572,938			39,134

Right of use asset, operating lease		891			8,525
Total assets	$	573,829		$	47,659

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable		21,563			18,780
Accrued liabilities - related parties		25,000			100,000
Accrued payroll		533,959			476,981
Accrued interest		130,883			121,883
Lease liabilities - operating lease		891			8,525
Loans payable - related party		-			250,000
Notes payable		80,000			80,000
Other liabilities		7,511			11,511
Current liabilities - discontinued operations		-			31,265
Total current liabilities		799,807			1,098,945

Total liabilities		799,807			1,098,945

Commitments and Contingencies		-			-

Stockholders' equity (deficit)
Preferred stock, par value $0.0001 per share; 10,000,000 shares authorized, 5,424,700 shares undesignated		-			-
Series A Convertible Preferred stock, par value $0.0001 per share, 500,000 shares designated, 0 shares issued and outstanding at September 30, 2025 and December 31, 2024		-			-
Series AA Convertible Preferred stock, par value $0.0001 per share, 3,000,000 shares designated, 0 shares issued and outstanding at September 30, 2025 and December 31, 2024		-			-
Series AAA Convertible Preferred stock, $0.0001 per share, 70,000 shares designated, 0 shares issued and outstanding at September 30, 2025 and December 31, 2024		-			-
Series AAAA Convertible Preferred stock, $0.0001 per share, 1,005,300 shares designated, 0 shares issued and outstanding at September 30, 2025 and December 31, 2024		-			-
Common stock, par value $0.0001, 250,000,000 shares authorized, 55,675,743 and 51,538,193 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively		5,567			5,154
Common stock to be issued, 0 and 2,657,550 shares at September 30, 2025 and December 31, 2024, respectively		-			265
Additional paid-in capital		26,889,833			25,607,397
Accumulated deficit		(27,121,378	)		(26,312,700	)
Stockholders’ deficit attributable to KiNRG, Inc.		(225,978	)		(699,884	)
Non-controlling interest		-			(351,402	)
Total stockholders' deficit		(225,978	)		(1,051,286	)

Total liabilities and stockholders' deficit	$	573,829		$	47,659

See the accompanying notes to the unaudited condensed consolidated financial statements

~~SOLAR WIND ENERGY TOWER~~KiNRG, ~~INC~~Inc.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(~~unaudited~~Unaudited)

	Three months ended September 30,						Nine months ended September 30,
	Three Months Ended September 30,						Nine Months Ended September 30,
	2016			2015			2016			2015
	2025			2024			2025			2024
OPERATING EXPENSES:
	(unaudited)						(unaudited)
Research and development	$	–		$	31,533		$	–		$	112,446
Operating expenses:
Selling, general and administrative		104,943			213,755			379,581			721,327
Selling, general, and administrative expenses	$	332,425		$	339,424		$	788,350		$	935,575
Depreciation		177			177			531			531
Total operating expenses		332,425			339,424			788,350			935,575
Total operating expenses		105,120			245,465			380,112			834,304
Operating loss		(332,425	)		(339,424	)		(788,350	)		(935,575	)
Loss from operations		(105,120	)		(245,465	)		(380,112	)		(834,304	)
Other expenses:
Other income (expense):
Gain on settlement of accounts payable		-			-			4,000			-
Interest expense		(~~111~~3,~~513~~000	)		(~~470~~8,~~626~~041	)		(~~974~~23,~~370~~548	)		(124,~~701,632~~013	)
Loss on settlement of debt		–			–			(21,938	)		–
Total other expenses		(3,000	)		(8,041	)		(19,548	)		(24,013	)
(Loss) gain on change in fair value of derivative liabilities		(9,073	)		(634,773	)		2,759,914			(24,981	)
Loss before provision for income taxes		(335,425	)		(347,465	)		(807,898	)		(959,588	)
(Loss) income before provision for income taxes		(225,706	)		(1,350,864	)		1,383,494			(2,560,917	)
Provision for income taxes		-			-			-			-
Provision for income taxes (benefit)		–			–			–			–
Net loss from continuing operations		(335,425	)		(347,465	)		(807,898	)		(959,588	)
Net (loss) Income		(225,706	)		(1,350,864	)		1,383,494			(2,560,917	)
Net loss from discontinued operations		-			(25,885	)		(780	)		(68,521	)
Non-controlling interest		182			857			626			1,901
Consolidated net loss	$	(335,425	)	$	(373,350	)	$	(808,678	)	$	(1,028,109	)
NET (LOSS) INCOME ATTRIBUTABLE TO SOLAR WIND ENERGY TOWER, INC.	$	(225,524	)	$	(1,350,007	)	$	1,384,120		$	(2,559,016	)
Less: Net loss attributable to non-controlling interest		-			(4,977	)		-			(13,357	)
Net (loss) income per common share, basic	$	(0.00	)	$	(0.00	)	$	0.00		$	(0.00	)
Net loss attributable to KiNRG	$	(335,425	)	$	(368,373	)	$	(808,678	)	$	(1,014,752	)
Net (loss) income per common share, diluted	$	(0.00	)	$	(0.00	)	$	0.00		$	(0.00	)
Net loss per common share from continuing operations, basic and diluted	$	(0.006	)	$	(0.007	)	$	(0.015	)	$	(0.018	)
Weighted average number of common shares outstanding, basic		6,360,748,512			1,293,495,395			5,680,765,231			945,641,107
Net loss per common share from discontinued operations, basic and diluted	$	-		$	(0.000	)	$	(0.000	)	$	(0.001	)
Weighted average number of common shares outstanding, diluted		6,360,748,512			1,293,495,395			20,944,545,057			945,641,107
Net loss per common share, basic and diluted	$	(0.006	)	$	(0.007	)	$	(0.015	)	$	(0.019	)
Weighted-average number of common shares outstanding, basic and diluted		54,514,710			54,039,330			54,335,816			53,746,874

See the accompanying notes to the unaudited condensed consolidated financial statements

~~SOLAR WIND ENERGY TOWER~~KiNRG, ~~INC~~Inc.

CONDENSED CONSOLIDATED STATEMENTS OF ~~CHANGES IN~~ STOCKHOLDERS~~' DEFICIT~~’ EQUITY

~~NINE MONTHS ENDED SEPTEMBER 30, 2016~~(Unaudited)

													Additional					Non
	Series A Preferred				Series AA Preferred				Series AAA Preferred				Series AAAA Preferred					Common Stock						To Be Issued						Additional Paid-in			Accumulated			Non- controlling
	Series A Preferred stock				Common stock				Common to be Issued				Paid In		Accumulated			controlling
	Shares		Amount		Shares		Amount		Shares		Amount		Shares		Amount			Shares			Amount			Shares			Amount			Capital			Deficit			Interest			Total
	Shares		Amount		Shares		Amount		Shares		Amount		Capital		Deficit			Interest			Total
Balance, June 30, 2024		-	$	-		-	$	-		-	$	-		-	$	-			50,938,193		$	5,094			2,757,550		$	275		$	25,017,750		$	(25,627,137	)	$	(339,693	)	$	(943,711	)
Balance, January 1, 2016		393,429	$	39		3,628,253,758	$	362,825		6,000,000	$	420,000	$	12,601,800	$	(19,111,294	)	$	(17,570	)	$	(5,744,200	)
Vesting of compensatory warrants		-		-		-		-		-		-		-		-			-			-			-			-			34,793			-			-			34,793
Shares issued in settlement of debt		–		–		1,496,316,722		149,632		–		–		48,951		–			–			198,583
Common stock sold for cash		-		-		-				-		-		-		-			500,000			50			(100,000	)		(10	)		399,960			-			-			400,000
Shares issued in payment of settlement due		–		–		700,000,000		70,000		–		–		–		–			–			70,000
Imputed interest on related party loans		-		-		-		-		-		-		-		-			-			-			-			-			5,041			-			-			5,041
Shares issued in settlement of related party salaries		–		–		690,525,858		69,053		–		–		13,810		–			–			82,863
Net loss for the three months ended September 30, 2024		-		-		-		-		-		-		-		-			-			-			-			-			-			(368,373	)		(4,977	)		(373,350	)
Loss on settlement of debt		–		–		–		–		–		–		21,938		–			–			21,938
Balance, September 30, 2024		-	$	-		-	$	-		-	$	-		-	$	-			51,438,193		$	5,144			2,657,550		$	265		$	25,457,544		$	(25,995,510	)	$	(344,670	)	$	(877,227	)
Net income (loss)		–		–		–		–		–		–		–		1,384,120			(626	)		1,383,494
Balance, June 30, 2025		-	$	-		-	$	-		-	$	-		-	$	-			52,368,193		$	5,237			2,657,550		$	265		$	26,205,105		$	(26,785,953	)	$	-		$	(575,346	)
Balance, September 30, 2016 (unaudited)		393,429	$	39		6,515,096,338	$	651,510		6,000,000	$	420,000	$	12,686,499	$	(17,727,174	)	$	(18,196	)	$	(3,987,322	)
Vesting of compensatory warrants		-		-		-		-		-		-		-		-			-			-			-			-			34,793			-			-			34,793
Common stock sold for cash		-		-		-		-		-		-		-		-			500,000			50			-			-			499,950			-			-			500,000
Common stock issued for exercise of warrants		-		-		-		-		-		-		-		-			150,000			15			-			-			149,985			-			-			150,000
Common stock issued from shares to be issued		-		-		-		-		-		-		-		-			2,657,550			265			(2,657,550	)		(265	)		-			-			-			-
Net loss for the three months ended September 30, 2025		-		-		-		-		-		-		-		-			-			-			-			-			-			(335,425	)		-			(335,425	)
Balance, September 30, 2025		-	$	-		-	$	-		-	$	-		-	$	-			55,675,743		$	5,567			-		$	-		$	26,889,833		$	(27,121,378	)	$	-		$	(225,978	)
Balance, December 31, 2023		-	$	-		-	$	-		-	$	-		-	$	-			50,938,193		$	5,094			2,657,550		$	265		$	24,838,202		$	(24,980,758	)	$	(331,313	)	$	(468,510	)
Vesting of compensatory warrants		-		-		-		-		-		-		-		-			-						-			-			104,379			-			-			104,379
Common stock sold for cash		-		-		-		-		-		-		-		-			500,000			50			-			-			499,950			-			-			500,000
Imputed interest on related party loans		-		-		-		-		-		-		-		-			-			-			-			-			15,013			-			-			15,013
Net loss for the nine months ended September 30, 2024		-		-		-		-		-		-		-		-			-			-			-			-			-			(1,014,752	)		(13,357	)		(1,028,109	)
Balance, September 30, 2024		-	$	-		-	$	-		-	$	-		-	$	-			51,438,193		$	5,144			2,657,550		$	265		$	25,457,544		$	(25,995,510	)	$	(344,670	)	$	(877,227	)
Balance, December 31, 2024		-	$	-		-	$	-		-	$	-		-	$	-			51,538,193		$	5,154			2,657,550		$	265		$	25,607,397		$	(26,312,700	)	$	(351,402	)	$	(1,051,286	)
Vesting of compensatory warrants		-		-		-		-		-		-		-		-			-			-			-			-			104,379			-			-			104,379
Common stock sold for cash		-		-		-		-		-		-		-		-			750,000			75			-			-			749,925			-			-			750,000
Common stock issued for exercise of warrants		-		-		-		-		-		-		-		-			150,000			15			-			-			149,985			-			-			150,000
Common stock issued to directors for conversion of fees		-		-		-		-		-		-		-		-			150,000			15			-			-			149,985			-			-			150,000
Common stock issued to officers for conversion of salaries		-		-		-		-		-		-		-		-			180,000			18			-			-			179,982			-			-			180,000
Common stock issued for conversion of note payable		-		-		-		-		-		-		-		-			250,000			25			-			-			249,975			-			-			250,000
Common stock issued from shares to be issued		-		-		-		-		-		-		-		-			2,657,550			265			(2,657,550	)		(265	)		-			-			-			-
Imputed interest on related party loans		-		-		-		-		-		-		-		-			-			-			-			-			14,548			-			-			14,548
Sale of AGP to related party		-		-		-		-		-		-		-		-			-			-			-			-			(316,343	)		-			351,402			35,059
Net loss for the nine months ended September 30, 2025		-		-		-		-		-		-		-		-			-			-			-			-			-			(808,678	)		-			(808,678	)
Balance, September 30, 2025		-	$	-		-	$	-		-	$	-		-	$	-			55,675,743		$	5,567			-		$	-		$	26,889,833		$	(27,121,378	)	$	-		$	(225,978	)

See the accompanying notes to the unaudited condensed consolidated financial statements

~~SOLAR WIND ENERGY TOWER~~KiNRG, ~~INC~~Inc.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(~~unaudited~~Unaudited)

	Nine months ended September 30,
	For the			For the
	2016			2015
	Nine Months Ended			Nine Months Ended
CASH FLOWS FROM OPERATING ACTIVITIES:
	September 30,			September 30,
Net income (loss)	$	1,383,494		$	(2,560,917	)
	2025			2024
Adjustments to reconcile net income (loss) to net cash used in operating activities:
	(unaudited)			(unaudited)
Depreciation		531			531
CASH FLOWS FROM OPERATING ACTIVITIES
Amortization of debt discounts		427,325			1,026,413
Net loss	$	(808,678	)	$	(1,028,109	)
Amortization of financing costs		407			163,290
Adjustments to reconcile net loss to net cash used in operating activities:
Loss on settlement of debt		21,938			–
Stock based compensation		104,379			104,379
Non-cash interest		443,329			435,321
Imputed interest on loans payable		14,548			15,013
Stock based compensation		–			9,433
Changes in current assets and liabilities:
Change in fair value of derivative liabilities		(2,759,914	)		24,981
Right-of-use asset		7,634			7,421
Changes in operating assets and liabilities:
Prepaid assets		-			(18,381	)
Advances from related party		8,000			–
Accounts payable		2,577			(4,201	)
Settlement payable		–			(30,000	)
Accrued liabilities - related party		75,000			75,000
Accounts payable and accrued expenses		362,950			170,684
Accrued interest		9,000			9,000
Net cash used in operating activates		(111,940	)		(760,264	)
Accrued payroll		236,978			71,769
CASH FLOWS FROM INVESTING ACTIVITIES:
Other liabilities		-			-
Payment of option to acquire property		–			(74,950	)
Operating lease liability		(7,634	)		(7,421	)
Net cash used in investing activities		–			(74,950	)
Net cash used in operating activities		(366,196	)		(775,530	)
CASH FLOWS FROM FINANCING ACTIVITIES:
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from issuance of convertible notes payable		101,000			759,000
None.		-			-
Net cash provided by financing activities		101,000			759,000
CASH FLOWS FROM FINANCING ACTIVITIES
Net decrease in cash		(10,940	)		(76,214	)
Proceeds from sale of common stock		750,000			500,000
Cash, beginning of period		11,219			88,764
Proceeds from exercise of warrants		150,000			-
Cash, end of period	$	279		$	12,550
Net cash provided by financing activities		900,000			500,000
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Net increase (decrease) in cash and cash equivalents		533,804			(275,530	)
Interest paid	$	–		$	–
Cash and cash equivalents at beginning of period		27,008			324,456
Income taxes paid	$	–		$	–
Cash and cash equivalents at end of period	$	560,812		$	48,926
Non-cash investing and financing activities:
Cash and cash equivalents at end of period - continuing operations	$	560,812		$	46,156
Common stock issued in settlement of related party accrued salaries	$	82,863		$	20,000
Cash and cash equivalents at end of period - discontinued operations	$	-		$	2,770
Common stock issued in settlement of debt	$	268,583		$	1,894,544
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Series A preferred stock issued in settlement of related party notes payable and accrued interest	$	–		$	393,426
Interest paid	$	-		$	-
Income taxes paid	$	-		$	-
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Sale of AGP to related party	$	351,402		$	-
Common stock issued for conversion of loan payable - related party	$	250,000		$	-
Common stock issued to directors for conversion of fees	$	150,000		$	-
Common stock issued to officers for conversion of salaries	$	180,000		$	-
Common stock issued from shares to be issued	$	265		$	-

See the accompanying notes to the unaudited condensed consolidated financial statements

~~SOLAR WIND ENERGY TOWER~~KiNRG, ~~INC~~Inc.

NOTES TO ~~CONDENSED~~ CONSOLIDATED FINANCIAL STATEMENTS

~~SEPTEMBER~~September 30, ~~2016~~2025 and 2024

~~(unaudited)~~Unaudited

NOTE 1: – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ADescription ~~summary~~ of ~~the significant accounting policies applied in the preparation of the accompanying unaudited condensed consolidated financial statements follows.~~Business

~~Business~~KiNRG is a green energy company. Our core objective and ~~Basis~~focus is to become a leading provider of ~~Presentation~~clean efficient green energy and green hydrogen to the world communities at a reasonable coast without the destructive residual of fossil fuel, while continuing to generate innovative technological solutions for today and tomorrow’s electrical power needs. We have assembled a team of experienced business professionals, engineering and scientific consultants with the proven ability to bring the idea to market. We have filed and been issued patents that we believe will further enhance this potentially revolutionary technology. We have designed, engineered, developed and preparing to construct both large and smaller HydroThermal Reactors that use benevolent, non-toxic natural elements to generate electricity economically by integrating and synthesizing numerous proven as well as emerging technologies. In addition to constructing large and smaller HydroThermal Reactors in the United States and abroad, the Company intends to establish partnerships at home and abroad to propagate these systems and meet increasing global demand for electricity. The Company is developing a smaller “modular” reactor to support AI data centers and other applications where a constant 24/7/365 base load is required.

~~Solar~~Basis ~~Wind Energy Tower, Inc. (the “Company”, “we”, “us”, “our”) (formerly known as Superior Silver Mines, Inc.) was incorporated in the State~~ of Idaho on January 22, 1962 as Superior Mines Company and then changed its name to Superior Silver Mines, Inc. The Company reincorporated as a Nevada corporation on December 27, 2010. The Company has been dormant for a number of years, and has no known mineral reserves.Presentation

OnThe ~~December~~accompanying ~~29,~~unaudited ~~2010,~~consolidated ~~Solar~~financial ~~Wind~~statements ~~Energy~~present ~~Tower, Inc.,~~on a ~~Nevada~~consolidated ~~corporation~~basis (the ~~“Company”~~accounts orof ~~"Solar~~the ~~Wind"),~~Company ~~completed~~and asubsidiaries. ~~reverse~~The ~~merger~~Company ~~(the~~presents ~~“Merger”) with~~noncontrolling ~~Solar~~interest ~~Wind~~within ~~Energy,~~the ~~Inc.,~~equity asection ~~corporation~~of ~~formed~~its ~~under~~consolidated ~~the~~balance ~~laws~~sheets ofand the ~~State~~amount of ~~Delaware~~unaudited onconsolidated ~~July~~net ~~26,~~income ~~2010~~ (~~“Solar Wind - Subsidiary”~~loss)~~. In~~ ~~connection~~that ~~with~~is ~~the~~attributable ~~Merger,~~to the Company ~~issued~~and to the ~~stockholders~~noncontrolling ofinterest ~~Solar Wind - Subsidiary~~ in ~~exchange~~its ~~for~~unaudited ~~their~~consolidated ~~Solar~~statement ~~Wind - Subsidiary Common Stock, the right to receive an aggregate~~ of ~~300,000,000 shares of the Company’s Common Stock~~operations. As aAll ~~result~~significant ofintercompany ~~the~~accounts ~~reverse~~and ~~merger,~~transactions ~~Solar~~have ~~Wind~~been -eliminated ~~Subsidiary~~in ~~is now a wholly-owned subsidiary of the Company~~consolidation.

