OTC: AGSS

On
July 15, 2020, Custodian appointed David Lazar as the Company’s Chief Executive Officer, President, Secretary, Chief Financial
Officer, Chief Executive Officer and Chairman of the Board of Directors.

AmeriGuard
Security Services, Inc. (“AmeriGuard”) was incorporated in California on November 14, 2002. The corporation was incorporated
with the issuance of 1,000 common shares formerly held by Lawrence Garcia, President and CEO with 550 shares and Lillian Flores, former
VP of Operations with 450 shares. On July 12, 2022, under the terms of a Settlement Agreement, Flores exchanged her 450 shares for
the consideration of $3,384,950 and a promissory note in that amount secured by a stock pledge. AmeriGuard provides armed guard services
as a federal contractor with licenses in 7 states and provides commercial guard services in California.

On
September 8, 2021, under the terms of a private stock purchase agreement, 10,000,000 shares of Series A-1 Preferred Stock, $0.001
par value per share (the “Shares”) of the Company, were transferred from Custodian Ventures, LLC to AmeriGuard. As a result,
AmeriGuard became holder of approximately 91% of the voting rights of the issued and outstanding share capital of the Company on a fully
diluted basis of the Company and became the controlling shareholder. The consideration paid for the Shares was $500,000. In connection
with the transaction, David Lazar forgave the Company all debts owed to him and/or Custodian Ventures, LLC.

On
September 8, 2021, the Company accepted the resignation of David Lazar as the Company’s Chief Executive Officer, Chief Financial
Officer, Treasurer, Secretary and as a Member of the Board of Directors. Effective on the same date to fill the vacancies created by
Mr. Lazar’s resignations, the Company appointed Lawrence Garcia as the Company’s President, CEO, CFO, Treasurer, Secretary,
and Chairman of the Board of Directors. These resignations are in connection with the consummation of the private stock purchase agreement
and was not the result of any disagreement with Company on any matter relating to Company’s operations, policies or practices.

On
March 11, 2022, the Company amended its articles of incorporation to change its name to AmeriGuard Security Services, Inc. (AGSS)
from Health Revenue Assurance Holdings, Inc. The name was deemed effective by FINRA on March 17, 2022.

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On
December 9, 2022, AGSS entered into the Merger Agreement. AmeriGuard became a wholly owned subsidiary of AGSS, and AGSS is the only
shareholder and will continue in its existence with one owner, AGSS. Pursuant to the Share Exchange, (a) the Majority Shareholder relinquished
all of his 573 AmeriGuard common shares and the Minority Shareholders relinquished all of their 67 AmeriGuard common shares, constituting
all issued and outstanding shares of AmeriGuard (the “AmeriGuard Shares”), and were issued an aggregate of 80,578,125 and
9,421,875 respectively of AGSS common shares, representing 86.26% and 10.09% of the outstanding Common Stock of AGSS and (b) AmeriGuard
returned the A-1 Preferred Stock of AGSS for retirement. After the issuance of the common shares, the existing 3,417,302 common shares
represent 3.66% of the outstanding common stock of AGSS.

Under
the AGSS Merger Agreement, One Hundred Percent (100%) of the ownership interest of Ameriguard was exchanged for an aggregate of 90,000,000
shares of common stock of AGSS issued to the Majority Shareholders and the Minority Shareholders, in accordance with the AGSS Merger
Agreement (the “AGSS Merger”). Also, as part of the AGSS Merger, Ameriguard cancelled the 10,000,000 shares of Series A-1
Preferred Stock it had purchased from Custodian Ventures, LLC. The former stockholders of Ameriguard acquired a majority of the issued
and outstanding common stock as a result of the share exchange transaction. Lawrence Garcia currently owns 78.55% of the issued and outstanding
voting stock of the Company and will be able to exert significant influence and control over the Company for the foreseeable future.

We
have 10,000,000 authorized and designated Series A-1 Preferred Stock which are entitled to seventy-two (72) votes per share of Series
A-1 Preferred Stock on all matters on which stockholders may vote. While we currently have no such shares issued and outstanding, the
voting rights afforded these Series A-1 Preferred Stock would give any future holders a disparate voting interest and allow them to potentially
exert control over the actions of the Company.

