STOCKHOLDERS ‘EQUITY

6 Months Ended

Jan. 31, 2024

Note 9 – STOCKHOLDERS ‘EQUITY

Common Stock

During the six months ended January 31, 2024, third-party lenders converted $18,720 of principal and interest into 46,324,465 shares of common stock.

During the six months ended January 31, 2024, the Company issued 8,694,853 shares of common stock to the Company’s CEO for the conversion of accrued compensation of $10,000.

During the six months ended January 31, 2024, the Company issued 3,180,000 shares of common stock to acquire the trademark to FOMO Beverage, valued at $4,134.

During the six months ended January 31, 2024, the Company issued 36,000,000 shares of common stock to in private placements for proceeds of $36,000.

Preferred Stock

The preferred shares are in three classes:

	●	Class A shares which, 130,000,000 authorized are convertible into 50 shares of common shares for each share, these shares have voting rights of 1 vote per share. At January 31, 2024 and July 31, 2023, there were 9,642,179 and 8,457,777 shares issued and outstanding which equates into 482,108,950 and 422,888,850 votes, respectively.

	●	Class B shares, 20,000,000 authorized, which are convertible into 1,000 shares of common shares for each share, these shares have voting rights of 1,000 votes per share. At January 31, 2024 and July 31, 2023, there were 822,172 and 518,730 shares issued and outstanding which equates into 822,172,000 and 518,730,000 votes, respectively.

Himalaya Technologies, Inc.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JANUARY 31, 2024 AND 2023

(UNAUDITED)

●

Class C shares, 1,000,000 authorized, which are convertible into 1 share of common shares for each share. These shares have voting rights of 100,000 votes per share. At January 31, 2024 and July 31, 2023, there were 1,000,000 shares outstanding which equates into 100,000,000,000 votes. These shares represent the controlling votes of the Company. These shares are all issued to the Company CEO. There are 99,000,000 shares of preferred shares authorized that have not been assigned a class at this time for future requirements.

During the six months ended January 31, 2024, the Company issued 1,184,402 shares of Class A Preferred Stock to the Company’s CEO for the conversion of accrued compensation of $40,000.

During the six months ended January 31, 2024, the Company issued 278,442 shares of Class B Preferred Stock to the Company’s CEO for the conversion of accrued compensation of $10,000.

During the six months ended January 31, 2024, FOMO WORLDWIDE, INC. converted $38,028 of a loan and $20,087 in accrued interest to us into 278,442 of our Series B Preferred shares.

Warrants

On June 22, 2021, the Company issued 50,000,000 warrants with a five-year expiration and $.0001 exercise price to FOMO WORLDWIDE, INC. pka FOMO CORP. as a deposit for the purchase of KANAB CORP. The warrants were canceled and reissued during the year ended July 31, 2023 and exercised by FOMO CORP. for 10,000,000 Series A Preferred shares.

On June 29, 2021, the Company issued 15,000,000 warrants to GS Capital Group as part of the convertible debenture financing to fund operations. These warrants have a three-year expiration and a strike price of $0.01

On June 28, 2021, the Company issued 50,000,000 warrants with a five-year expiration and $.0001 exercise price to FOMO Advisors LLC for future advisory services. The warrants were exercised during the year ended July 31, 2023 by FOMO CORP. for 10,000,000 Series A Preferred shares.

These FOMO Advisors LLC warrants were valued at $450,000 and are being recognized over the life of the agreement.

During the three months ended October 31, 2023, the Company was notified that FOMO Advisors, LLC ceased operations. As such, the Company recognized the remaining $260,384 of unrecognized expense relating to these warrants and the warrants were assigned to FOMO WORLDWIDE, INC. pka FOMO CORP.

During the quarter ended April 30, 2023, FOMO Advisors, LLC exercised 100,000,000 warrants to purchase two million (2,000,000) Series A Preferred shares of the Company which convert 1-50 into common stock and vote on an as converted basis. For the purchase, FOMO used $10,000 consideration of its credit line made available to us since June 2021.During the three months ended October 31, 2023, the Company was notified by the Secretary of State of Wyoming that FOMO Advisors, LLC ceased operations. As such, the Company recognized the remaining $260,384 of unrecognized expense relating to these warrants.

On January 22, 2024, the Company appointed Ron Zilkowski, CPA, MBA to its Advisory Board. The Company issued Mr. Zilkowski 20,000,000 million warrants with a three-year expiration as compensation for his services. The warrants were valued at $25,944, and unrecognized at January 31, 2024.

On January 23, 2024, the Company appointed Debbie Wildrick to its Advisory Board to guide and consult on the launch of health energy drink under the “FOMO” brand. The Company issued Ms. Wildrick 20,000,000 million warrants with a three-year expiration as compensation for his services. The warrants were valued at $27,942, and unrecognized at January 31, 2024.

Himalaya Technologies, Inc.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JANUARY 31, 2024 AND 2023

(UNAUDITED)

The Company estimates the fair value of each award on the date of grant using a Black-Scholes option valuation model that uses the assumptions noted in the table below. Since Black-Scholes option valuation models incorporate ranges of assumptions for inputs, those ranges are disclosed. Expected volatilities are based on the historical volatility of the Company’s stock. The Company uses historical data to estimate award exercise and employee termination within the valuation model, whereby separate groups of employees that have similar historical exercise behavior are considered separately for valuation purposes. The expected term of granted awards is derived from the output of the option valuation model and represents the period of time that granted awards are expected to be outstanding; the range given below results from certain groups of employees exhibiting different behavior. The risk-free rate for periods within the contractual life of the award is based on the U.S. Treasury yield curve in effect at the time of grant.

The following are the assumptions utilized in valuing the warrants:

Volatility	465	%
Expected life	3-5 years
Risk free rate	3% - 5.4	%
Dividend yield	0	%

The following table sets forth common share purchase warrants outstanding as of January 31, 2024 and July 31, 2023:

				Weighted Average		Intrinsic
	Warrants			Exercise Price		Value
Outstanding, July 31, 2022		65,000,000			0.0024		105,000

Warrants granted		-			-		-
Warrants exercised		(50,000,000	)		-		-
Warrants forfeited		-			-		-

Outstanding, July 31, 2023		15,000,000			0.01		-

Warrants granted		40,000,000			0.01		-
Warrants exercised		-			-		-
Warrants forfeited		-			-		-

Outstanding, January 31, 2024		55,000,000		$	0.01	$	-

- Definition

The entire disclosure for equity.

+ References

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+ Details

HIMALAYA TECHNOLOGIES, INC 10-Q/A