~~For~~Discontinued accounting purposes, Solar Wind - Subsidiary was the surviving entity. The transaction was accounted for as a recapitalization of Solar Wind - Subsidiary pursuant to which Solar Wind - Subsidiary was treated as the surviving and continuing entity although the Company is the legal acquirer rather than a reverse acquisition. Accordingly, the Company’s historical financial statements are those of Solar Wind - Subsidiary immediately following the consummation of the reverse merger. Also, going forward the business operations of Solar Wind - Subsidiary will become the Company’s principal business operations.Operations

OnPursuant ~~January~~to ~~21, 2011,~~ the ~~Company~~guidance ~~changed~~of ~~its name~~Accounts toStandards ~~Clean~~Codification ~~Wind~~(“ASC”) ~~Energy Tower~~205-20, Presentation ~~Inc.~~of ~~and~~Financial onStatements – Discontinued ~~March 11~~Operations, the ~~2013,~~accounts ~~changed~~of ~~its~~our ~~name~~discontinued toentity ~~Solar~~Arizona ~~Wind~~Green ~~Energy~~Power ~~Tower,~~(“AGP”) ~~Inc.~~have ~~along~~been ~~with~~included ~~its~~in ~~wholly-owned subsidiary,~~“Net aloss ~~corporation~~from ~~formed~~discontinued ~~under~~operations” ~~the~~in ~~laws~~our ofconsolidated ~~the~~statements ~~State~~ of ~~Delaware,~~operations ~~which~~until ~~changed~~such ~~its~~time ~~name~~as ~~from~~the ~~Clean~~entity ~~Wind~~is ~~Energy, Inc~~sold. ~~to Solar Wind Energy~~Additionally, ~~Inc.~~the Inassets ~~addition,~~and ~~effective~~liabilities ~~January~~of ~~24,~~this ~~2011,~~entity ~~the~~have ~~Company’s~~been ~~quotation~~presented ~~symbol~~as ondiscontinued ~~the~~operations ~~Over-the-Counter~~in ~~Bulletin Board~~our ~~was~~consolidated ~~changed~~balance ~~from SSVM~~sheets.OB toThe ~~CWET.OB~~Company ~~and~~completed onthe ~~March~~sale ~~11,~~of ~~2013,~~AGP in ~~conjunction with our name change,~~ the ~~Company’s~~first ~~quotation symbol~~quarter onof ~~the~~2025. ~~Over-the-Counter~~See ~~Bulletin~~Note ~~Board was changed from CWET~~2.~~OB to SWET.OB.~~

Until the consummation of the Merger, the Company’s purpose was to seek, investigate and, if such investigation warranted, acquire an interest in business opportunities presented to it by persons or firms who, or which, desire to seek the perceived advantages of a publicly registered corporation. Because the Company had no operations and only nominal assets until the Merger, it was considered a shell company under rules promulgated by the U.S. Securities and Exchange Commission.Reclassifications

InCertain ~~April~~amounts ~~2014,~~presented ~~the~~in ~~Company organized Arizona Green Power, LLC (“AGP”), an Arizona limited liability company for~~ the ~~purpose~~financial tostatements ~~acquire development property from the City~~ of ~~San Luis, Arizona. In connection with financing of~~ the ~~project,~~prior ~~the~~period ~~Company~~have ~~reduced~~been ~~its~~reclassified ~~ownership interest~~ to ~~98.67% in~~conform ~~connection~~ with the ~~issuance~~current ofperiod apresentation ~~note~~of ~~payable~~discontinued ~~by Arizona Green Power, LLC on April 7, 2014~~operations. OnSee ~~November~~Note ~~17, 2015, in connection with the Company land option agreement modification and equity financing, the Company reduced its ownership to 94~~2.~~67%.~~

~~Interim Financial Statements~~5

The following (a) condensed consolidated balance sheet as of December 31, 2015, which has been derived from audited financial statements, and (b) the unaudited condensed consolidated interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.

SOLAR WIND ENERGY TOWER, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2016

(unaudited)

Operating results for the three and nine months ended September 30, 2016 are not necessarily indicative of results that may be expected for the year ending December 31, 2016. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2015 included in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on March 2, 2017.

Going Concern

The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. However, the Company has reported net losses from operations of $380,112 and $834,304 for the nine month periods ended September 30, 2016 and 2015, respectively, accumulated deficit of $17,727,174 and total current liabilities in excess of current assets of $4,192,180 as of September 30, 2016.

The Company does not have any revenues from operations and will be dependent on funds raise to satisfy its ongoing capital requirements for at least the next 12 months. The Company will require additional financing in order to execute its operating plan and continue as a going concern. The Company cannot predict whether this additional financing will be in the form of equity or debt, or be in another form. The Company may not be able to obtain the necessary additional capital on a timely basis, on acceptable terms, or at all. In any of these events, the Company may be unable to implement its current plans for expansion or respond to competitive pressures, any of these circumstances would have a material adverse effect on its business, prospects, financial condition and results of operations.

The unaudited condensed consolidated financial statements do not include any adjustments relating to the recoverability of assets and classification of assets and liabilities that might be necessary should the Company be unable to continue as a going concern.

Fair Value of Financial Instruments

~~Our~~The ~~short~~Company follows paragraph 825-~~term~~10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments, ~~including cash,~~and ~~other~~has ~~assets~~adopted ~~and~~paragraph ~~accounts~~820-10-35-37 ~~payable~~of ~~and~~the ~~accrued~~FASB ~~expenses~~Accounting ~~consist~~Standards ~~primarily~~Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. ~~without~~Paragraph ~~extended~~820-10-35-37 ~~maturities,~~of the FASB Accounting Standards Codification establishes a framework for measuring fair value in generally accepted accounting principles (GAAP) and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, paragraph 820-10-35-37 of the FASB Accounting Standards Codification establishes a fair value hierarchy which, ~~based~~prioritizes onthe ~~management’s~~inputs ~~estimates,~~to ~~reasonably~~valuation ~~approximate~~techniques ~~their~~used ~~book~~to measure fair value into three (3) broad levels. The fair value ofhierarchy ~~our~~gives ~~notes and~~the ~~advances~~highest ~~payable~~priority isto ~~based~~quoted onprices ~~management~~(unadjusted) ~~estimates~~in active markets for identical assets or liabilities and ~~reasonably~~the ~~approximates~~lowest ~~their~~priority ~~book~~to unobservable inputs. The three (3) levels of fair value ~~based~~hierarchy ondefined ~~their~~by ~~current~~paragraph ~~maturity.~~820-10-35-37 of the FASB Accounting Standards Codification are described below:

Research and development

	Level 1		Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

	Level 2		Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

	Level 3		Pricing inputs that are generally observable inputs and not corroborated by market data.

InFinancial ~~accordance~~assets ~~with~~are ~~ASC~~considered ~~730,~~Level ~~“Research and~~3 ~~Development”,~~when ~~the~~their ~~Company~~fair ~~expenses~~values ~~all~~are ~~research~~determined ~~and~~using ~~development~~pricing ~~costs as incurred. The Company had incurred $-0- for the three and nine months ended September 30~~models, ~~2016~~discounted ~~and~~cash ~~$31,533~~flow ~~and~~methodologies ~~$112,446~~or ~~for~~similar ~~the~~techniques ~~three~~ and ~~nine~~at ~~months~~least ~~ended~~one ~~September~~significant ~~30,~~model ~~2015, respectively,~~assumption inor ~~research~~input ~~and development costs. The Company expects the research and development costs to increase in the future as it continues to invest in the infrastructure that~~ is ~~critical to achieve our business goals and objectives~~unobservable.

~~Net~~The ~~Income~~fair value hierarchy gives the highest priority to quoted prices (~~loss~~unadjusted) ~~per~~in ~~Common~~active ~~Share~~markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument.

~~The~~Our ~~Company~~short-term ~~computes~~financial ~~net~~instruments, ~~income (loss)~~including ~~per~~cash, ~~share~~other ~~under Accounting Standards Codification subtopic 260-10~~assets, ~~Earnings~~and ~~Per~~accounts ~~Share~~payable ~~(“ASC~~and ~~260-10”). Basic~~accrued ~~net~~expenses ~~income~~consist ~~(loss)~~primarily ~~per common share is computed by dividing net income (loss) by the weighted average number~~ of ~~shares of~~instruments ~~common~~without ~~stock.~~extended ~~Diluted~~maturities, ~~net income (loss) per share is computed using~~ the ~~weighted~~fair ~~average~~value ~~number~~ of ~~common~~which, ~~and~~based ~~common stock equivalent shares outstanding during the period. There is no effect~~ on ~~diluted~~management’s ~~loss per share since the common stock equivalents are anti-dilutive for the three months ended September 30~~estimates, ~~2016~~reasonably ~~and~~approximate ~~the~~their ~~three~~book ~~and nine months ended September 30, 2015~~value. ~~Dilutive~~The ~~common~~fair ~~stock~~value ~~equivalents consist~~ of ~~shares~~our ~~issuable upon conversion of convertible~~ notes~~, preferred~~ ~~stock~~ and ~~exercise~~advances ofpayable ~~warrants.~~is ~~Fully~~based ~~diluted~~on ~~shares~~management ~~for~~estimates ~~the three~~ and ~~nine~~reasonably ~~months~~approximates ~~ended~~their ~~September~~book ~~30,~~value ~~2016~~based ~~were 21,624,528,337~~on ~~and~~their ~~20,944,545,057,~~current ~~respectively, and 8,928,327,806 and 8,580,473,518 for the three and nine months ended September 30, 2015, respectively~~maturity. For the nine months ended September 30, 2016, certain common stock equivalents were excluded from the fully diluted weighted average shares outstanding in calculating the fully diluted earnings per share in the statement of operations due to anti-dilutive effects.

8Use of Estimates

~~SOLAR~~The ~~WIND~~preparation ~~ENERGY~~of ~~TOWER~~financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, ~~INC~~disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the recoverability and useful lives of long-lived assets, the fair value of the Company’s stock, stock-based compensation, and the valuation allowance related to deferred tax assets. Actual results may differ from these estimates.

~~NOTES~~Long-Lived ~~TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~Assets

~~SEPTEMBER~~The 30Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with Topic ASC 360, ~~2016~~“Property, Plant and Equipment”. Recoverability is measured by comparison of the carrying amount to the future net cash flows which the assets are expected to generate. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the projected discounted future cash flows arising from the asset using a discount rate determined by management to be commensurate with the risk inherent to our current business model.

~~(unaudited)~~Net Loss per Common Share

The Company computes net loss per share under Accounting Standards Codification subtopic 260-10, Earnings Per Share (“ASC 260-10”). Basic net income (loss) per common share is computed by dividing net loss by the weighted average number of shares of common stock. Diluted net loss per share is computed using the weighted average number of common and common stock equivalent shares outstanding during the period. At September 30, 2025 and 2024 there were a total of 1,240,000 and 1,140,000 shares, respectively, potentially issuable pursuant to the exercise of warrants. There is no effect on diluted loss per share since these common stock equivalents are anti-dilutive.

Revenue Recognition

The Company has generated no revenues to date. It is the Company’s policy that revenue from product sales or services will be recognized in accordance with Financial Accounting Standards Board “FASB” Accounting Standards Codification “ASC” 606. A five-step analysis must be met as outlined in Topic 606: (i) identify the contract with the customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations, and (v) recognize revenue when (or as) performance obligations are satisfied. 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.

Stock Based Compensation

~~The~~We ~~Company~~recognize ~~account~~the ~~for~~compensation ~~its~~costs ~~stock~~of share-based ~~awards in~~compensation ~~accordance~~arrangements ~~with~~based ~~Accounting~~on ~~Standards~~the ~~Codification subtopic 718~~grant-~~10,~~date ~~Compensation (“ASC 718-10”), which requires a~~ fair value ~~measurement~~ and ~~recognition~~recognize ofthe ~~compensation~~costs ~~expense~~in ~~for~~the ~~all~~financial ~~share-based~~statements ~~payment~~over ~~awards~~the ~~made~~period toduring ~~our~~which employees ~~and~~are ~~directors, including~~required ~~restricted~~to ~~stock~~provide ~~awards~~services. WeShare-based ~~estimate~~compensation ~~the~~cost ~~fair~~for ~~value~~stock ofoptions ~~stock~~are ~~using~~estimated at the ~~stock~~grant ~~price~~date based on ~~date~~each ofoption’s ~~the~~fair-value ~~approval~~as ofcalculated by the ~~award. The~~Black-Scholes-Merton ~~fair~~(“BSM”) ~~value~~option-pricing ismodel. ~~then~~Share-based ~~expensed~~compensation ~~over~~arrangements ~~the~~may ~~requisite~~include ~~service~~stock ~~periods~~options, ofrestricted ~~the~~share plans, performance-based awards, ~~which~~share isappreciation ~~generally~~rights ~~the~~and ~~performance~~employee ~~period~~share ~~and the~~purchase ~~related~~plans. ~~amount~~Such ~~recognized~~compensation inamounts, ~~our~~if ~~consolidated~~any, ~~statements~~are amortized over the respective vesting periods of ~~operations~~the option grant.

~~Stock-based~~Income compensation expense in connection with stock grants issued to consultants in exchange for services rendered for the three and nine months ended September 30, 2016 was $-0-. For the three and nine months ended September 30, 2015, stock based compensation was $-0- and $7,144, respectively.Taxes

~~Derivative~~The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of items that have been included or excluded in the financial ~~instruments~~statements or tax returns. Deferred tax assets and liabilities are determined on the basis of the difference between the tax basis of assets and liabilities and their respective financial reporting amounts (“temporary differences”) at enacted tax rates in effect for the years in which the temporary differences are expected to reverse.

~~Accounting~~The ~~Standards~~Company ~~Codification~~adopted ~~subtopic 815-40,~~the ~~Derivatives~~provisions ~~and~~of ~~Hedging,~~Accounting ~~Contracts~~Standards inCodification ~~Entity’s own Equity~~ (“ASC ~~815-40~~”) ~~became~~Topic ~~effective for the Company on October 1~~740-10, ~~2009.~~which ~~The~~prescribes ~~Company’s convertible debt has reset provisions to the exercise price if the Company issues equity or~~ a ~~right~~recognition tothreshold ~~receive~~and ~~equity,~~measurement atprocess afor ~~price~~financial ~~less~~statement ~~than~~recognition ~~the~~and ~~exercise~~measurement ~~prices. In addition, the Company has the possibility~~ of ~~exceeding their~~a ~~common~~tax ~~shares~~position ~~authorized~~taken ~~when~~or ~~considering~~expected ~~the number of possible shares that may be issuable~~ to ~~satisfy settlement provisions of convertible notes after consideration of all existing instruments that could~~ be ~~settled~~taken in ~~shares~~a tax return.

Management has evaluated and concluded that there were no material uncertain tax positions requiring recognition in the Company’s consolidated financial statements as of September 30, 2025 and December 31, 2024. The Company does not expect any significant changes in its unrecognized tax benefits within twelve months of the reporting date.

The Company’s policy is to classify assessments, if any, for tax related interest as interest expense and penalties as general and administrative expenses in the consolidated statements of operations.

Advertising Costs

All costs associated with advertising and promotion are expensed as incurred. Total recognized advertising and promotion expenses were $0 and $0 for the three months ended September 30, 2025 and 2024, respectively, and $500 and $0 for the nine months ended September 30, 2025 and 2024, respectively.

Research and Development

In accordance with ASC 730, “Research and Development”, the Company expenses all research and development costs as incurred. The Company had incurred $0 of research and development costs for the three and nine months ended September 30, 2025 and 2024. The company expects the research and development costs to increase in the future as it continues to invest in the infrastructure that is critical to achieve our business goals and objectives.

Cash and Cash Equivalents

For purposes of the statement of cash flows, cash and cash equivalents includes demand deposits, saving accounts and money market accounts. The Company considers all highly liquid debt instruments with maturities of three months or less when purchased to be cash and cash equivalents. As of September 30, 2025 and December 31, 2024, the Company had cash in excess of the $250,000 FDIC insured limit in the amounts of $273,640 and $0, respectively.

Related Parties

The Company follows the ASC 850-10 Related Party for the identification of related parties and disclosure of related party transactions.

Pursuant to section 850-10-20 the related parties include a) affiliates of the Company; b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of section 825–10–15, to be accounted for by the equity method by the investing entity; c) trusts for the benefit of employees, such as pension and Income-sharing trusts that are managed by or under the trusteeship of management; d) principal owners of the Company; e) management of the Company; f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests.

The consolidated financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a) the nature of the relationship(s) involved; b) a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c) the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d) amount due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.

Commitments and Contingencies

The Company follows the ASC 450-20, Commitments to report accounting for contingencies. Certain conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or un-asserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein.

If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s consolidated financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed.

Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Management does not believe, based upon information available at this time, that these matters will have a material adverse effect on the Company’s financial position, results of operations or cash flows. However, there is no assurance that such matters will not materially and adversely affect the Company’s business, financial position, and results of operations or cash flows.

Recently Issued Accounting Pronouncements

~~There~~In ~~are~~November ~~various~~2023, ~~updates~~the ~~recently~~FASB issued ASU 2023-07, ~~most~~ Segment ofReporting (Topic ~~which~~280): Improvements ~~represented~~to ~~technical~~Reportable ~~corrections~~Segment toDisclosures. ~~the~~The ~~accounting~~amended ~~literature~~guidance orrequires ~~application~~incremental reportable segment disclosures, primarily about significant segment expenses. The amendments also require entities with a single reportable segment to ~~specific~~provide ~~industries~~all disclosures required by these amendments, and ~~are~~all ~~not expected~~existing segment disclosures. The amendments will be applied retrospectively to aall ~~have~~prior aperiods ~~material~~presented ~~impact~~in the financial statements and is effective for fiscal years beginning after December 15, 2023, and interim periods in fiscal years beginning after December 15, 2024, with early adoption permitted. We adopted this guidance on ~~the~~January ~~Company's~~1, 2024 and have included it in our annual disclosures; however, it did not impact our financial ~~position~~condition, results of operations, or cash flows. For additional information, see “Note 13—Segment Information.”