Pursuant
to the terms of a settlement agreement, by and among Garcia, AmeriGuard, and Lillian Flores (“Flores”), dated July 7,
2022 (the “Settlement Agreement”), AmeriGuard repurchased the 450 common shares of Flores for a total consideration of $3,384,950
payable in five equal annual installments compounded semi-annually at a three percent rate. The initial payment on July 8, 2022,
of $686,990 reduced the balance to $2,697,960. The second through fifth installment are due on December 31, 2023, through December 31,
2026. See Note 10 – Notes Payable to the 2025 financial statements.

Prior
to Merger, under the terms of a stock pledge agreement, by and among Garcia, Flores and AmeriGuard, dated July 7, 2022, 360 AmeriGuard
common shares remained held in AmeriGuard treasury pledged to Flores. On Merger these pledged shares were substituted with 50,625,000
AGSS common stock of the 80,578,125 issued to Lawrence Garcia. These pledged shares are redeemed and returned to Garcia based on a stock
redemption agreement, by and among Garcia, Flores and AmeriGuard, dated July 7, 2022.

The
purposes of the transactions described in this Current Report were to complete a business combination by a stock for stock merger and
complete a recapitalization of the company with the result being that AmeriGuard became a wholly owned subsidiary of AGSS, and AmeriGuards
management will be the management of AGSS.

There
was no offering with this merger. Effective immediately after the Share Exchange, the stock transfer books of AmeriGuard shall be closed.

On
October 20, 2023, the Company executed a share purchase agreement to acquire TransportUS Inc. TransportUS, Inc. was incorporated
on October 24, 2018, with an S-Corp tax election. The corporation was incorporated with the issuance of 1,000 shares with no-par
par value stock held by Lawrence Garcia, President and CEO. TransportUS Inc. provides human transportation services as a federal contractor,
currently providing services in the state of California.

The
purchase agreement was to issue 3,000,000 common shares to Lawrence Garcia in exchange for the 1,000 shares held from TransportUS, Inc.
The agreement called for the immediate issuance of 1,500,000 shares when the agreement was executed with the remaining 1,500,000 shares
to be issued contingent on TransportUS Inc., renewing its current transportation contract with the Veterans Administration in Long Beach
California. See financial statement Note 16 for further information regarding the Veterans Administration Long Beach contract.

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Overview

The
Company manages two separate subsidiaries: Ameriguard Security Services, Inc. (“AGS”) and TransportUS, Inc. (“TUS”).

AGS
principally provides guard services for Federal, State and Local governmental entities, quasi-governmental entities and for commercial
property. Guard services generated approximately $10.4 million in revenues for the fiscal year ended December 31, 2025. Guard services
include, providing armed and unarmed uniformed security personnel for access control, mobile patrols, traffic control, security console/system
operators, fire safety directors, communication, reception, concierge and front desk/doorman operations.

TUS
provides ambulatory and non-ambulatory services for the Veterans Administration, in Long Beach CA, Central Los Angeles CA and Loma Linda
CA. These three contracts generate approximately $12.6 million in revenues annually. TUS operates approximately 70 vehicles, a mixture
of sedans, minivans, and full-size vans with wheelchair lifts, along with a dispatch service available 24 hours a day, 365 days a year.
The Veterans Administration contracts are awarded to a related party company owned by Larence Garcia, AmeriGaurd Security Systems Inc,
(SYS), a California Corporation. To date TUS has managed the contracts in full and received all revenues and paid all expenses.

As
we continue to push growth organically as well as through acquisition, we will be able to realize a greater market share in each of these
two industries.

Corporation
Information

Our
principal executive offices are currently located at 5470 W Spruce Ave Suite 102 Fresno CA 93722.

Our
website; www.ameriguardsecurity.com and www.transportus.us

Employees

As
of December 31, 2025, AGSS had 6 administrative employees, AGS had 39 employees, and TUS had 103 employees. The Company considers
relations with its employees to be very good.

Our
Industries

Security

Security
guard and related services in the US is comprised of over 11,000 companies and 900,000 officers. We compete with top firms, such as Allied
Universal, Securitas, G4S and Prosegur Security, which control the majority of the industry. AGS revenue at approximately $10.4 million
in annual revenue places it in the median spot in the industry.