~~NOTE 2 – DEPOSITS~~8

~~Long-term~~Accounting ~~deposits~~Standards ~~are comprised of aggregate of $204~~Issued,~~209~~ ofNot which $200,000 are deposits to acquire approximately 640 acres of land in Yuma County, Arizona at $46,500 per acre. On November 17, 2015, the Company entered into a Fourth Amended Option Agreement (the “Amended Option Agreement”) to the option agreement dated April 11, 2014 with several investors and current land owners. Adopted

~~Pursuant~~In toNovember 2024, the ~~terms~~FASB issued Accounting Standard Update No. 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of ~~the~~Income ~~Amended~~Statement ~~Option Agreement~~Expenses (“ASU 2024-03”). This standard requires additional disclosures over certain expenses, including purchases of inventory, employee compensation, depreciation, intangible asset amortization, and other specific expense categories. This standard also requires disclosure of the ~~land~~total ~~owners~~amount ~~agreed~~of toselling ~~invest~~expenses ~~$600~~and the Company's definition of selling expenses. This update is effective for fiscal years beginning after December 15,~~000~~ 2026, and ~~defer~~interim ~~until~~periods ~~closing~~within anfiscal ~~additional~~years ~~$450~~beginning after December 15,~~000~~ ~~due~~2027. onEarly adoption is permitted. We are evaluating the ~~option~~impact ~~payment~~this ~~in exchange~~update ~~for~~will have on our annual disclosures; however, we do not anticipate a ~~2.67%~~material ~~equity~~impact ~~investment~~to inour ~~AGP~~financial condition, ~~Company’s~~results ~~majority~~of ~~owned~~operations, ~~subsidiary~~or cash flows.

~~Moreover,~~NOTE ~~pursuant~~2: toDISCONTINUED the terms of the option agreement, the investor has also committed an additional $300,000 in exchange for a 1.33% equity investment, $50,000 which has been paid and the additional $250,000 conditioned upon the Company and AGP successfully procuring $5,000,000 or more in additional equity from investors, or such other additional amount as is necessary for the balance of the required pre-development and development costs to be completed.OPERATIONS

~~Further~~From November 17, if2015 through December 31, 2023, through its subsidiary Arizona Green Power (“AGP”), the Company ~~and~~had ~~AGP~~entered ~~close~~into ~~the~~an ~~acquisition of~~agreement (the ~~Property~~“Land ~~prior~~Option toAgreement”), (and a) ~~December~~series 1,of ~~2017~~amendments to said agreement, ~~the~~to ~~delayed~~purchase ~~option~~land ~~payment~~in ~~shall~~Arizona. beThe ~~reduced~~Land byOption ~~$200,000~~Agreement orexpired ~~(b)~~in ~~July~~March 1,2024. ~~2016~~With the expiration of the Land Option Agreement, the ~~delayed~~ ~~option~~Company ~~payment~~made ~~shall~~the bestrategic ~~reduced~~decision byto ~~$450,000~~divest itself from AGP.

~~The~~ ~~land~~On ~~owners~~February ~~have~~17, 2025, the ~~right~~Company tocompleted ~~terminate~~ the ~~Amended~~sale ~~Option~~of ~~Agreement~~its atmajority ~~any~~interest ~~time~~in ~~after~~AGP ~~July~~to 1Ron Pickett, ~~2016~~its ifCEO, for the ~~Company~~amount ~~and~~of $1. This amount was credited against the amount due to Mr. Pickett for business expenses. The were no assets on the books of AGP. ~~have~~The ~~not~~Company ~~completed~~de-recognized the ~~equity~~liabilities ~~raise~~of ~~prior~~AGP ~~to July~~and 1,the ~~2016~~balance of non-controlling interest. The gain on sale of AGP to related party was recognized in additional paid-in capital as follows:

In addition, the Company has an aggregate of $4,209 in long term lease deposits.

Other Liabilities	$	(35,058	)
Non-controlling interest		351,402
Accounts payable		(1	)
APIC	$	(316,343	)

The following information presents the major classes of line item of assets and liabilities included as part of discontinued operations in the consolidated balance sheets:

	September 30,		December 31,
	2025		2024
Current assets - discontinued operations:
Cash	$	-	$	3,909
Total current assets - discontinued operations	$	-	$	3,909

Current liabilities - discontinued operations:
Other liabilities		-		31,265
Total current liabilities - discontinued operations	$	-	$	31,265

~~SOLAR~~The ~~WIND~~following ~~ENERGY~~information ~~TOWER~~presents the major classes of line items constituting the after-tax loss from discontinued operations in the consolidated statements of operations through February 17, ~~INC.~~2025:

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

	Three Months Ended
	September 30,		September 30,
	2025		2024

Selling, general, and administrative expenses		-		25,885

Loss from discontinued operations, net of tax	$	-	$	25,885

SEPTEMBER 30, 2016

	Nine Months Ended
	September 30,		September 30,
	2025		2024

Selling, general, and administrative expenses		780		68,521

Loss from discontinued operations, net of tax	$	780	$	68,521

~~(unaudited)~~The following information presents the significant operating cash flow activities in the consolidated statements of cash flows relating to discontinued operations:

NOTE 3 – ACCRUED LIABILITIES AND EXPENSES

	Nine Months Ended
	September 30,			September 30,
	2025			2024
Operating activities of discontinued operations
Net loss from discontinued operations	$	(780	)	$	(68,521	)

Changes in current assets and liabilities:
Accounts payable		3,791			(17,056	)

~~Accrued~~NOTE ~~liabilities~~3: ~~and~~GOING ~~expenses~~CONCERN ~~as of September 30, 2016 and December 31, 2015 consist of the following:~~

	September 30, 2016		December 31, 2015
Accrued payroll	$	406,824	$	227,015
Accrued stock purchase warrants		29,400		29,400
Accrued interest and other		310,706		241,797
Total	$	746,930	$	498,212

For the three and nine months ended September 30, 2025, the Company had a net loss from continuing operations of $335,425 and $807,898, respectively, and had an accumulated deficit of $27,121,378 at September 30, 2025. For the three and nine months ended September 30, 2024, the Company incurred a net loss from continuing operations of $347,465 and $959,588, respectively; and had an accumulated deficit of $26,312,700 at December 31, 2024. At September 30, 2025 and December 31, 2024, the Company had a working capital deficit of $226,869 and $1,059,811, respectively. The Company has been dependent on raising capital through debt and equity financings to meet its needs for cash used in operating and investing activities. During the nine months ended September 30, 2025 and the year ended December 31, 2024, the Company received proceeds of $750,000 and $600,000, respectively, from the sale of common stock. Until the Company can generate positive cash from operations, it will need to raise additional funding to meet its liquidity needs and to execute its business strategy. As in the past, the Company will seek debt and/or equity financing, which may not be available on reasonable terms, if at all.

~~NOTE~~The 4Company’s –unaudited ~~ADVANCES~~consolidated ~~FROM~~financial ~~SHAREHOLDERS/OFFICERS~~statements for the nine months ended September 30, 2025 and 2024 were prepared under the assumption that it would continue operations as a going concern. However, the factors listed above cause substantial doubt about the Company’s ability to continue as a going concern. Additionally, the report of the Company’s independent registered public accounting firm that accompanies the Company’s consolidated financial statements for the years ended December 31, 2024 and 2023 contains a qualification in which such firm expressed substantial doubt about the Company’s ability to continue as a going concern.

Advances from shareholders are comprised of the fair value of common stock pledged as collateral by shareholder. As disclosed below, the Company issued a secured convertible Promissory Note on February 29, 2012. In connection with the issuance, a shareholder pledged 10,000,000 shares of the Company’s common stock. On March 8, 2012, upon default, the escrow agent transferred the pledged common shares to the note holder. The fair value of the common shares pledged was recorded as a related party obligation as of March 31, 2012 with a corresponding reduction in the carrying value of the Note Payable.

In addition, during the nine months ended September 30, 2016, an officer and major shareholder advanced $8,000 for working capital purposes. The advance is interest free and payable on demand.

NOTE 5 – SETTLEMENT PAYABLE

On July 8, 2014, the Company paid $40,179 against a Typenex note in a scheduled monthly installment followed by a payment on August 11, 2014 of the balance due of $31,078 to pay the note in full. In as such, Typenex disputed the Company’s right to pay in cash, these final two installments were placed in escrow account through the Company’s counsel. In 2016, subsequent to these financial statements, the Company settled all outstanding claims with Typenex for $90,000. During the nine months ended September 30, 2016, the Company issued 700,000,000 shares of its common stock in payment of $70,000 of the outstanding balance. As of September 30, 2016 and December 31, 2015, the remaining outstanding balance was $20,000 and $90,000, respectively.

NOTE 6 – NOTES PAYABLE

Notes payable as of September 30, 2016 and December 31, 2015 consist of the following:

	September 30, 2016		December 31, 2015
Promissory notes issued June 20, 2012	$	268,270	$	268,270
Note payable issued April 7, 2014, net of unamortized debt discount of $-0- and $407, respectively		80,000		79,593
Total		348,270		347,863
Less current portion		348,270		347,863
Long term portion	$	–	$	–

On June 20, 2012, the Company issued three promissory notes payable in the aggregate of $268,270 in settlement of outstanding accounts payable. The notes mature earlier of (1) one year from the date of issuance, (2) completion of any major financing event or events in which the Company receives aggregate proceeds of $2,000,000 or more, or (3) any liquidation or reorganization, merger or recapitalization of the Company, bear an interest rate of 8% per annum due at maturity and are unsecured. The notes are currently in default.

~~SOLAR~~NOTE ~~WIND~~4: ~~ENERGY~~RIGHT-OF-USE ~~TOWER,~~ASSETS ~~INC.~~AND LEASE LIABILITIES – OPERATING LEASES

~~NOTES~~ TOThe ~~CONDENSED~~Company ~~CONSOLIDATED~~has ~~FINANCIAL STATEMENTS~~operating leases for offices. The Company adopted Topic 842, using the modified-retrospective approach as discussed in Note 3, and as a result, recognized a right-of-use asset and a lease liability. The Company uses a 12% rate to determine the present value of the lease payments. The Company’s leases have remaining lease terms of less than 1 year.

~~SEPTEMBER~~ The Company’s lease expense was entirely comprised of operating leases. Lease expense for the three months ended September 30, ~~2016~~2025 and 2024 amounted to $2,700 and $2,625, respectively. Lease expense for the nine months ended September 30, 2025 and 2024 amounted to $5,400 and $5,250, respectively.

~~(unaudited)~~ The Company’s ROU asset amortization for the three months ended September 30, 2025 and 2024 was $2,621 and $2,625, respectively. The Company’s ROU asset amortization for the nine months ended September 30, 2025 and 2024 was $7,634 and $7,421, respectively. The difference between the lease expense and the associated ROU asset amortization consists of interest.

OnRight ~~April 7, 2014, Arizona Green Power, LLC, a majority owned subsidiary~~ of ~~the~~use ~~Company,~~assets ~~issued~~– aoperating ~~note~~leases ~~payable~~are ~~for~~summarized $80,000 with interest at 10% per annum, due at maturity of April 6, 2016. In connection with the issuance of the note, the Company granted i) a 1.33% ownership interest in Arizona Green Power, LLC and ii) a warrant to purchase 1,920,000 shares of the Company’s common stock exercisable at $0.05 per share expiring on March 7, 2016. The warrants were valued using the Black Sholes option pricing method with the following assumptionsbelow: dividend yield $-0-, volatility of 158.38% and risk free rate of 0.41%. The determined fair value of the warrant of $3,070 is amortized as financing costs of the term of the related note (2 years). This note currently is in default.

NOTE 7 – CONVERTIBLE NOTES PAYABLE

	September 30, 2025		December 31, 2024
Office	$	891	$	8,525
Right of use assets, net	$	891	$	8,525

~~Convertible~~Operating ~~notes~~lease ~~payable~~liabilities asare ofsummarized ~~September 30, 2016 and December 31, 2015 consist of the following~~below:

	September 30, 2016			December 31, 2015
	September 30, 2025			December 31, 2024
Convertible promissory notes, due December 31, 2015	$	209,000		$	239,000
Office	$	891		$	8,525
Convertible promissory note, due October 14, 2015, net of unamortized debt discount of $-0-		–			27,164
Lease liability		891			8,525
Convertible promissory note, due January 5, 2016, net of unamortized debt discount of $323		–			23,177
Less: current portion		(891	)		(8,525	)
Convertible promissory note, due March 16, 2016, net of unamortized debt discount of $-0- and $12,066, respectively, in default		75,335			63,269
Lease liability, non-current	$	-		$	-
Convertible promissory note, due December 27, 2015, net of unamortized debt discount of $-0-, in default		41,010			78,210
Convertible promissory note, due May 15, 2016, net of unamortized debt discount of $-0- and $21,267, respectively, in default		57,500			36,233
Convertible promissory note, due May 30, 2016, net of unamortized debt discount of $-0- and $23,630, respectively, in default		57,500			33,870
Convertible promissory note, due March 1, 2016, net of unamortized debt discount of $-0- and $9,401, respectively, in default		43,000			33,599
Convertible promissory note, due July 1, 2016, net of unamortized debt discount of $-0- and $28,750, respectively, in default		57,500			28,750
Convertible promissory note, due July 14, 2016, net of unamortized debt discount of $-0- and $22,438, respectively, in default		42,000			19,562
Convertible promissory note, due July 17, 2016, net of unamortized debt discount of $-0- and $15,768, respectively, in default		29,000			13,232
Convertible promissory note, due July 30, 2016, net of unamortized debt discount of $-0- and $16,508, respectively, in default		28,500			11,992
Convertible promissory note, due February 4, 2016, net of unamortized debt discount of $-0- and $4,562, respectively, in default		29,000			24,438
Convertible promissory note, due May 6, 2016, net of unamortized debt discount of $-0- and $13,406, respectively, in default		13,370			15,094
Convertible promissory note, due March 4, 2016, net of unamortized debt discount of $-0- and $10,198, respectively, in default		29,000			18,802
Convertible promissory note, due June 9, 2016, net of unamortized debt discount of $-0- and $16,703, respectively, in default		28,500			11,797
Convertible promissory note, due March 1, 2016, net of unamortized debt discount of $-0- and $9,148, respectively, in default		20,696			11,548
Convertible promissory note, due October 7, 2016, net of unamortized debt discount of $2,169 and $76,186		97,062			23,045
Convertible promissory note, due May 6, 2016, net of unamortized debt discount of $20,236		–			8,764
Convertible promissory note, due November 9, 2016, net of unamortized debt discount of $3,025 and $23,164, respectively		23,975			3,836
Convertible promissory note, due December 3, 2016, net of unamortized debt discount of $5,372 and $27,936, respectively		24,878			2,314
Convertible promissory note, due January 7, 2017, net of unamortized debt discount of $20,197		53,723			–
Convertible promissory note, due January 11, 2017, net of unamortized debt discount of $21,206		52,714			–
Total		1,013,263			727,696
Less current portion		(1,013,263	)		(727,696
Long term portion	$	–		$	–

Maturity analysis under these lease agreements are as follows:

For the twelve months ended September 30, 2026	$	900
Less: Present value discount		(9	)
Lease liability	$	891

NOTE 5: ACCRUED LIABILITIES - RELATED PARTIES

Accrued liabilities and expenses as of September 30, 2025 and December 31, 2024 consist of the following:

	September 30, 2025		December 31, 2024
Board of Director fees	$	25,000	$	100,000
Total	$	25,000	$	100,000

During the three months ended September 30, 2025 and 2024, the Company accrued fees due to the Board of Directors in the amount of $25,000. During the nine months ended September 30, 2025 and 2024, the Company accrued fees due to the Board of Directors in the amount of $75,000.

On June 30, 2025, the Company issued 150,000 shares of common stock at a price of $1.00 per share to Directors for the conversion of accrued director’s fees in the amount of $150,000. There was no gain or loss recorded on this transaction as the conversion occurred at the market price at the time of the conversion.

~~SOLAR~~NOTE ~~WIND~~6: ~~ENERGY~~ACCRUED ~~TOWER, INC.~~PAYROLL

~~NOTES~~Accrued TOpayroll ~~CONDENSED~~as ~~CONSOLIDATED~~of ~~FINANCIAL STATEMENTS~~September 30, 2025 and December 31, 2024 consists of the following:

SEPTEMBER 30, 2016

	September 30, 2025		December 31, 2024
Accrued payroll	$	509,140	$	463,274
Accrued payroll taxes		24,819		13,707
Total	$	533,959	$	476,981

~~(unaudited)~~ The Company disputes the amount of $67,850, which is included in accrued payroll at September 30, 2025 and December 31, 2024. This amount was recorded during the period ended December 31, 2014 as due to its then CFO. The Company does not believe it has any liability to this individual.

~~2016~~Activity ~~Notes:~~during the nine months ended September 30, 2025

~~JDF~~ ~~Capital~~The Company accrued salaries in the amount of $225,866, ~~Inc~~net of payments of $77,884. The Company accrued payroll taxes in the amount of $11,112 on unpaid wages.

On ~~January~~The 7,Company ~~2016~~issued 180,000 ~~the~~shares ~~Company~~of ~~entered~~common ~~into a~~stock ~~Securities~~at ~~Purchase~~a ~~Agreement~~price ~~with~~of ~~JDF~~$1.00 ~~Capital,~~per ~~Inc~~share ~~("JDF"),~~to Officers for the ~~sale~~conversion of anaccrued 8%salary ~~convertible note~~ in the ~~principal~~ amount of $73180,~~920~~000. ~~(the~~There ~~"Note").~~was ~~The~~no ~~financing~~gain ~~closed~~or loss recorded on ~~January~~this 7,transaction ~~2016.~~as ~~The~~the ~~total~~conversion ~~net~~occurred ~~proceeds~~at the ~~Company~~market ~~received from~~price ~~this~~at ~~Offering~~the ~~were~~time ~~$38,000~~of the conversion. See note 8.

~~The~~Activity ~~Note~~during ~~bears interest at~~ the ~~rate~~nine ofmonths 8%ended ~~per annum.~~September ~~All interest and principal must be repaid on January 7~~30, ~~2017. The Note is convertible into common stock, at JDF’s option, at a 50% discount to lowest bid price of the common stock during the 15 trading day period prior to conversion.~~2024

LG ~~Capital~~The ~~Funding~~Company accrued salaries in the amount of $69,269, ~~LLC~~net of payments of $148,231.

OnNOTE ~~January~~7: ~~11,~~NOTES ~~2016,~~PAYABLE ~~the~~IN Company entered into a Securities Purchase Agreement with LG Capital Funding, LLC ("LG"), for the sale of an 8% convertible note in the principal amount of $73,920 (the "Note"). The financing closed on January 11, 2016. The total net proceeds the Company received from this Offering were $66,000.DEFAULT

~~The~~Notes ~~Note~~payable ~~bears~~as ~~interest at the rate~~ of 8%September ~~per annum.~~30, ~~All~~2025 ~~interest~~ and ~~principal~~December ~~must be repaid on January 11~~31, ~~2017.~~2024 ~~The~~consist ~~Note is convertible into common stock, at LG’s option, at a 50% discount to lowest bid price~~ of the ~~common stock during the 15 trading day period prior to conversion.~~following:

Summary:

		September 30, 2025			December 31, 2024
Note payable issued April 7, 2014	$	80,000		$	80,000
Total		80,000			80,000
Less current portion		(80,000	)		(80,000	)
Long term portion	$	-		$	-

~~The~~ ~~Company~~On ~~has~~April ~~identified~~7, ~~the~~2014, ~~embedded~~Arizona ~~derivatives related~~Green toPower, ~~the~~LLC, ~~above~~a ~~described~~majority ~~Notes.~~owned ~~These~~subsidiary ~~embedded~~of ~~derivatives~~the ~~included~~Company, ~~certain~~issued ~~conversion~~a ~~features~~note ~~and~~payable ~~reset~~for ~~provisions.~~$80,000 ~~The accounting~~with ~~treatment~~interest ofat ~~derivative~~10% ~~financial~~per ~~instruments~~annum ~~requires~~with ~~that~~a ~~the~~15% ~~Company~~default ~~record~~rate ~~fair~~of ~~value~~interest, due at maturity of ~~the~~April ~~derivatives~~6, as2016. ofIn connection with the ~~inception~~ ~~date~~issuance of the ~~Notes~~note, the Company granted i) a 1.33% ownership interest in Arizona Green Power, LLC and ii) a warrant to ~~fair~~purchase ~~value~~4,800 asshares of ~~each~~the ~~subsequent~~Company’s ~~reporting~~common ~~date~~stock exercisable at $2.00 per share. This warrant expired on March 7, 2016.

At During the ~~inception~~three ofmonths ~~the~~ended ~~2016~~September ~~Notes~~30, 2025 and 2024, the Company ~~determined~~ ~~the~~accrued ~~aggregate~~interest ~~fair~~in ~~value~~the amount of $~~553~~3,~~093~~000 ofon ~~embedded~~this ~~derivatives~~note. ~~The~~During ~~fair~~the ~~value~~nine ofmonths ~~the~~ended ~~embedded~~September ~~derivatives~~30, ~~was~~2025 ~~determined using~~and 2024, the ~~Black~~Company ~~Scholes~~accrued ~~Option~~interest ~~Pricing~~in ~~Model~~the ~~based~~amount onof ~~the~~$9,000 ~~following~~on ~~assumptions:~~this ~~(1)~~note. ~~dividend~~As ~~yield~~ of ~~0%;~~September ~~(2)~~30, ~~expected~~2025, ~~volatility~~ the amount of ~~180.14%~~principal toand ~~180.45%,~~accrued ~~(3)~~interest ~~weighted~~due ~~average~~on ~~risk-free~~this ~~interest~~note ~~rate~~is of$80,000 0and $130,883, respectively.63 %As toof ~~0.66%~~December 31, ~~(4)~~2024, ~~expected~~the ~~life~~amount of ~~1.00~~principal ~~year~~and accrued interest due on this note is $80,000 and ~~(5) estimated~~$121,883, ~~fair~~respectively. ~~value~~This ofnote ~~the~~is ~~Company’s~~in ~~common~~default ~~stock~~as of ~~$0.0002~~the ~~per~~filing ~~share~~date.

~~The~~NOTE ~~determined~~8: ~~fair~~LOANS ~~value~~PAYABLE of– ~~the~~RELATED ~~debt derivatives of $553,093 was charged as a debt discount up to the net proceeds of the notes with the remainder of $443,329 charged to current period operations as non-cash interest expense.~~PARTIES

At ~~September~~On 30December 28, ~~2016~~2022, the Company ~~marked to~~received ~~market~~a ~~the~~non-interest ~~fair~~bearing ~~value~~loan ofin the ~~debt~~amount ~~derivatives~~of ~~and~~$250,000 ~~determined~~from a ~~fair~~related ~~value~~party of(“2022 $Loan 1~~,254,111~~”). The Company ~~recorded~~imputed ainterest ~~(loss)~~at ~~gain from~~a ~~change~~rate ~~in fair value~~ of ~~debt~~12% ~~derivatives~~per ofannum. ~~$(9,073)~~During ~~and $2,759,914 for~~ the three ~~and nine~~ months ended September 30, ~~2016. The~~2025 ~~fair~~and ~~value~~2024, of the ~~embedded~~Company ~~derivatives~~charged ~~was~~interest ~~determined~~expense ~~using~~in ~~Black~~the ~~Scholes~~amount ~~Option~~of ~~Pricing~~$0 ~~Model~~and ~~based~~$7,562, onrespectively, ~~the~~to ~~following~~additional ~~assumptions: (1)~~paid-in ~~dividend~~capital ~~yield~~pursuant ofto ~~0%,~~2022 ~~(2)~~Loan ~~expected~~1. ~~volatility~~During ofthe ~~185.36%,~~nine ~~(3)~~months ~~weighted~~ended ~~average~~September ~~risk-free~~30, ~~interest~~2025 ~~rate~~and ~~of 0.29%~~2024, ~~(4)~~the ~~expected life~~Company ofcharged ~~0.25~~interest toexpense ~~0.28~~in ~~years~~the amount of $14,548 and ~~(5)~~$22,520, ~~estimated~~respectively, ~~fair~~to ~~value~~additional ofpaid-in ~~the~~capital ~~Company’s~~pursuant ~~common~~to ~~stock~~2022 ofLoan $01.~~0001~~ ~~per share.~~

~~The~~ ~~charge~~On ofJune ~~the~~30, ~~amortization~~2025, ofthe ~~debt~~Company ~~discounts and~~issued ~~costs~~250,000 ~~for~~shares ~~the~~of ~~three~~common ~~and~~stock ~~nine~~at ~~months~~a ~~ended~~price ~~September~~of ~~30,~~$1.00 ~~2016~~per ~~was~~share ~~$82,261~~for ~~and~~the ~~$427,325,~~conversion ~~respectively,~~of ~~and~~2022 ~~$337,768~~Loan ~~and $~~1~~,026,413 for~~ in the ~~three~~amount ~~and~~of ~~nine~~$250,000. ~~months~~There ~~ended~~was ~~September~~no ~~30,~~gain ~~2015,~~or ~~respectively;~~loss ~~which~~recorded ~~was~~on ~~accounted~~this ~~for~~transaction as ~~interest~~the ~~expense.~~conversion ~~Also,~~occurred at the ~~Company has~~market ~~accrued~~price ~~interest~~at ~~expense~~the oftime ~~$204,652 as~~ of ~~September~~the ~~30, 2016~~conversion.

During the nine months ended September 30, 2016, the Company issued an aggregate of 1,496,316,722 shares of its common stock in settlement of the convertible note payable and related interest. In connection with certain settlements, the Company incurred a $21,938 loss on settlement of debt.

~~SOLAR~~NOTE ~~WIND~~9: ~~ENERGY~~COMMITMENTS ~~TOWER,~~AND ~~INC.~~CONTINGENCIES

~~NOTES~~Lease ~~TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~Obligations

~~SEPTEMBER~~ The Company leases an office at 1213 Culbreth Drive, Suite 103, Wilmington, North Carolina 28405, on an annual lease. Rental expenses charged to operations for the three months ended September 30, ~~2016~~2025 and 2024 were $2,700 and $2,625, respectively. Rental expenses charged to operations for the nine months ended September 30, 2025 and 2024 were $8,100 and $7,875, respectively.

~~(unaudited)~~Employment and Consulting Agreements

~~NOTE~~The ~~8 – CONVERTIBLE~~Company ~~NOTES PAYABLE,~~has ~~RELATED~~employment ~~PARTY~~agreements with certain of its key employees which include non-disclosure and confidentiality provisions for protection of the Company’s proprietary information.

~~During~~The ~~2012,~~Company ~~the~~has ~~Company~~consulting ~~issued~~agreements anwith ~~aggregate~~ outside contractors to provide marketing and financial advisory services. The Agreements are generally for a term of ~~$280,000~~12 ~~convertible~~months ~~promissory~~from ~~notes~~inception and renewable automatically from year to ~~officers~~year ~~and~~unless ~~key~~either ~~employees~~the inCompany ~~settlement~~or ofConsultant ~~accrued~~terminates ~~salaries~~such engagement by written notice.

~~The~~ ~~convertible~~On ~~promissory~~December ~~notes~~29, ~~bear~~2010, ~~interest at~~pursuant to the ~~rate~~Merger, ofSolar 8%Wind ~~per~~Energy, ~~annum~~Inc. ~~All~~became ~~interest~~a ~~and~~wholly-owned ~~principal~~subsidiary ~~were~~of tothe beCompany. ~~repaid~~Solar ~~initially~~Wind onhas ~~December~~employment ~~31,~~agreements ~~2014~~with its executive officers. ~~The~~Each ~~convertible~~of ~~promissory notes~~the ~~are~~employment ~~convertible~~agreements was entered into ~~common~~on ~~stock~~September 22, at2010 ~~the~~and ~~holders’~~amended ~~option~~on atNovember $022, 2010.~~015~~ ~~per~~On ~~common~~March ~~share.~~30, In2023, ~~December~~the ~~2014,~~Board of Directors approved the ~~notes~~contracts ~~were extended~~of toits President and of its Chief Operating Officer through December 31, ~~2015~~2023. ~~with~~Any ~~the~~unpaid ~~interest~~salaries ~~rate~~are ~~increasing~~accrued toand ~~12%~~included ~~per~~in ~~annum~~Accrued Payroll on the balance sheet. See Note 7.

Due to the nature of the notes described in Note 7 above, the Company has identified the embedded derivatives related to the above described Notes. These embedded derivatives included certain conversion features and the uncertainty of sufficient authorized shares to meet possible conversion demands. The accounting treatment of derivative financial instruments requires that the Company record fair value of the derivatives as of the inception date of the notes and to fair value as of each subsequent reporting date.

Name

Position(s)

Term

Salary

Bonus

Severance

Ronald W. Pickett

Chief Executive Officer

3 years; renewable for 1 year on mutual consent

200,000

Board Discretionary

Twelve (12) month salary and benefits for termination without cause.

Stephen Sadle

Chief Operating Officer

3 years; renewable for 1 year on mutual consent

175,000

Board Discretionary

Twelve (12) month salary and benefits for termination without cause.

Robert Crabb

Secretary

1 year

30,000

Board Discretionary

N/A

~~The~~ ~~fair~~Terms ~~value~~to ofmodify the ~~embedded~~one-year ~~derivatives was~~contract ~~determined~~extension ~~using~~by ~~Black~~mutual ~~Scholes~~consent ~~Option~~have ~~Pricing~~been ~~Model~~agreed ~~based~~to onby the ~~following~~Officers ~~assumptions:~~and ~~(1)~~Directors. ~~dividend~~Under ~~yield~~the ofmodification 0%and extension, ~~(2)~~the ~~expected volatility~~contracts ofwill ~~200.41%~~be toextended ~~200.80%,~~for ~~(3)~~an ~~weighted~~additional ~~average~~4 ~~risk-free~~years ~~interest~~with ~~rate~~current ofsalaries 0being unchanged.~~25%~~ Provisions for automatic salary increases based on specific events related to business development successes, ~~(4)~~rights ~~expected~~for ~~life~~the ofofficers ~~2.0~~to ~~years~~convert any accrued salary into Company notes, and ~~(5) estimated~~rights ~~fair~~to ~~value~~receive ofwarrants ~~the~~to purchase Company’s ~~common~~ stock at market plus 20% premium at the time of $0the grant while notes are outstanding will be incorporated in the new contracts.~~0165~~ The parties have mutually agreed to ~~$0.0167~~a ~~per~~stock ~~share~~option plan, the specific terms to be negotiated as part of the final contract.

~~At the inception of the notes, the determined fair value of the debt derivatives of $262,285 was charged as a debt discount up to the net proceeds of the note.~~Litigation

AtFrom ~~September~~time ~~30,~~to ~~2016~~time, ~~the~~we ~~Company~~may ~~marked~~become ~~to market~~involved ~~the~~in ~~fair~~various ~~value~~lawsuits ofand ~~the~~legal ~~debt~~proceedings, ~~derivatives~~which ~~and~~arise, ~~determined~~in athe ~~fair~~ordinary ~~value~~course of ~~$-0-~~business. ~~The~~However, ~~Company~~litigation ~~did~~is ~~not~~subject ~~record~~to ainherent ~~change in fair value of debt derivatives for the nine months ended September 30~~uncertainties, ~~2016.~~and ~~The~~an ~~fair~~adverse ~~value~~result ofin ~~the~~these ~~embedded~~or ~~derivatives~~other ~~was~~matters ~~determined using~~may ~~Black~~arise ~~Scholes~~from ~~Option~~time ~~Pricing~~to ~~Model~~time ~~based~~that onmay ~~the~~harm ~~following~~our ~~assumptions:~~business. ~~(1)~~We ~~dividend~~are ~~yield~~not ofaware ~~0%, (2) expected volatility~~ of ~~185.36%,~~any ~~(3)~~such ~~weighted~~legal ~~average~~proceedings ~~risk-free~~that ~~interest~~we ~~rate~~believe ofwill ~~0.29%~~have, ~~(4)~~individually ~~expected~~or ~~life~~in ofthe ~~0.25 years~~aggregate, ~~and~~a ~~(5)~~material ~~estimated~~adverse ~~fair~~effect ~~value of~~on ~~the~~our ~~Company’s~~business, ~~common~~financial ~~stock~~condition ofor ~~$0.0001~~operating ~~per share~~results.

NOTE 9 – DERIVATIVE LIABILITIES

As described in Notes 7 and 8 above, the Company issued convertible notes that contain conversion features and reset provision. The accounting treatment of derivative financial instruments requires that the Company record fair value of the derivatives as of the inception date and to fair value as of each subsequent reporting date. Refer to Notes 7 and 8 for assumptions used to determine fair values.

NOTE 10 – STOCKHOLDERS’ EQUITY

Preferred stock

The Company has authorized 10,000,000 shares of preferred stock, with a par value of $0.0001 per share. As of September 30, 2016 and December 31, 2015, the Company has 393,429 shares of preferred stock issued and outstanding.

Common stock

The Company has authorized 20,000,000,000 shares of common stock, with a par value of $0.0001 per share as of September 30, 2016 and December 31, 2015. As of September 30, 2016 and December 31, 2015, the Company has 6,515,096,338 and 3,628,253,758, respectively, shares of common stock issued and outstanding.

During the nine months ended September 30, 2016, the Company issued an aggregate of 690,525,858 of its common stock in settlement of $82,863 of accrued officer salaries.

~~SOLAR~~NOTE ~~WIND~~10: ~~ENERGY~~STOCKHOLDERS' ~~TOWER, INC.~~DEFICIT

~~NOTES~~Preferred ~~TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~stock

~~SEPTEMBER~~ The Company has authorized 10,000,000 shares of preferred stock, with a par value of $0.0001 per share. As of September 30, ~~2016~~2025 and December 31, 2024, the Company had 0 shares of preferred stock issued and outstanding.

~~(unaudited)~~Series A Convertible Preferred Stock:

~~During~~ ~~the~~On ~~nine~~June ~~months ended September 30~~2, ~~2016~~2015, the Company ~~issued~~designated an500,000 ~~aggregate~~as ofSeries 1A Convertible Preferred Stock (“Series A preferred”) at $0.0001 par value. Each Series A preferred share i) shall rank senior in regard to dividend rights,~~496,316,722~~ ~~shares~~rights of ~~its~~redemption and liquidation to all classes of common stock inand ~~settlement~~any class or series of capital stock of the Company hereafter creates, ii) receive dividends if and when declared by the Company’s board of directors, iii) each share of Series A preferred convertible ~~note~~into ~~payable~~ 0.386 shares of common and ~~related~~iv) ~~interest~~each share of ~~$167~~Series A preferred stock is entitled to 8,~~395~~000 votes for each share of common stock into which Series A preferred could then be converted.

~~During~~ There were no Series A Convertible Preferred Stock transactions during the nine months ended September 30, ~~2016,~~ ~~the~~2025 ~~Company~~and ~~issued~~2024. ~~700~~At September 30,~~000,000~~ ~~shares~~2025 ofand ~~its~~December ~~common~~31, ~~stock~~2024, inthere ~~payment~~are ofno ~~$70,000~~shares of ~~the~~Series ~~outstanding~~A ~~balance~~Convertible ofPreferred ~~settlement payable~~Stock outstanding.

~~NOTE~~Series ~~11 – WARRANTS~~AA Convertible Preferred Stock:

~~Warrants~~ On December 17, 2020, the Company designated 3,000,000 shares of Series AA Convertible Preferred stock (the “Series AA Preferred”), par value $0.0001, with a stated value of $1.00 per share. Each share of the Series AA Preferred is convertible to common stock at a rate of $0.40 per share, and will have voting rights on an as-converted basis. There are no provisions for coupons or any conversion terms into any form of debt or repayment in cash and therefore these series AA convertible preferred stock is classified as equity accounts.

~~The~~ ~~following~~There ~~table~~were ~~summarizes~~no ~~the~~Series ~~changes in~~AA ~~warrants~~Convertible ~~outstanding~~Preferred ~~and~~Stock ~~related~~transactions ~~prices~~during ~~for~~ the ~~shares~~nine ofmonths ~~the~~ended ~~Company’s~~September ~~common~~30, ~~stock~~2025 atand 2024. At September 30, ~~2016:~~ 2025 and December 31, 2024, there were no shares of Series AA Convertible Preferred Stock outstanding.

Exercise Price		Number Outstanding		Warrants Outstanding Weighted Average Remaining Contractual Life (years)		Weighted Average Exercise price		Number Exercisable		Warrants Exercisable Weighted Average Exercise Price
	0.02000		5,000,000		0.47		0.02000		5,000,000		0.02000
	0.10000		2,187,101		1.65		0.10000		2,187,101		0.10000
			7,187,101		0.83				7,187,101	$	0.04434

Series AAA Convertible Preferred Stock:

~~Transactions~~ ~~involving~~On March 31, 2021, the Company~~’s warrant~~ ~~issuance~~designated 70,000 shares of Series AAA Convertible Preferred Stock (the “Series AAA Preferred”), par value $0.0001, with a stated value of $1.00 per share. Each share of the Series AAA Preferred is convertible into ten shares of common stock and will have voting rights on an as-converted basis. There are ~~summarized~~no provisions for coupons or any conversion terms into any form of debt or repayment in cash and therefore the series AAA convertible preferred stock is classified as ~~follows:~~equity.

	Number of Shares			Weighted Average Price Per Share
Outstanding at December 31, 2015		20,735,009			0.02482
Granted		–			–
Canceled		–			–
Expired		(13,547,908	)		0.016
Outstanding at September 30, 2016		7,187,101		$	0.04434

There were no Series AAA Convertible Preferred Stock transactions during the nine months ended September 30, 2025 and 2024. At September 30, 2025 and December 31, 2024, there were no shares of Series AAA Convertible Preferred Stock outstanding.