We
believe that the top 40 companies have the resources to harness technology, to expand their business into related services other than
guard services. Companies with over $50 million in revenue have, over the last 10 years, experienced steady growth while those guard
companies between $10 million and $20 million, the remaining 9,900 firms, have experienced greater challenges to increase revenues. We
believe that the principal reason for this is the steady diversification of security services away from the traditional guard services
to areas of utilization of technology requiring capital. Along with this, we believe that the profitability challenges below $20 million
annual sales are much more difficult than above $50 million in sales, largely due to the significant economies of scale achieve at the
higher revenue levels.

The
proliferation of technology while increasing efficacy in performance and inevitably lower costs in the future, the impact on the contract
security industry will likely have mixed results – positive for companies who harness technology into their service delivery strategies
– and negative for those companies who fail to invest in or adopt these service-enhancing capabilities. Despite the advances in
the U.S. contract guarding business over recent years, there remains a question as to the industry’s viability in view of the increasing
trend for integrating manned services with security systems (i.e. security video, access control and monitoring) along with the emergence
of other new smart technology options and solutions (i.e. robotics, drones, cybersecurity and crowd sharing alert notification).

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The
recent merger and acquisition trend, primarily by the major national and international security organizations and fueled by investment
and funding from private equity firms, is continuing. The underlying reason for this shift is less obvious and suggests an increasing
number of sellers who concluded that their better option was to exit and sell rather than remain in the marketplace and try to compete
and organically grow their market share.

Despite
its low barriers of entry and nominal capital requirements, the security guard business has become more challenging for the smaller owner/operator.
The traditionally historic advantage of the smaller operator’s ability to offer relationship-driven customized services is no longer
totally sufficient for sustainable growth – especially with the increasing regulatory challenges of the Affordable Care Act, federal
and state minimum wage laws, Family Medical Leave Act and state laws (i.e. meal and rest break reporting and now, predictive scheduling).

Even
stronger local and smaller regional companies are finding it more difficult to protect their client base and grow revenues under increasing
regulatory as well as competitive pressures. Larger regional and national organizations are dealing with the regulatory climate while
growing market share by leveraging infrastructure, technology, economies of scale with more aggressive pricing and better service reliability.
This approach appears to offer a more compelling value proposition from the client’s perspective, which seems evident by the higher
client retention rates reported by the major security companies.

However,
this consolidation trend may not be inevitable for the future as newer, more tech-savvy owner/operators enter the business and recognize
how to adopt best practices with a variety of sophisticated third-party software platforms and applications to help level the playing
field. These include talent management and on-boarding applications to attract, hire and maintain a more skilled and reliable workforce;
integrated labor management platforms to control scheduling, compliance, operations, payroll, billing and financial reporting; and state-of-the-art
social media marketing applications.

The
contract security industry should now be able to more effectively capitalize on and penetrate opportunities in a $20 billion in-house
market – especially for those companies who have invested and integrated technology into a more highly reliable ecosystem of protective
services.

For
the foreseeable future, the U.S. manned guarding business seems likely for continued sustainable growth. While the technology/manpower
ratio may shift the revenue mix going forward, based on today’s currently expanding U.S. economy, the prospects for an aggregate
growth rate of four percent or more seem realistic and perhaps even conservative, especially for ownership who have prudently invested
in technology enhancements to their core guarding operations.

Providing
these strategies can yield an attractive ROI, increase operating profits (EBITDA ranges of four to six percent and higher) and enterprise
valuations, this industry seems not only viable but also opportune for further investment consideration.

(The
above industry data taken from https://www.nasco.org/wp-content/uploads/2021/08/2021-Bob-Perry-Contract-Security-Industry-White-Paper-1.pdf)

Non-Emergency
Medical Transportation

The
non-emergency medical transportation (NEMT) industry is a fast-growing industry. A review of multiple publications available online indicates
the North American market was approximately $6.4 billion in 2022 with a compound annual growth rate of between 7.5% and 9%. This
provides TUS with a market of approximately $8.5 billion in 2026. As a relatively new company, it is positioned to grow rapidly in the
governmental NEMT market and is focused on expanding its market share in southern CA.

TUS
has an excellent reputation in the industry and will take advantage of this status as it bids on contracts moving forward. TUS will continue
to focus on providing high quality service with our excellent staff and improving the quality of our fleet. Taking advantage of the capital
markets available to AGSS, TUS will be able to enter more markets and be very competitive and profitable. TUS won two additional contracts
with the Department of Veteran’s Administration in 2024.

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