~~NOTE~~Series ~~12 – NON~~AAAA ~~CONTROLLING INTEREST~~Convertible Preferred Stock:

In ~~April~~On ~~2014~~September 30, 2021, the Company ~~organized~~designated ~~Arizona Green Power~~500,000 ~~LLC,~~shares anof ~~Arizona~~Series ~~limited~~AAAA ~~liability~~Convertible ~~company~~Preferred ~~for~~Stock (the ~~purpose~~“Series toAAAA ~~acquire~~Preferred”), ~~development~~par ~~property~~value ~~from~~$0.0001, ~~the~~with ~~City~~a stated value of ~~San~~$1.00 ~~Luis, Arizona~~per share. AtOn May 24, 2022, the ~~time~~Company ofdesignated ~~formation~~an additional 500,000 ~~Arizona~~shares ~~Green~~of ~~Power,~~Series ~~LLC~~AAA ~~did~~Preferred. ~~not~~Each ~~have~~share ~~any~~of ~~significant~~the ~~assets~~Series orAAAA ~~liabilities.~~Preferred Inis ~~connection~~convertible ~~with financing~~into two shares of ~~the~~common ~~project~~stock, and will have voting rights on an as-converted basis. On May 24, 2022, the Company ~~reduced~~increased ~~its~~the ~~ownership~~number ~~interest~~of shares designated as Series AAAA Preferred to 981,000,000.~~67%~~ inThereafter, ~~connection~~the ~~with~~Company further increased the ~~issuance~~number of ashares ~~note~~designated ~~payable by~~as ~~Arizona~~Series ~~Green~~AAAA ~~Power,~~Preferred ~~LLC~~bringing onthe ~~April~~total 7to 1,005,300. ~~2014~~There are no provisions for coupons or any conversion terms into any form of debt or repayment in cash and therefore the series AAAA convertible preferred stock is classified as equity.

On November 17, 2015, the Company entered into a Fourth Amended Option Agreement (the “Amended Option Agreement”) to the option agreement dated April 11, 2014 with several investors and current land owners. Pursuant to the terms of the Amended Option Agreement, the land owners agreed to invest $600,000 and defer until closing an additional $450,000 due on the option payment in exchange for a 2.67% equity investment in AGP, Company’s majority owned subsidiary.

Moreover, pursuant to the terms of the option agreement, the investor has also committed an additional $300,000 in exchange for a 1.33% equity investment, $50,000 which has been paid and the additional $250,000 conditioned upon the Company and AGP successfully procuring $5,000,000 or more in additional equity from investors, or such other additional amount as is necessary for the balance of the required pre-development and development costs to be completed.

~~SOLAR~~ ~~WIND~~There ~~ENERGY~~were ~~TOWER~~no Series AAAA Convertible Preferred Stock transactions during the nine months ended September 30, ~~INC~~2025 and 2024. At September 30, 2025 and December 31, 2024, there were no shares of Series AAAA Convertible Preferred Stock outstanding.

~~NOTES~~Common ~~TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~Stock

~~SEPTEMBER~~Common stock transactions during the nine months ended September 30, ~~2016~~2025

~~(unaudited)~~ The Company received $250,000 from the sale of 250,000 shares of common stock and warrants to purchase an additional 250,000 shares of common stock at an exercise price of $1.00 per share.

A ~~reconciliation~~The ofCompany received $500,000 from the ~~non-controlling~~sale ~~income (loss)~~of ~~attributable~~500,000 toshares ~~the~~of ~~Company:~~common stock.

~~Net~~ ~~loss~~The ~~attributable~~Company issued 150,000 shares of common stock at a price of $1.00 per share to ~~non-controlling~~Directors ~~interest~~ for the ~~three~~conversion ~~months~~of ~~ended~~accrued ~~September~~director’s 30fees in the amount of $150,000. ~~2016:~~There was no gain or loss recorded on this transaction as the conversion occurred at the market price at the time of the conversion.

Net loss	$	3,406
Average Non-controlling interest percentage		5.333%
Net loss attributable to the non-controlling interest	$	182

The Company issued 250,000 shares of common stock at a price of $1.00 per share to a related party for the conversion of a note payable in the amount of $250,000. There was no gain or loss recorded on this transaction as the conversion occurred at the market price at the time of the conversion.

~~Net~~ ~~loss~~The ~~attributable~~Company issued 180,000 shares of common stock at a price of $1.00 per share to ~~non-controlling~~Officers ~~interest~~ for the ~~nine~~conversion ~~months~~of ~~ended~~accrued ~~September~~salary 30in the amount of $180,000. ~~2016:~~There was no gain or loss recorded on this transaction as the conversion occurred at the market price at the time of the conversion.

Net loss	$	11,736
Average Non-controlling interest percentage		5.333%
Net loss attributable to the non-controlling interest	$	626

The Company issued 150,000 shares of common stock at a price of $1.00 per share for the exercise of warrants at a price of $1.00 per share. There was no gain or loss recorded on this transaction as the conversion occurred at the market price at the time of the conversion.

~~Net~~ ~~loss~~The ~~attributable~~Company issued 2,657,550 shares of common stock to ~~non-controlling~~a ~~interest for~~board member from common stock to be issued. The par value of these shares in the ~~three~~amount ~~months~~of ~~ended~~$265 ~~September~~was ~~30,~~transferred ~~2015:~~from common stock to be issued to common stock. There was no gain or loss on this transaction as the value of the shares had been recorded when originally charged to common stock to be issued.

Net loss	$	64,278
Average Non-controlling interest percentage		1.33%
Net loss attributable to the non-controlling interest	$	857

Common stock transactions during the nine months ended September 30, 2024

~~Net~~ ~~loss~~The ~~attributable~~Company toreceived ~~non-controlling~~$500,000 ~~interest for~~from the ~~nine~~sale ~~months~~of ~~ended~~500,000 ~~September~~shares ~~30,~~of ~~2015:~~common stock.

Net loss	$	142,591
Average Non-controlling interest percentage		1.33%
Net loss attributable to the non-controlling interest	$	1,901

Common Stock to be Issued

The ~~following~~Company ~~table~~had ~~summarizes~~committed ~~the~~to ~~changes in~~issue ~~non-controlling~~710,220 ~~interest~~shares ~~from~~at ~~December~~a 31price of $0.50 per share for the cashless conversion of 1,775,550 ~~2015~~warrants. There was no gain or loss recorded on this transaction as the conversion occurred pursuant to the terms of the warrants. These shares were issued during the three months ended September 30, ~~2016:~~2025.

Balance, December 31, 2015	$	(17,570	)
Net loss attributable to the non-controlling interest		(626	)
Balance, September 30, 2016	$	(18,196	)

The Company had committed to issue 700,000 shares of common stock at a price of $0.10 per share for the conversion of Series AAA Preferred Stock. There was no gain or loss recorded on this transaction as the conversion occurred pursuant to the terms of the Series AAA Preferred. These shares were issued during the three months ended September 30, 2025.

~~NOTE~~ ~~13 – FAIR~~The ~~VALUE~~Company ~~MEASUREMENTS~~had committed to issue 1,183,700 shares of common stock at a price of $0.50 per share for the conversion of 591,850 shares of Series AAAA Preferred Stock. There was no gain or loss recorded on this transaction as the conversion occurred pursuant to the terms of the Series AAAA Preferred. These shares were issued during the three months ended September 30, 2025.

~~ASC~~ ~~825-10~~The ~~defines~~Company ~~fair~~had ~~value~~committed asto ~~the~~issue ~~price that~~63,630 ~~would~~shares beof ~~received~~common ~~from~~stock ~~selling~~at ~~an asset or paid to transfer~~ a ~~liability~~price inof an$1.00 ~~orderly~~per ~~transaction~~share ~~between~~to ~~market~~a ~~participants at~~related ~~the~~party ~~measurement~~as ~~date~~compensation. ~~When~~There ~~determining~~was ~~the~~no ~~fair~~gain ~~value measurements for assets and liabilities required~~ or ~~permitted~~loss ~~to be~~ recorded at ~~fair~~on ~~value,~~this ~~the~~transaction ~~Company~~as ~~considers~~ the ~~principal~~transaction orwas ~~most~~recorded ~~advantageous~~at ~~market~~the ~~in which it would transact and considers assumptions that~~ market ~~participants~~price ~~would~~of ~~use when pricing~~ the ~~asset~~common ~~or liability, such as inherent risk, transfer restrictions, and risk of nonperformance~~stock. ~~ASC~~These ~~825-10~~shares ~~establishes~~were aissued ~~fair~~during ~~value hierarchy that requires an entity to maximize~~ the ~~use~~three ofmonths ~~observable~~ended ~~inputs and~~September ~~minimize~~30, ~~the use of unobservable inputs when measuring fair value~~2025. ~~ASC 825-10 establishes three levels of inputs that may be used to measure fair value:~~

● Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; ● Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; or ● Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and are unobservable.

~~SOLAR WIND ENERGY TOWER, INC.~~Warrants

~~NOTES~~Warrant TOactivity ~~CONDENSED~~for ~~CONSOLIDATED~~the ~~FINANCIAL STATEMENTS~~nine months ended September 30, 2025

~~SEPTEMBER~~ 30The Company issued 250,000 ~~2016~~warrants to purchase common shares of the Company at $1.00 per share in connection with the sale of $250,000 of common stock. The warrants vested upon issuance and carry an expiration date of December 31, 2025.

~~(unaudited)~~ Investors exercised 150,000 warrants at a price of $1.00 per share for the issuance of 150,000 shares of common stock.

~~Items~~Warrant ~~recorded~~activity orfor ~~measured at fair value on a recurring basis in~~ the ~~accompanying~~nine ~~consolidated~~months ~~financial~~ended ~~statements consisted of the following items as of~~ September 30, ~~2016:~~2024

	Level 1		Level 2		Level 3		Total
Long-term investments	$	–	$	–	$	–	$	–
Total	$	–	$	–	$	–	$	–
Derivative liabilities	$	–	$	–	$	1,254,111	$	1,254,111
Total	$	–	$	–	$	1,254,111	$	1,254,111

None.

The following table ~~below~~summarizes ~~sets~~the ~~forth~~warrants aoutstanding ~~summary~~and ofthe ~~changes in~~related prices for the ~~fair~~warrants ~~value~~to purchase shares of the Company’s ~~Level~~common 3stock ~~financial~~issued ~~liabilities (derivative liability) for~~ by the ~~nine~~Company ~~months~~as ~~ended~~of September 30, ~~2016~~2025:

		Derivative Liabilities
								Weighted				Weighted
Balance, December 31, 2015			3,492,119
						Weighted		average				average
Transfers in (out) at mark-market value on date of payoff or conversion			(31,187	)
						average		exercise				exercise
Transfers in upon initial fair value of derivative liabilities			553,093
Range of				Number of		remaining		price of		Number of		price of
Gain from change in fair value of derivative liabilities			(2,759,914	)
exercise				warrants		contractual		outstanding		warrants		exercisable
Balance, September 30, 2016		$	1,254,111
prices				outstanding		life (years)		warrants		exercisable		warrants
Total gain for the nine months included in earnings relating to the liabilities held at September 30, 2016		$	2,759,914
$	0.40				1,125,000		0.25	$	0.40		750,000	$	0.25
$	1.00				100,000		0.25	$	1.00		1000,000	$	0.25
$	1.05				15,000		1.75	$	1.05		15,000	$	1.05
					1,240,000		0.27	$	0.46		865,000		0.48

~~Level~~Transactions 3involving ~~Liabilities~~warrants are ~~were~~summarized ~~comprised~~as ~~of our bifurcated convertible debt features on our convertible notes.~~follows:

NOTE 14 – SUBSEQUENT EVENTS

	Number of Shares			Weighted Average Exercise Price

Warrants outstanding at December 31, 2024		1,140,000		$	0.41

Issued		250,000			1.00
Exercised		(150,000	)		1.00
Cancelled/Expired		-			-
Warrants outstanding at September 30, 2025		1,240,000		$	0.46

Common stock issuances:

In October 2016, the Company issued 200,000,000 shares of its common stock as payment of $20,000 towards settlement payable and 1,250,000,000 shares of its common stock in payment of $150,000 accrued officer compensation.

In November 2016, the Company issued an aggregate of 1,750,959,177 shares of its common stock in settlement of $315,134 outstanding notes payable and 111,111,111 shares of its common stock in payment of $20,000 accrued compensation.

In December 2016, the Company issued 300,000,000 shares of its common stock in settlement of $170,000 due to shareholders, 1,193,750,000 shares of its common stock in payment of $143,250 accrued officer compensation and 686,877,778 shares of its common stock in settlement of $131,759 outstanding notes payable.

In January 2017, the Company issued 125,000,000 shares of its common stock in payment of $30,000 accrued officer compensation.

In January 2017, the Company, on behalf of Arizona Green Power LLC, authorized a private placement offering consisting of the sale of 5.5% interest in Arizona Green Power LLC for $137,500 including 1,375,000,000 shares of the Company’s common stock. Eleven existing shareholders participated in the private placement. The Company also issued, as part of the private placement, warrants to purchase 825,000,000 shares of the Company’s common stock at $0.0001, the market price at the time of issuance.

In January 2017, the Company’s Chief Executive Officer exchanged a previous salary accrual of $25,000 for a 1% ownership interest in Arizona Green Power LLC. In addition, was elected as the Managing Member of Arizona Green Power LLC.

~~SOLAR~~Incentive ~~WIND~~Stock ~~ENERGY TOWER, INC.~~Plan

~~NOTES~~ TOOn ~~CONDENSED~~February ~~CONSOLIDATED~~18, ~~FINANCIAL STATEMENTS~~2021, the Company’s board of directors approved an incentive stock plan (the “2021 Incentive Stock Plan”) in order to provide additional incentive to employees, directors, and consultants. The 2021 Incentive Stock Plan permits the grant of Incentive Stock Options, Non-statutory Stock Options, Restricted Stock, Restricted Stock Units, Stock Appreciation Rights, Performance Units and Performance Shares. The maximum number of aggregate shares available for issuance under the 2021 Incentive Stock Plan is 4,000,000. At September 30, 2025 and December 31, 2024, 0 shares have been issued pursuant to the 2021 Incentive Stock Plan. However, the Company intends to issue 72,000 options to employees to purchase common stock of the Company at $1.00 per share. The Company intends for the options to vest at a rate of 1/3 at the end of each year for three years and have an expiration date of September 30, 2028, or upon the employee’s termination.

~~SEPTEMBER~~NOTE ~~30,~~11: ~~2016~~NON-CONTROLLING INTEREST

~~(unaudited)~~ On February 17, 2025, the Company completed the sale of its majority interest in AGP to Ron Pickett, its CEO, for the amount of $1. This amount was credited against the amount due to Mr. Pickett for business expenses. The were no assets on the books of AGP. The Company de-recognized the liabilities of AGP and the balance of non-controlling interest. The gain on sale of AGP to related party was recognized to additional paid-in capital as follows:

In March 2017, the Company issued an aggregate of 119,047,500 shares of its common stock in payment of $50,000 accrued officer salaries.

Other Liabilities	$	(35,058	)
Non-controlling interest		351,402
Accounts payable		(1	)
APIC	$	(316,343	)

In ~~April~~At ~~2017~~September 30, ~~the~~2025 ~~Company~~and ~~issued~~December ~~148~~31,~~333~~ 2024,~~333 shares~~ ofthe ~~its~~Company’s ~~common~~ownership ~~stock~~interest in ~~payment~~AGP ofwas ~~accrued~~0% ~~employee~~and ~~compensation~~82.77%, respectively, and minority interest was 0% and 17.23%, respectively.

InA ~~April~~reconciliation ~~2017,~~of the ~~Company~~non-controlling ~~issued~~loss ~~825,000,000 shares~~attributable ofto ~~its common stock in exchange for~~ the ~~exercise of 825,000,000 warrants at an exercise price of $0.0001 per shares, aggregate of $82,500 proceeds~~Company:

There was no non-controlling interest net loss attributable to the Company for the three and nine months ended September 30, 2025.

Net loss attributable to non-controlling interest for the three and nine months ended September 30, 2024 is presented below.

	Three Months Ended September 30, 2024

Net loss generated by AGP	$	28,885
Average non-controlling interest percentage		17.23	%
Net loss attributable to non-controlling interest	$	4,977

	Nine Months Ended September 30, 2024

Net loss generated by AGP	$	77,522
Average non-controlling interest percentage		17.23	%
Net loss attributable to non-controlling interest	$	13,357

NOTE 12: RELATED PARTY TRANSACTIONS

For the nine months ended September 30, 2025

On February 17, 2025, the Company completed the sale of its majority interest in AGP to Ron Pickett, its CEO, for the amount of $1. This amount was credited against the amount due to Mr. Pickett for business expenses. The were no assets on the books of AGP. The Company de-recognized the liabilities of AGP and the balance of non-controlling interest. The gain on sale of AGP to related party was recognized to additional paid-in capital.

The Company accrued salaries due to officers in the amount of $225,866, net of payments of $77,884. The Company accrued payroll taxes in the amount of $11,112 on unpaid wages. At September 30, 2025 and December 31, 2024, the amount of $509,140 and $463,274, respectively, of accrued salaries due to officers is included in the Company’s balance sheet as Accrued Payroll. See note 7.

On June 30, 2025, the Company issued 180,000 shares of common stock at a price of $1.00 per share to Officers for the conversion of accrued salary in the amount of $180,000. There was no gain or loss recorded on this transaction as the conversion occurred at the market price at the time of the conversion.

The Company accrued fees due to the Board of Directors in the amount of $75,000.

The Company issued 2,657,550 shares of common stock to a board member from common stock to be issued. The par value of these shares in the amount of $265 was transferred from common stock to be issued to common stock. There was no gain or loss on this transaction as the value of the shares had been recorded when originally charged to common stock to be issued.

For the nine months ended September 30, 2024

The Company accrued salaries in the amount of $73,058, net of payments of $253,192.

The Company accrued fees due to the Board of Directors in the amount of $75,000.

Common stock to be issued

The Company had committed to issue 710,220 shares at a price of $0.50 per share for the cashless conversion of 1,775,550 warrants. There was no gain or loss recorded on this transaction as the conversion occurred pursuant to the terms of the warrants.

The Company had committed to issue 1,183,700 shares of common stock at a price of $0.50 per share for the conversion of 591,850 shares of Series AAAA Preferred Stock. There was no gain or loss recorded on this transaction as the conversion occurred pursuant to the terms of the Series AAAA Preferred.

The Company had committed to issue 63,630 shares of common stock at a price of $1.00 per share to a related party as compensation. There was no gain or loss recorded on this transaction as the transaction was recorded at the market price of the common stock.

NOTE 13: SEGMENT INFORMATION

The Company operates in one reportable segment: the generation of green energy. The Company intends to leverage intellectual property and engage innovative clean energy technology to provide a reliable source of green electricity. The Company has not generated any revenues from operations. The accounting policies of the segment are the same as those described in the summary of significant accounting policies. The chief operating decision maker (“CODM”) includes the chief executive officer and chief operating officer. The CODM decides how to allocate resources based on the components of net loss from continuing operations and significant expenses. The CODM evaluates expenses to ensure resources are appropriately allocated to foster progress. The segment net loss from continuing operations and significant segment expenses are presented in the table below. Segment assets are reported on the balance sheet as total assets, including assets of discontinued operations.

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2025			2024			2025			2024
Operating Expenses:
Advertising and promotion	$	-		$	-		$	500		$	-
Bank service charges		340			579			600			1,029
Office supplies		4,620			1,181			12,746			4,906
Payroll and related costs		109,957			117,697			320,878			346,338
Director compensation		25,000			25,000			75,000			75,000
Rent expense		2,550			750			9,450			2,250
Insurance		12,964			4,590			35,027			16,343
Filing fees		4,870			-			4,870			-
Travel expense		11,285			1,308			21,129			2,521
Professional fees		114,805			72,526			190,024			166,438
Consulting expense		11,241			81,000			13,300			216,000
Taxes and licenses		-			-			447			370
Stock based compensation		34,793			34,793			104,379			104,380
	$	332,425		$	339,424		$	788,350		$	935,575
Other (income) expenses:
(Gain) on settlement of accounts payable		-			-			(4,000	)		-
Interest Expense		3,000			8,041			23,548			24,013
		3,000			8,041			19,548			24,013

Segment loss	$	(335,425	)	$	(347,465	)	$	(807,898	)	$	(959,588	)

Adjustments and reconciling items		-			-			-			-
Net loss from continuing operations	$	(335,425	)	$	(347,465	)	$	(807,898	)	$	(959,588	)

	September 30, 2025		December 31, 2024
Other segment disclosures:
Segment assets	$	573,829	$	47,659

NOTE 14: SUBSEQUENT EVENTS

Note Payable Notice of Default

On October 24, 2025, the Company received a Notice of Default and Demand for immediate payment for the note payable issued by Arizona Green Power, LLC (formerly a majority owned subsidiary of the Company) and guaranteed by the Company in the amount of $80,000. Interest has been accrued at the default rate of 15% per annum. As of September 30, 2025, the total amount of principal and accrued interest due under this note is $210,883. The Company intends to defend against this demand on the basis of statute of limitations.

Non-Binding Letter of Intent

On November 11, 2025, the Company entered into a non-binding letter of intent (the “LOI”) subject to a definitive agreement with Mil L. Wallen, CEO and owner of 100% of the shares of Trinity Group Construction, Inc. (“Trinity”). Mr. Wallen is President of KiNRG and a related party. Pursuant to the LOI, KiNRG would acquire 100% of the stock of Trinity. The parties intend to combine Trinity’s expertise in constructing data centers with KiNRG’s HydroThermal Reactor power generation technology to market a data center solution. Specific terms of the LOI have not been finalized.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis ofsummarizes the ~~Company’s~~ significant factors affecting our operating results, financial condition, liquidity and ~~results~~cash flows as of ~~operations~~and for the periods presented below. The following discussion and analysis should be read in conjunction with ~~the~~our ~~accompanying~~ financial statements ~~and~~ and related notes ~~thereto~~included ~~for~~elsewhere ~~the~~in ~~quarter~~this ~~ended~~prospectus. ~~September~~This ~~30,~~discussion ~~2016,~~contains asforward-looking ~~well~~statements asthat ~~the~~are ~~Company’s~~based ~~consolidated~~on ~~financial~~beliefs ~~statements~~of ~~and~~our ~~related~~management, ~~notes~~as ~~thereto~~well ~~and~~as ~~management’s~~assumptions ~~discussion~~made by, and ~~analysis~~information ofcurrently ~~financial~~available ~~condition~~to, ~~and~~our management. Actual results ofmay ~~operations~~differ materially from those discussed in ~~the Company’s~~or ~~Form~~implied 10by forward-Klooking ~~for~~statements ~~the~~as ~~year~~a ~~ended~~result ~~December~~of 31various factors, ~~2015~~including ~~filed~~those ondiscussed ~~March~~below 2and elsewhere in this prospectus, ~~2017~~particularly in the section entitled “Risk Factors.” See “Cautionary Note Regarding Forward-Looking Statements.”

~~Corporate~~The ~~History~~discussion and analysis of our financial condition and results of operations are based on our financial statements, which we have prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires us 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, as well as the reported revenues and expenses during the reporting periods. On an ongoing basis, we evaluate estimates and judgments, including those described in greater detail below. We base our estimates on historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

On December 29, 2010, the Company completed a reverse merger (the “Merger”) with Solar Wind Energy, Inc., a corporation formed under the laws of the State of Delaware on July 26, 2010 (“Solar Wind - Subsidiary”). In connection with the Merger, the Company issued to the stockholders of Solar Wind - Subsidiary in exchange for their Solar Wind - Subsidiary Common Stock, the right to receive an aggregate of 300,000,000 shares of the Company’s Common Stock. As a result of the reverse merger, Solar Wind - Subsidiary is now a wholly-owned subsidiary of the Company.

For accounting purposes, Solar Wind - Subsidiary was the surviving entity. The transaction was accounted for as a recapitalization of Solar Wind - Subsidiary pursuant to which Solar Wind - Subsidiary was treated as the surviving and continuing entity although the Company is the legal acquirer rather than a reverse acquisition. Accordingly, the Company’s historical financial statements are those of Solar Wind - Subsidiary immediately following the consummation of the reverse merger. Also, going forward the business operations of Solar Wind - Subsidiary will become the Company’s principal business operations.

The Company was incorporated under the laws of the State of Idaho on January 22, 1962, as Superior Mines Company. In 1964, the Company’s name was changed to Superior Silver Mines, Inc. On December 27, 2010, the Company reincorporated as a Nevada corporation. Prior to the Merger, the Company had been dormant for a number of years and had no known mineral reserves. On January 21, 2011, the Company changed its name from Superior Silver Mines, Inc. to Clean Wind Energy Tower, Inc. and on March 11, 2013, changed its name to Solar Wind Energy Tower Inc. along with its wholly-owned subsidiary, a corporation formed under the laws of the State of Delaware, which changed its name from Clean Wind Energy, Inc. to Solar Wind Energy, Inc. In addition, effective January 24, 2011, the Company’s quotation symbol on the Over-the-Counter Bulletin Board was changed from SSVM.OB to CWET.OB and on March 11, 2013, in conjunction with our name change, the Company’s quotation symbol on the Over-the-Counter Bulletin Board was changed from CWET.OB to SWET.OB.

Overview

Our core objective and focus is to become a leading provider of clean efficient green energy and green hydrogen to the world communities at a reasonable cost without the destructive residuals of fossil fuel, while continuing to generate innovative technological solutions for today and tomorrow’s electrical power needs.

We have assembled a team of experienced business professionals, engineering and scientific consultants with the proven ability to bring the idea to market. We have filed and been issued patents.

We have designed, engineered, developed and are preparing to construct both large and smaller HydroThermal Reactors (HTR) that use benevolent, non-toxic natural elements to generate electricity economically by integrating and synthesizing numerous proven as well as emerging technologies. In addition to constructing large and smaller HTRs in the United States and abroad, the Company intends to establish partnerships at home and abroad to propagate these systems and meet increasing global demand for electricity. The Company is developing a smaller “modular” reactor to support AI data centers and other applications where a constant 24/7/365 base load is required. The Company has been focused on retooling the large HTRs and is concentrating on the smaller HTRs which will produce far less total annual megawatt hours but is designed to meet the needs of emerging AI data center energy requirements, which require a base load of energy 24/7/365. The large HTRs is better suited to support the green hydrogen market. The smaller modular HTR will require less than half of the concrete needed for the large HTR, a quarter of the generating capacity, and can be constructed in approximately half the time.

The large HTR is estimated to cost $2.2 billion and requires 36 months to construct. The large HTR is designed to generate the maximum amount of energy over the year by utilizing the hottest and driest hours during the year which require the taller distance for the reactor to accommodate the evaporative process. Combining the large HTR with a Green Hydrogen production facility (which costs approximately $1.4 billion and would be developed by others), seeks to produce Green Hydrogen at a competitive cost.

The smaller HTR is estimated to cost less than $1 billion. Unlike the taller HTR, it is designed to maximize production during the coolest hours of the year and support a base load required by data centers. The reactor’s height is shortened to accommodate the shorter distance to support the evaporating process for cooler and more damp conditions. By comparison, the smaller HTR can be constructed in 12 to 15 months, uses less water and can be adapted to more climates. When connected to a data center (by others) the smaller HTR is projected to produce 150 MW’s to 200 MW’s of reliable power, 24/7/365, and by-pass the need for the data center to require power from the grid. After completion of construction, the reactors will be immediately operational. Each of the individual operating systems is tested and operational as part of the construction completion process. Those systems include the water injection system, turbine and hydraulic pressure system, generator production system, water collection and pumping system. The reactor is simply activated by the water injection system, and the entire reactor is immediately operational. However, the timeline to full operational status could be affected by factors such as final local inspections, interconnection testing with any co-located facilities (e.g., data centers or hydrogen production plants), or unforeseen commissioning delays, which we estimate could add several months in some cases, though we anticipate minimal delays given the integrated testing during construction.

The Company intends to pursue project financing to fund the construction of both its small- and large-scale downdraft renewable energy towers (collectively, the “HTRs”). Obtaining such project financing is expected to be contingent upon the Company entering into long-term power purchase agreements (also known as off-take agreements) with customers for each project. These agreements would guarantee the purchase and price of the energy produced, thereby providing a basis for ensuring that any debt associated with the project financing can be repaid. This method of financing is commonly used for renewable energy projects in the United States. If the Company is required to raise equity capital in connection with project financing, it intends to pursue equity investors for individual HTR projects and may seek assignments of proceeds from available investment tax credits or production tax credits. There can be no assurance that project financing will be available on acceptable terms or at all, or that any required equity capital or tax credits will be obtainable, which could materially impact the Company’s ability to develop and construct its HTRs.

Permitting for large and smaller HTR’s varies from state to state and country to country. In the United States, because the HTR has no carbon or toxic emission, there are no time-consuming Federal air permits required under laws such as the Clean Air Act. Other federal approvals, such as those related to water resources on federal lands (e.g., under the Bureau of Land Management if applicable) or environmental reviews under the National Environmental Policy Act (NEPA) or Endangered Species Act, are not anticipated based on our current design, but could arise depending on site-specific factors like proximity to protected habitats or federal waterways. Projects are completely “Behind the Meter” where no rights of way beyond the project site are required and they can be permitted by local jurisdictions. Local permits will vary depending on local procedures, rules and regulations. States will not require emission permits because the reactors have zero carbon emissions. The reactors will require standard construction permits conforming to local codes and water permits which will also vary from state to state as well as local jurisdictions. For construction permits, the typical process involves submitting site plans and engineering designs to local building departments for review, potential public comment periods, and inspections during construction, with timelines generally ranging from 3-12 months depending on jurisdiction complexity. Water permits, which may involve demonstrating sustainable sourcing and usage, are typically handled by state agencies (e.g., the California State Water Resources Control Board if sited in California) and could take 3-18 months, including assessments of water rights, availability, and environmental impact. In California, where we are investigating feasibility, additional state-level reviews under the California Environmental Quality Act (CEQA) may apply, potentially extending timelines if environmental impact reports are required. No site has currently been selected to evaluate the specific permitting requirements for any site, and as a result, no federal, state, or local approvals are currently in process or have been sought. No site has currently been selected to evaluate the specific permitting requirements for any site.

Each HTR project will seek “off take” agreements for its energy which it will need to obtain financing for each project. We anticipate that each project may involve different participants and dictate various structures for which the financing may not be available.

Plan of Operation

Our Company’s core objective and focus is to become a leading provider of clean efficient green energy to the world communities at a reasonable cost without the destructive residuals of fossil fuel, while continuing to generate innovative technological solutions for today and tomorrow’s electrical power needs.

~~Solar~~As ~~Wind~~a ~~has~~development ~~assembled~~stage acompany, ~~team~~KiNRG ofhas ~~experienced~~yet ~~business~~to ~~professionals~~earn revenues from its operations. KiNRG is developing plans to design and construct large HydroThermal Reactors (HTR) that use benevolent, non-toxic ~~engineering~~natural elements to generate electricity and ~~scientific~~clean ~~consultants~~water ~~with~~economically ~~the~~by integrating and synthesizing numerous proven ~~ability~~as well as emerging technologies. In addition to ~~bring~~constructing HTR’s in the ~~idea~~United toStates ~~market.~~and ~~Solar~~abroad, ~~Wind~~the Company intends to be prepared ~~has~~to ~~filed~~establish partnerships at home and ~~been~~abroad ~~issued~~to ~~patents~~propagate ~~that~~these ~~the~~systems ~~Company~~and ~~believes~~meet ~~will~~increasing ~~further~~global ~~enhance~~demand ~~this~~for ~~potentially~~clean ~~revolutionary~~water ~~technology.~~and ~~Solar~~electricity. ~~Wind~~From isour ~~based~~inception in ~~Annapolis,~~July MD2010, ~~and~~we ishave ~~traded~~completed on the ~~OTCBB~~following ~~under~~milestones, ~~the~~among ~~symbol ’SWET’.~~others:

~~Solar~~● ~~Wind~~The Company has ~~designed,~~filed ~~engineered,~~various ~~developed and~~patent isapplications ~~preparing~~with tothe ~~construct~~U.S. ~~large~~Patent ~~“Solar~~and ~~Wind~~Trademark ~~Downdraft~~Office ~~Towers” that use benevolent, non-toxic natural elements~~ to ~~generate~~ ~~electricity~~protect ~~economically~~its byintellectual ~~integrating and synthesizing numerous proven as well as emerging technologies~~property. InThe ~~addition to constructing Solar Wind Downdraft Towers in the United States and abroad, the~~ Company ~~intends~~has tobeen ~~establish~~awarded ~~partnerships~~six atU.S ~~home and~~patents ~~abroad to propagate these systems~~ and ~~meet~~two ~~increasing~~foreign ~~global demand for electricity.~~patents;

18● Identified and executed agreements with key industry consultants;

Forward Looking Statements

Description	Issued by	Issuance Date	Expiration Date
Efficient Energy Conversion Devices	United States Patent and Trademark Office	2/21/12	2/20/32
Atmospheric Energy Extraction Devices	United States Patent and Trademark Office	8/27/13	8/26/33
Efficient Energy Conversion Devices and Methods	United States Patent and Trademark Office	2/4/14	2/13/34
Atmospheric Energy Extraction Devices	United States Patent and Trademark Office	5/20/14	5/12/34
Methods and Apparatus for Compression and Release and Conversion of Compressed Air Energy	United States Patent and Trademark Office	4/27/21	4/26/41
Multi-Stage Wind Turbines	United States Patent and Trademark Office	11/01/22	10/31/42
Morocco patent for the Multi-Stage Wind Turbines	Office Marocian De La Propiete Industrielle Et Commerciale	11/29/24	11/29/44
Kuwait Patent for the Multi-Stage Wind Turbines	Ministry of Commence & Industry, Trademarks & Patents Department	9/30/25	9/30/45

This report may contain “forward-looking statements,” which represent the Company’s expectations or beliefs, including, but not limited to, statements concerning industry performance and the Company’s results, operations, performance, financial condition, plans, growth and strategies, which include, without limitation, statements preceded or followed by or that include the words “may,” “will,” “expect,” “anticipate,” “intend,” “could,” “estimate,” or “continue” or the negative or other variations thereof or comparable terminology. Any statements contained in this report or the information incorporated by references that are not statements of historical fact may be deemed to be forward-looking statements.21

These statements by their nature involve substantial risks and uncertainties, some of which are beyond the Company’s control, and actual results may differ materially depending on a variety of important factors, including those risk factors discussed under “Trends, Risks and Uncertainties”, many of which are also beyond the Company’s control. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this report. The Company does not undertake any obligation to update or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this report or to reflect the occurrence of unanticipated events, except to the extent such updates and/or revisions are required by applicable law.

Critical Accounting Policies and Estimates

Financial Reporting Release No. 60, published by the SEC, recommends that all companies include a discussion of critical accounting policies used in the preparation of their financial statements. While all these significant accounting policies impact our consolidated financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our consolidated financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates.

We believe that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause a material effect on our consolidated results of operations, financial position or liquidity for the periods presented in this report.

General

The Company’s Consolidated Financial ~~Statements~~ Statements are prepared in accordance with U.S. generally accepted accounting principles, which require management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, net revenue, if any, and expenses, and the disclosure of contingent ~~assets and liabilities. Management bases its estimates on historical experience and on various other assumptions~~ ~~that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of~~ assets and liabilities ~~that are not readily apparent from other sources~~. Senior management has discussed the development, selection and disclosure of these estimates with the Board of Directors. Management believes that the accounting estimates employed and the resulting balances are reasonable; however, actual results may differ from these estimates under different assumptions or conditions. An accounting policy is deemed to be critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, if different estimates reasonably could have been used, or if changes in the estimate that are reasonably possible could materially impact the consolidated financial statements. Management believes the following critical accounting policies reflect the significant estimates and assumptions used in the preparation of the Consolidated Financial Statements.

Management bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Senior management has discussed the development, selection and disclosure of these estimates with the Board of Directors. Management believes that the accounting estimates employed and the resulting balances are reasonable; however, actual results may differ from these estimates under different assumptions or conditions. An accounting policy is deemed to be critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made, if different estimates reasonably could have been used, or if changes in the estimate that are reasonably possible could materially impact the consolidated financial statements. Management believes the following critical accounting policies reflect the significant estimates and assumptions used in the preparation of the Consolidated Financial Statements.

Basic and diluted net loss per share

We utilize ASC 260, “Earnings Per Share” for calculating the basic and diluted loss per share. In accordance with ASC 260, the basic and diluted loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding. Diluted net loss per share is computed similar to basic net loss per share except that the denominator is adjusted for the potential dilution that could occur if stock options, warrants, and other convertible securities were exercised or converted into common stock. Potentially dilutive securities were not included in the calculation of the diluted net loss per share as their effect would be anti-dilutive.

Income taxes

The Company utilizes ASC 740 “Income Taxes” which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each year-end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Temporary difference between taxable income reported for financial reporting purposes primarily relate to the recognition of debt costs and stock based compensation expenses. The adoption of ASC 740 “Income Taxes” did not have a material impact on the Company’s consolidated results of operations or financial condition.

Revenue Recognition

The Company has generated no revenues to date. It is the Company’s policy that revenue from product sales or services will be recognized in accordance with ASC 605 “Revenue Recognition”. Four basic criteria must be met before revenue can be recognized: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured.

Determination of criteria (3) and (4) are ~~based~~ based on management’s judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. Provisions for discounts and rebates to customers, estimated returns and allowances, and other adjustments are ~~provided~~ provided for in the same period the related sales are recorded. The Company will defer any revenue for which the product was not delivered or is subject to refund until such time that the Company and the customer jointly determine that the product has been delivered or no refund will be required. The Company ~~did~~has not ~~have~~yet generated any revenue ~~during~~to ~~the period ended September 30, 2016~~date.

1922

Fair Value of Financial Instruments

The Company adopted the provisions under FASB for Fair Value Measurements, which define fair value for accounting purposes, establishes a framework for measuring fair value and expands disclosure requirements regarding fair value measurements. The Company’s adoption of these provisions did not have a material impact on its consolidated financial statements. Fair value is defined as an exit price, which is the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date. The degree of judgment utilized in measuring the fair value of assets and liabilities generally correlates to the level of pricing observability. Financial assets and liabilities with readily available, actively quoted prices or for which fair value can be measured from actively quoted prices in active markets generally have more pricing observability and require less judgment in measuring fair value. Conversely, financial assets and liabilities that are rarely traded or not quoted have less price observability and are generally measured at fair value using valuation models that require more judgment. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency of the asset, liability or market and the nature of the asset or liability. The Company has categorized its financial assets and liabilities measured at fair value into a three-level hierarchy in accordance with these provisions.

In January 2010 the FASB issued Update No. 2010-05 “Compensation—Stock Compensation—Escrowed Share Arrangements and Presumption of Compensation” (“2010-05”). 2010-05 re-asserts that the Staff of the Securities Exchange Commission (the “SEC Staff”) has stated the presumption that for certain shareholders escrowed share represent a compensatory arrangement. 2010-05 further clarifies the criteria required to be met to establish a position different from the SEC Staff’s position. The Company does not believe this pronouncement to have any material impact on its financial position, results of operations or cash flows.

Accounting for Derivatives

In 2015 and 2016, we issued convertible notes payable that contained certain conversion features which we identified as embedded derivatives. In addition, the Company has the possibility of exceeding their common shares authorized when considering the number of possible shares that may be issuable to satisfy settlement provisions of convertible notes after consideration of all existing instruments that could be settled in shares. Therefore, in accordance with ASC 815-40, we reclassified the fair value of the conversion feature from equity to a liability at the date of issuance. Subsequent to the initial issuance date, we are required to adjust to fair value the derivative as an adjustment to current period operations.

New Accounting Pronouncements

There are various updates recently issued, ~~most~~ most of which represented technical corrections to the accounting literature or application to specific industries and are not expected to a have a material impact on the Company's consolidated financial position, results of operations or cash flows.

RESULTS OF OPERATIONS

~~Three~~COMPARISON ~~months~~OF ~~ended~~THE ~~September~~THREE MONTHS ENDED SEPTEMBER 30, ~~2016 as~~2025 ~~compared~~TO toTHE ~~three~~THREE MONTHS ~~months~~ENDED ~~ended~~SEPTEMBER ~~September~~ 30, ~~2015.~~2024

Selling, General, and Administrative Expenses

Selling, general, and administrative expenses (“SG&A”) were $332,425 for the three months ended September 30, 2025, a decrease of $6,999 or 2.1%, compared to $339,424 during the three months ended September 30, 2024. SG&A expenses consisted primarily of payroll and related costs, professional fees, consulting expenses, and director compensation.

Interest Expense

Interest expense was $3,000 during the three months ended September 30, 2025, a decrease of $5,041 or 62.7%, compared to interest expense of $8,041 during the three months ended September 30, 2024. Interest expenses consists of interest on the Company’s note payable.

Net Loss from Continuing Operations

For the reasons above, the Company had a net loss from continuing operations of $335,425 for the three months ended September 30, 2025, a decrease of $12,040 or 3.5% compared to $347,465 for the three months ended September 30, 2024.

Net Loss from Discontinued Operations

Net loss attributable to discontinued operations was $0 during the three months ended September 30, 2025, a decrease of $25,885 compared to $25,885 during the three months ended September 30, 2024. Discontinued operations consist of the activities of AGP; the Company sold its interest in AGP on February 17, 2025.

Consolidated Net Loss

For the reasons above, consolidated net loss was $335,425 during the three months ended September 30, 2025, a decrease of $37,925 compared to $373,350 during the three months ended September 30, 2024.

Net Loss Attributable to Non-controlling Interest

Net loss attributable to non-controlling interest was $0 during the three months ended September 30, 2025, a decrease of $4,977 compared to $4,977 during the three months ended September 30, 2024. During the prior period, the Company held an 82.77% interest in Arizona Green Power (“AGP”); the Company sold its interest in AGP on February 17, 2025.

Net Loss Attributable to KiNRG

For the reasons above, net loss attributable to KiNRG was $335,425 during the three months ended September 30, 2025, a decrease of $32,948 compared to $368,373 during the three months ended September 30, 2024.

COMPARISON OF THE NINE MONTHS ENDED SEPTEMBER 30, 2025 TO THE NINE MONTHS ENDED SEPTEMBER 30, 2024

Revenue

The Company has not generated revenue since inception.

~~Operating~~Selling, General, and Administrative Expenses

~~Research~~Selling, general, and ~~development~~administrative expenses (“SG&A”) were $788,350 for the nine months ended September 30, 2025, a decrease of $147,225 or 15.7%, compared to $935,575 during the nine months ended September 30, 2024. SG&A expenses consisted primarily of payroll and related costs, professional fees, consulting expenses, and director compensation.

~~During~~Gain the three months ended September 30, 2016, research and development costs were $-0- compared to $31,533 for the same period last year. The Company’s expenditures for research and development are dependent on ~~available~~Settlement ~~resources~~of ~~and~~Accounts ~~future~~Payable ~~expenditures are expected to increase with additional financing.~~

20During the nine months ended September 30, 2025, the Company recorded a gain on settlement of accounts payable in the amount of $4,000. There was no comparable transaction in the prior period.

~~Selling,~~Interest ~~general and administrative~~Expense

~~During~~Interest expense was $23,548 during the ~~three~~nine months ended September 30, ~~2016,~~ ~~selling~~2025, ~~general~~a ~~and~~decrease ~~administrative~~of ~~expenses~~$465 ~~were~~or ~~$104~~1.9%,~~943~~ as compared to interest expense of $~~213~~24,~~755~~013 ~~for~~during the ~~same~~nine ~~period~~months ~~last~~ended ~~year,~~September ~~a 51% decrease.~~30, ~~The~~2024. ~~primary~~Interest ~~decrease~~expenses isconsists ~~due~~of tointerest ~~reduction~~on ~~in expenditures incurred in~~ the ~~current~~Company’s ~~period~~note aspayable ~~compared~~and torelated ~~same~~party ~~period~~loan ~~last year~~payable.

~~Depreciation~~Net Loss from Continuing Operations

~~Depreciation~~For ~~expense~~the reasons above, the Company had a net loss from continuing operations of $807,898 for the ~~three~~nine months ended September 30, ~~2016~~2025, ~~was~~a ~~$177~~decrease asof $151,690 compared to $~~177~~959,588 for the nine ~~same~~months ~~period~~ended ~~last~~September ~~year~~30, 2024.

~~Other~~Net ~~income~~Loss ~~(expense)~~from Discontinued Operations

~~Interest~~Net ~~expense~~loss attributable to discontinued operations was $780 during the nine months ended September 30, 2025, a decrease of $67,741 or 98.9% compared to $68,5216 during the nine months ended September 30, 2024. Discontinued operations consist of the activities of AGP; the Company sold its interest in AGP on February 17, 2025.

~~Interest~~Consolidated ~~expense~~Net for the three months ended September 30, 2016 was $111,513 compared to $470,626 for the same period last year. In the current period, we incurred $82,261 non-cash debt discount and OID amortization and $-0- in non-cash interest expense on issued convertible debt as compared to $337,768 and $100,591, respectively for the same period last year.Loss

~~Gain~~For (the reasons above, consolidated net loss) onwas $808,678 ~~change~~during inthe ~~fair~~nine ~~value~~months ended September 30, 2025, a decrease of ~~derivative~~$219,431 or 21.3% compared to $1,028,109 during the nine months ~~liabilities~~ended September 30, 2024.

~~During~~Net ~~2015~~Loss ~~and~~Attributable ~~2016, we issued convertible promissory notes with an embedded derivative, all requiring us~~ to ~~fair value the derivatives each reporting period and mark to market as a non~~Non-~~cash adjustment to our current period operations. This resulted in a (loss) of $(9,073) and $(634,773) on change~~controlling ~~in fair value of derivative liabilities for the three months ended September 30, 2016 and 2015, respectively.~~Interest

~~Nine~~Net loss attributable to non-controlling interest was $0 during the nine months ended September 30, ~~2016 as~~2025, a decrease of $13,357 compared to $13,357 during the nine months ended September 30, 2024. During the prior period, the Company held an 82.77% interest in Arizona Green Power (“AGP”); during the nine months ended September 30, ~~2015~~2025, the Company sold its interest in AGP on February 17, 2025.

~~Revenue~~Net Loss Attributable to KiNRG

~~The~~For ~~Company~~the ~~has~~reasons ~~not~~above, ~~generated~~net ~~revenue~~loss ~~since~~attributable to ~~inception~~KiNRG was $808,678 during the nine months ended September 30, 2025, a decrease of $206,074 compared to $1,014,752 during the nine months ended September 30, 2024.

Cash Flows from Operating ~~Expenses~~Activities

~~Research~~Cash flows used in operating activities were ($366,196) during the nine months ended September 30, 2025, a decrease of $409,334 or 52.8% compared to ($775,530) during the prior period. The Company currently has no sales. Cash flows from operating activities consists of the net loss of ($808,678) reduced by increases in non-cash costs, primarily accrued payroll of $236,978, stock based compensation of $104,379, and ~~development~~accrued liabilities – related party of $75,000.

During the nine months ended September 30, 2016, research and development costs were $-0- compared to $112,446 for the same period last year. The Company’s expenditures for research and development are dependent on available resources and future expenditures are expected to increase with additional financing.24

~~Selling,~~Cash ~~general~~Flows ~~and~~Provided ~~administrative~~by Financing Activities

~~During~~For the nine months ended September 30, ~~2016,~~ ~~selling~~2025, ~~general~~cash ~~and~~provided ~~administrative~~by ~~expenses~~financing ~~were~~activities was $~~379~~900,~~581~~000, an asincrease of $400,000 or 80% compared to ~~$721,327~~cash ~~for~~provided ~~the~~from ~~same~~financing ~~period~~activities ~~last~~of ~~year~~$500,000 aduring ~~47%~~the ~~decrease~~prior period. Cash flows from ~~The~~financing ~~primary~~activities ~~decrease~~consisted isof ~~due~~proceeds tofrom ~~reduction~~the insale ~~expenditures~~of ~~incurred~~common instock ~~the~~of ~~current~~$750,000 ~~period~~and asproceeds ~~compared~~from tothe ~~same~~exercise ~~period~~of ~~last~~warrants ~~year~~of $150,000.

Depreciation

Depreciation expense for the nine months ended September 30, 2016 was $531 as compared to $531 for the same period last year.

Other income (expense)

Interest expense

Interest expense for the nine months ended September 30, 2016 was $974,370 compared to $1,701,632 for the same period last year. In the current period, we incurred $427,325 non-cash debt discount and OID amortization and $443,329 in non-cash interest expense on issued convertible debt as compared to $1,026,413 and $435,321, respectively for the same period last year.

Loss on settlement of debt

In connection with the settlement of certain convertible notes, we incurred a loss on settlement of $21,938 for the nine months ended September 30, 2016 as compared to $-0- for the same period last year.

Gain (loss) on change in fair value of derivative liabilities

During 2015 and 2016, we issued convertible promissory notes with an embedded derivative, all requiring us to fair value the derivatives each reporting period and mark to market as a non-cash adjustment to our current period operations. This resulted in a gain (loss) of $2,759,914 and $(24,981) on change in fair value of derivative liabilities for the nine months ended September 30, 2016 and 2015, respectively.

Liquidity and Capital Resources

WeAs ~~have~~of ~~financed~~November 19, 2025, we had cash on hand of approximately $394,350. Management believes this amount is not sufficient to meet our ~~operations~~operating ~~since~~needs ~~inception~~for the next 12 months, and in order ~~primarily~~to meet our working capital requirements, we will need to either raise sufficient capital or reduce our expenditures. We will rely on our ability to improve operating cash flow or raise additional capital through ~~private~~the ~~offerings~~sale of ~~our~~debt or equity securities in addition to our existing cash and ~~issuance~~cash ofequivalents ~~convertible~~to ~~notes~~meet our working capital requirements for at least the next 12 months. There can be no assurance that we will be able to obtain additional financing on acceptable terms, or at all, or that we will successfully implement cost-reduction initiatives or generate sufficient cash flows from operations.

~~Working~~The ~~Capital~~Company’s unaudited consolidated financial statements for the nine months ended September 30, 2025 and 2024 were prepared under the assumption that it would continue operations as a going concern. However, the factors listed above cause substantial doubt about the Company’s ability to continue as a going concern. Additionally, the report of the Company’s independent registered public accounting firm that accompanies the Company’s consolidated financial statements for the years ended December 31, 2024 and 2023 contains a qualification in which such firm expressed substantial doubt about the Company’s ability to continue as a going concern. In addition, the report of our independent registered public accounting firm on our consolidated financial statements as of and for the years ended December 31, 2024 and 2023 includes an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. If we are unable to secure additional funding or achieve profitability, we may be required to curtail or cease operations, which could materially adversely affect our business, financial condition, results of operations, and prospects.

~~Our~~We ~~working~~have ~~capital~~financed ~~deficit~~our ~~decreased~~operations bysince ~~$1,757,409 during~~inception ~~the~~primarily ~~nine~~through ~~months ended September 30, 2016 from a working capital deficit (current liabilities in excess of current assets)~~private ofofferings ~~$5,949,589 at December 31, 2015 to a working capital deficit~~ of ~~$4,192,180~~our atequity ~~September~~securities ~~30,~~and ~~2016.~~debt ~~The decrease in working capital deficit for the nine months ended September 30, 2016 is due to a combination of reasons, of which the significant factors include:~~financing.

●The ~~Cash~~Company ~~had~~is in a ~~net~~pre-development ~~decrease~~and indoes ~~working~~not have ~~capital~~any byrevenues ~~$10,940~~from operations and will be dependent on funds raise to satisfy its ongoing capital requirements for at least the ~~nine~~next 12 months. ~~ended~~The ~~September~~Company 30will require additional financing in order to execute its operating plan and continue as a going concern. The Company cannot predict whether this additional financing will be in the form of equity or debt, ~~2016~~or be in another form. The ~~most~~Company ~~significant~~may ~~uses~~not ~~and~~be able ~~proceeds~~to obtain the necessary additional capital on a timely basis, on acceptable terms, or at all. In any of ~~cash~~these ~~were:~~events, the Company may be unable to implement its current plans for expansion or respond to competitive pressures, any of these circumstances would have a material adverse effect on its business, prospects, financial condition and results of operations.

●Management ~~Approximately~~expects ~~$112,000~~that ofglobal ~~cash~~economic ~~consumed~~conditions will incontinue to present a challenging operating ~~activities;~~environment ●through ~~Proceeds~~2021. ofTo ~~$101,000~~the ~~from~~extent ~~issuance~~permitted ofby ~~convertible~~working ~~notes~~capital ~~payable;~~resources, ●management intends Ato ~~reduction~~continue making targeted investments in ~~our~~strategic ~~carrying~~operating ~~value~~and ofgrowth ~~our~~initiatives. ~~derivative~~Working ~~liabilities~~capital ofmanagement ~~$2,238,008~~will (continue to be a ~~non-cash~~high ~~item)~~priority for 2026.

~~Total~~While ~~current~~we ~~assets~~have been able to manage our working capital needs with the sale of ~~$279~~equity, additional financing is required in order to meet our current and ~~$11,219~~projected ascash flow requirements from operations. We cannot predict whether this new financing will be in the form of ~~September~~equity ~~30,~~or ~~2016~~debt. ~~and~~We ~~December~~may ~~31,~~not ~~2015~~be able to obtain the necessary additional capital on a timely basis, ~~respectively~~on acceptable terms, ~~cash~~or ~~representing~~at ~~100%~~all. asAdditional ofinvestments ~~September~~are 30being sought, ~~2016~~but ~~and~~we ~~December~~cannot guarantee ~~31,~~that ~~2015~~we will be able to obtain such investments.

Proceeds from the issuance of convertible promissory notes

During the nine months ended September 30, 2016, the Company received proceeds of $112,000 from the issuance of Convertible Promissory Notes.

Cash flow analysis

Cash used in operations was $111,940 during the nine month period ended September 30, 2016. During the nine month period ended September 30, 2016, our primary capital needs were for operating expenses, including funds to support our business strategy, which primarily includes working capital necessary to fund operations and reducing our account payables.

During the nine months ended September 30, 2016, we did not have any investing activities.

Cash provided by financing activities was comprised of net proceeds of $101,000 from the issuance of Convertible Promissory Notes.

The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. The Company has reported a net loss from operations of $380,112 for the nine month period ended September 30, 2016, accumulated deficit of $17,727,174 and total current liabilities in excess of current assets of $4,192,180 as of September 30, 2016.

Management expects that global economic conditions will continue to present a challenging operating environment through 2016. To the extent permitted by working capital resources, management intends to continue making targeted investments in strategic operating and growth initiatives. Working capital management will continue to be a high priority for 2016.

While we have been able to manage our working capital needs with the current credit facilities, additional financing is required in order to meet our current and projected cash flow requirements from operations. We cannot predict whether this new financing will be in the form of equity or debt. We may not be able to obtain the necessary additional capital on a timely basis, on acceptable terms, or at all. Additional investments are being sought, but we cannot guarantee that we will be able to obtain such investments.

Financing transactions may include the issuance of equity or debt securities, obtaining credit facilities, or other financing mechanisms. However, the trading price of our common stock and the downturn in the U.S. stock and debt markets could make it more difficult to obtain financing through the issuance of equity or debt securities. Even if we are able to raise the funds required, it is possible that we could incur unexpected costs and expenses, fail to collect significant amounts owed to us, or experience unexpected cash requirements that would force us to seek alternative financing. Further, if we issue additional equity or debt securities, stockholders may experience additional dilution or the new equity securities may have rights, preferences or privileges senior to those of existing holders of our common stock. If additional financing is not available or is not available on acceptable terms, we will have to curtail our operations.

Our independent registered public accounting firm’s report dated June 30, 2025 on our December 31, 2024 consolidated financial statements included in the Form 10 states that our difficulty in generating sufficient cash flow to meet our obligations and sustain operations raises substantial doubts about our ability to continue as a going concern. The consolidated financial statements do not include any adjustments that might result should the Company be unable to continue as a going concern.

Inflation

We do not believe that inflation has had a ~~material~~ material effect on our business, financial condition or results of operations. However, inflation may have a significant impact on the future cost of HTR’s. If our costs were to become subject to significant inflationary pressures, we may not be able to fully offset such higher costs through price increases. Our inability or failure to do so could adversely affect our business, financial condition and results of operations.

Off-Balance sheet Arrangements

We do not maintain off-balance sheet arrangements nor do we participate in any non-exchange traded contracts requiring fair value accounting treatment other than the operating leases as disclosed in Notes to Consolidated Financial Statements (Note 4).

23Item 3. Quantitative and Qualitative Disclosures About Market Risk.

~~Number~~The Company is not required to provide the information required by this Item 3 as it is a “smaller reporting company,” as defined in Rule 12b-2 of ~~Employees~~the Exchange Act.

As of September 30, 2016, the Company had 2 full time employees.

Disclosure of Contractual Obligations

The Company does not have any significant contractual obligations which could negatively impact our results of operations and financial condition.

Item 3. Quantitative and Qualitative Disclosures About Material Risk.

As a smaller reporting company, we are not required to include disclosure under this item.

Item 4. Controls and Procedures.

AsEvaluation of ~~September~~Disclosure ~~30,~~Controls ~~2016, the Company performed an evaluation, under the supervision~~ and with the participation of management, including the Chief Executive Officer (Principal Executive Officer) and Chief Financial Officer (Principal Accounting Officer), of the effectiveness of the design and operation of its disclosure controls and procedures as defined in Rules 13a - 15(e) or 15d - 15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Based on that evaluation and due to the lack of segregation of duties and failure to implement accounting controls, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this report.Procedures

~~The~~Our ~~reason~~disclosure ~~for~~controls and procedures are designed to ensure that information required to be disclosed in reports that we file or submit under the ~~ineffectiveness~~Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. We, including our ~~disclosure~~Chief Executive Officer and Chief Financial Officer, have evaluated the effectiveness of our disclosure controls and procedures ~~was~~(as defined in the ~~result~~Exchange ofAct ~~having~~Rules 13(a)-15(e) and ~~limited~~15(d)-15(e)) ~~number~~as of ~~employees~~September ~~and~~30, ~~not~~2025 ~~having~~(the ~~proper~~end ~~segregation~~ of ~~duties~~the ~~based~~ period covered by this Quarterly Report on ~~the~~Form ~~cost~~10-Q) ~~benefit~~and ofhave ~~hiring~~concluded ~~additional~~that our ~~employees~~disclosure ~~solely~~controls and procedures are not effective to ~~address~~ensure that material information relating to the ~~segregation~~Company ofis ~~duties~~recorded, ~~issue.~~processed, summarized, Weand ~~compensate~~reported ~~for~~in a timely manner. In evaluating the ~~lack~~disclosure controls and procedures, management recognized that any controls ofand ~~segregation~~procedures, ofno ~~duties~~matter byhow ~~employing~~well ~~close~~designed ~~involvement~~and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in ~~day~~evaluating the cost-~~to-day~~benefit ~~operations~~relationship of such possible controls and procedures.

~~Limitations~~Report of Management on ~~Effectiveness~~Internal ofControl ~~Controls~~Over ~~and~~Financial ~~Procedures~~Reporting

~~Our~~This ~~management,~~Quarterly ~~including~~Report ~~our~~on ~~Chief~~Form ~~Executive Officer~~10-Q ~~(Principal Executive Officer) and Chief Financial Officer (Principal Financial Officer),~~ does not ~~expect that our disclosure~~include controls and procedures will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a ~~control system~~report ~~must reflect the fact that there are resource constraints and the benefits~~ of ~~controls~~management’s ~~must~~assessment beregarding ~~considered~~internal ~~relative to their costs. Because of the inherent limitations in all control systems, no evaluation of~~ controls ~~can~~over ~~provide~~financial ~~absolute~~reporting ~~assurance~~or ~~that all~~an ~~control~~attestation ~~issues~~report ~~and instances~~ of ~~fraud, if any, within~~ the Company’s registered ~~have~~public ~~been~~accounting ~~detected.~~firm ~~These~~due ~~inherent limitations include, but are not limited~~ to, ~~the~~a ~~realities~~transition ~~that~~period ~~judgments~~established inby ~~decision-making~~rules ~~can be faulty and that breakdowns can occur because~~ of ~~simple error or mistake. Additionally, controls can be circumvented by~~ the ~~individual~~SEC ~~acts~~for ofnewly ~~some~~public ~~persons, by collusion of two or more people, or by management override of the control~~companies.

~~The~~Changes ~~design of any system of controls also is based~~ in ~~part~~Internal ~~upon~~Control ~~certain assumptions about the likelihood of future events and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.~~ Over ~~time, controls may become inadequate because~~Financial of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.Reporting

~~Remediation~~There ofwere ~~Material~~no ~~Weaknesses~~changes in ~~Internal~~our internal control ~~Control~~over financial reporting during the quarter ended September 30, 2025, that have materially affected, or are reasonably likely to materially affect, our internal control over ~~Financial~~financial ~~Reporting~~reporting, other than the remediation measures described above.

As a small business, without a viable business and revenues, the Company does not have the resources to install a dedicated staff with deep expertise in all facets of SEC disclosure and GAAP compliance. As is the case with many small businesses, the Company will continue to work with its external consultants and attorneys as it relates to new accounting principles and changes to SEC disclosure requirements. The Company has found that this approach worked well in the past and believes it to be the most cost effective solution available for the foreseeable future.26

~~The~~PART ~~Company~~II—OTHER will conduct a review of existing sign-off and review procedures as well as document control protocols for critical accounting spreadsheets. The Company will also increase management’s review of key financial documents and records.INFORMATION

As a small business, the Company does not have the resources to fund sufficient staff to ensure a complete segregation of responsibilities within the accounting function. However, Company management does review, and will increase the review of, financial statements on a monthly basis. These actions, in addition to the improvements identified above, will minimize any risk of a potential material misstatement occurring.

Changes in Internal Controls

During the fiscal quarter ended September 30, 2016, there have been no changes in our internal control over financial reporting that have materially affected or are reasonably likely to materially affect our internal controls over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings.

~~Typenex~~We ~~Co-Investment,~~are ~~LLC~~not ~~filed~~currently ~~suit~~involved ~~against the Company on September 4, 2014~~ in ~~the~~any ~~United~~legal ~~States District Court~~proceedings, ~~Northern District of Illinois~~however, ~~Eastern Division claiming~~from ~~that~~time ~~the~~to ~~Company breached a contract it entered into with Typenex~~time, ~~and~~we ~~that~~may ~~Typenex~~become ~~was~~a ~~entitled~~party to ~~convert~~various ~~any~~legal ~~portion~~actions ofand ~~the outstanding~~complaints ~~balance~~arising ofin ~~their monies~~ the ~~Company~~ordinary ~~allegedly~~course ~~owed to Typenex into validly issued, fully paid and non-assessable shares~~ of ~~Solar Wind Energy Tower Inc~~business. ~~common~~In ~~shares.~~addition ~~Typenex~~to commitments ~~seeks money damages~~ and ~~court~~obligations ~~orders~~in ~~enjoining~~ the ~~Company~~ordinary ~~from~~course ~~further breaches.~~of Inbusiness, awe ~~related~~are ~~suit~~subject ~~filed~~to ~~September~~various 9claims, ~~2014~~pending inand ~~the~~potential ~~United~~legal ~~States District Court~~ actions for ~~the District of Idaho~~damages, ~~Typenex~~investigations ~~claims that~~relating ~~the~~to ~~Company’s~~governmental ~~transfer~~laws ~~agent~~and ~~violated~~regulations ~~certain transfer instructions issued by the Company. The Company has not been named as a defendant in this suit~~ and ~~the~~other ~~parties~~matters ~~have~~arising ~~agreed~~out ~~that~~of the ~~transfer~~normal ~~agent~~conduct ~~will be part~~ of ~~the~~our ~~Northern District litigation~~business. ~~(The~~It ~~Idaho~~is ~~litigation~~possible ~~has not yet been dismissed) The Company maintained~~ that ~~it provided~~ cash toflows ~~retire~~or ~~the~~results ~~debt~~of ~~owed~~operations tocould ~~Typenex, and~~be ~~denies~~materially ~~that~~affected ~~Typenex~~in ~~was~~any ~~entitled~~particular toperiod by the ~~conversion~~unfavorable ~~into~~resolution of ~~Company~~one ~~stock.~~or Inmore ~~2016,~~of ~~the~~these ~~Company settled all outstanding claims for $90,000~~contingencies.

Item 1A. Risk Factors.

~~The~~For information regarding the risk factors that could affect the Company’s ~~results~~business, ofoperating ~~operations~~results, financial condition and ~~cash~~liquidity, ~~flows~~see ~~can~~“Item be1A. ~~adversely~~Risk ~~affected~~Factors” in bythe ~~various~~Form ~~risks.~~10 ~~These~~filed ~~risks~~on ~~include~~September 8, ~~but~~2025. ~~are~~There ~~not~~have ~~limited~~been ~~to,~~no ~~the principal~~material ~~factors~~changes ~~listed~~to ~~below and~~ the ~~other~~risk ~~matters~~factors ~~set~~previously ~~forth~~disclosed in ~~this~~such ~~quarterly report on~~ Form 10-Q. ~~You should carefully consider all of these risks.~~

The Company has a history of operating losses and an accumulated deficit and expects to continue to incur losses for the foreseeable future.

Since inception through September 30, 2016, the Company has incurred cumulative losses of $17,300,900 and has never generated enough funds through operations to support its business. The Company has a limited operating history and has primarily engaged in operations relating to the development of its business plan. Additional capital may be required in order to provide working capital requirements for the next twelve months.

Our independent auditors have expressed substantial doubt about our ability to continue as a going concern, which may hinder our ability to obtain future financing.

In their report dated March 2, 2017, our independent auditors stated that our financial statements for the year ended December 31, 2015 were prepared assuming that we would continue as a going concern, and that they have substantial doubt about our ability to continue as a going concern. Our auditors’ doubts are based on our net losses and deficits in cash flows. We continue to experience net operating losses since the Company is still in a development stage. Our ability to continue as a going concern is subject to our ability to generate a profit and/or obtain necessary funding from outside sources, including by the sale of our securities, or obtaining loans from financial institutions, where possible. Our continued net operating losses and our auditors’ doubts increase the difficulty of our meeting such goals. If we are not successful in raising sufficient additional capital, we may not be able to continue as a going concern and our stockholders may lose their entire investment.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

~~None.~~Unregistered Sales of Equity Securities

Set forth below is information regarding all securities sold or issued by the Company within the past nine months that were not registered under the Securities Act of 1933, as amended (the “Securities Act”).

●

On April 16, 2025, the Company issues 50,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On April 16, 2025, the Company issues 50,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On April 2, 2025, the Company issued 10,000 shares of common stock at a price of $1.00 per share to an investor.

●

On April 2, 2025, the Company issued 10,000 shares of common stock at a price of $1.00 per share to an investor.

●

On April 2, 2025, the Company issued 15,000 shares of common stock at a price of $1.00 per share to an investor.

●

On April 2, 2025, the Company issued 25,000 shares of common stock at a price of $1.00 per share to an investor.

●

On June 26, 2025, the Company issued 50,000 shares of common stock at a price of $1.00 per share to an investor.

●

On June 26, 2025, the Company issued 5,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On June 26, 2025, the Company issued 5,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On June 26, 2025, the Company issued 20,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On June 26, 2025, the Company issued 50,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On June 26, 2025, the Company issued 10,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On June 26, 2025, the Company issued 20,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On June 26, 2025, the Company issued 20,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On June 26, 2025, the Company issued 10,000 shares of common stock at a price of $1.00 per share to an investor.

●

On June 26, 2025, the Company issued 37,500 shares of common stock at a price of $1.00 per share to a board member.

●

On June 26, 2025, the Company issued 37,500 shares of common stock at a price of $1.00 per share to a board member.

●

On June 26, 2025, the Company issued 37,500 shares of common stock at a price of $1.00 per share to a board member.

●

On June 26, 2025, the Company issued 37,500 shares of common stock at a price of $1.00 per share to a board member.

●

On June 26, 2025, the Company issued 80,000 shares of common stock at a price of $1.00 per share to an officer.

●

On June 26, 2025, the Company issued 100,000 shares of common stock at a price of $1.00 per share to an officer.

●

On June 26, 2025, the Company issued 250,000 shares of common stock at a price of $1.00 per share to an officer.

●

On September 3, 2025, the Company issued 773,850 shares of common stock at a price of $1.00 per share to a shareholder.

●

On September 29, 2025, the Company issued 50,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On September 29, 2025, the Company issued 225,000 shares of common stock at a price of $1.00 per share to an investor.

●

On September 29, 2025, the Company issued 50,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On September 29, 2025, the Company issued 50,000 shares of common stock at a price of $1.00 per share to an investor.

●

On September 29, 2025, the Company issued 125,000 shares of common stock at a price of $1.00 per share to an investor.

●

On September 29, 2025, the Company issued 10,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On September 29, 2025, the Company issued 50,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On September 29, 2025, the Company issued 50,000 shares of common stock at a price of $1.00 per share to an investor.

●

On September 29, 2025, the Company issued 10,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On September 29, 2025, the Company issued 20,000 shares of common stock at a price of $1.00 per share to a shareholder.

●

On September 29, 2025, the Company issued 5,000 shares of common stock at a price of $1.00 per share to a shareholder.

	●	On September 29, 2025, the Company issued 5,000 shares of common stock at a price of $1.00 per share to a shareholder.

	●	On September 30, 2025, the Company issued 700,000 shares of common stock at a price of $1.00 per share to a board member.

●

On September 30, 2025, the Company issued 1,183,700 shares of common stock at a price of $1.00 per share to a board member.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits.

2.1	Agreement and Plan of Merger, dated as of December 29, 2010, by and among Superior Silver Mines, Inc., Superior Silver Mines Acquisition Corp., and Clean Wind Energy, Inc. (1)
2.2	Plan of Domestication of Superior Silver Mines, Inc., dated December 21, 2010 (1)
2.3	Nevada Articles of Domestication of Superior Silver Mines, Inc., dated December 27, 2010 (1)
2.4	Idaho Statement of Domestication of Superior Silver Mines, Inc., dated December 22, 2010 (1)
2.5	Articles of Merger by and between Clean Wind Energy Tower, Inc. and Superior Silver Mines, Inc. (2)
3.1	Articles of Incorporation of Clean Wind Energy Tower, Inc. (1)
3.2	Amended Bylaws of Clean Wind Energy Tower, Inc. (3)
4.1	Form of Common Stock Certificate (4)
10.1	Letter Agreement between Clean Wind Energy, Inc. and Source Capital Group, Inc., dated November 22, 2010 (1)
10.2	Deed of Lease, dated December 1, 2010, by and between CKP One, LLC and Clean Wind Energy, Inc. (1)
10.3	Lease Agreement, dated October 20, 2010, and effective November 1, 2010, by and between Office Suites PLUS at Annapolis and Clean Wind Energy, Inc. (1)
10.4	Director and Executive Employment Agreement, dated September 22, 2010, by and between Clean Wind Energy, Inc. and Ronald Pickett, and Amendment dated November 22, 2010 (1)
10.5	Director and Executive Employment Agreement, dated September 22, 2010, by and between Clean Wind Energy, Inc. and Stephen Sadle, and Amendment dated November 22, 2010 (1)
10.6	Director and Executive Employment Agreement, dated September 22, 2010, by and between Clean Wind Energy, Inc. and Robert Crabb, and Amendment dated November 22, 2010 (1)
10.7	Executive Employment Agreement, dated September 22, 2010, by and between Clean Wind Energy, Inc. and John W. Hanback, and Amendment dated November 22, 2010 (1)
10.8	Executive Employment Agreement, dated September 22, 2010, by and between Clean Wind Energy, Inc. and Itzhak Tepper, PE, and Amendment dated November 22, 2010 (1)
10.9	Executive Employment Agreement, dated September 22, 2010, by and between Clean Wind Energy, Inc. and Ownkar Persaud, and Amendment dated November 22, 2010 (1)
10.10	Form of Director and Officer Indemnification Agreement (4)
10.11	Exchange of related party notes and warrants for Series A Preferred Stock (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on June 2, 2015).
10.12	Designation of Series A Convertible Preferred Stock incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on June 2, 2015).
14.1	Code of Business Conduct and Ethics (5)

21.1	Subsidiaries of the Registrant (4)
31.1	Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of Ronald W. Pickett (President/Chief Executive Officer)
31.2	Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of Ronald W. Pickett (Chief Financial Officer)
32.1	Certification of Ronald W. Pickett (President/Chief Executive Officer) pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification of Ronald W. Pickett (Chief Financial Officer) pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance Document
101.SCH	XBRL Schema Document
101.CAL	XBRL Calculation Linkbase Document
101.LAB	XBRL Label Linkbase Document
101.PRE	XBRL Presentation Linkbase Document
101.DEF	XBRL Definition Linkbase Document

(1)	Filed with the registrant’s Form 8-K filed with the Securities and Exchange Commission on December 30, 2010 and incorporated herein by reference.
(2)	Filed with the registrant’s Form 8-K filed with the Securities and Exchange Commission on January 21, 2011 and incorporated herein by reference.
(3)	Filed with the registrant’s Form 8-K filed with the Securities and Exchange Commission on December 28, 2010 and incorporated herein by reference.
(4)	Filed with the registrant’s Form 10-K for the year ended December 31, 2010 filed with the Securities and Exchange Commission on April 12, 2011 and incorporated herein by reference.
(5)	Filed with the registrant’s Form 10-K for the year ended December 31, 2011 filed with the Securities and Exchange Commission on April 2, 2012 and incorporated herein by reference.

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Solar Wind Energy Tower, Inc.
	Registrant
Date: June 14, 2017	By:	/s/ Ronald Pickett
		Ronald Pickett
		Chief Executive
		Officer (Principal Executive Officer) and Principal
		Accounting and Financial Officer

Item 6. Exhibits.

The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report.

Exhibit
Number		Description
3.1		Articles of Incorporation of Superior Silver Mines, Inc.
3.2		Amended By-Laws
3.3		Articles of Merger by and between Clean Wind Energy Tower, Inc. and Superior Silver Mines, Inc.
3.4		Certificate of Correction dated December 28, 2010
3.5		Articles of Merger by and between Solar Wind Energy Tower Inc. and Clean Wind Energy Tower Inc. dated February 19, 2013
3.6		Certificate of Change dated April 2, 2014
3.7		Certificate of Change dated January 20, 2015
3.8		Certificate of Designation – Series A Preferred Stock
3.9		Certificate of Amendment dated June 5, 2015
3.10		Certificate of Change dated September 14, 2015
3.11		Certificate of Designation - Series AA Preferred Stock
3.12		Certificate of Amendment dated December 24, 2020
3.13		Certificate of Amendment dated December 28, 2020
3.14		Certificate of Designation Series AAA Preferred Stock
3.15		Certificate of Amendment to Certificate of Designation Series AAA Preferred Stock dated April 19, 2021
3.16		Certificate of Designation Series AAAA Preferred Stock
3.17		Certificate of Amendment to Certificate of Designation Series AAA Preferred Stock dated December 15, 2021
3.18		Certificate of Amendment to Certificate of Designation Series AAA Preferred Stock dated December 17, 2021
3.19		Certificate of Amendment to Certificate of Designation Series AAAA Preferred Stock dated May 23, 2022
3.20		Certificate of Amendment to Certificate of Designation Series AAAA Preferred Stock dated January 23, 2023
3.21		Certificate of Amendment to Certificate of Designation Series AAAA Preferred Stock dated January 26, 2023
4.1		KiNRG, Inc. 2021 Incentive Stock Plan
10.1		Executive Employment Agreement between Solar Wind Energy, Inc., Solar Wind Energy Tower, inc. and Ronald Pickett effective January 1, 2024
10.2		Executive Employment Agreement between Solar Wind Energy, Inc., Solar Wind Energy Tower, inc. and Stephen Sadle effective January 1, 2024
31.1		Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2		Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS		Inline XBRL Instance Document
101.SCH		Inline XBRL Taxonomy Extension Schema Document
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101)

SIGNATURE

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 hereunto duly authorized.

	KiNRG, Inc.

	By:	/s/ Ronald W. Pickett
	Name:	Ronald W. Pickett
	Title:	Chief Executive Officer
		(Principal Accounting Officer)
Date: December 1, 2025

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