OTC: MTWO

M2i Global, Inc.

CIK 0001753373 · SIC 5050 · Metals & Minerals (Wholesale)

Micro Revenue $3K Assets $91K as of Aug 28, 2026

Unless otherwise stated or the context requires otherwise, references in this annual report on Form 10-K to “we,” “us,” “our,” the “Company,” “M2i,” and “our Company” refer to M2i Global, Inc., a Nevada corporation, and its subsidiaries. About this business →

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10-Q Filed Aug 27, 2026 · Period ending Jun 30, 2026

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8-K Filed Jul 29, 2026 · Period ending Jul 28, 2026

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8-K Filed Jun 29, 2026 · Period ending Jun 23, 2026

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8-K Filed Jun 10, 2026 · Period ending Jun 4, 2026

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10-Q Filed May 15, 2026 · Period ending Mar 31, 2026

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10-K Filed Jan 28, 2026 · Period ending Nov 30, 2025

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10-K Filed Feb 27, 2025 · Period ending Nov 30, 2024

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424B4 Filed Oct 11, 2024

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S-1/A Filed Oct 4, 2024

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S-1 Filed Sep 20, 2024

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424B4 Filed Dec 14, 2023

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S-1/A Filed Dec 7, 2023

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S-1 Filed Nov 21, 2023

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424B3 Filed Oct 2, 2019

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S-1/A Filed Sep 12, 2019

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S-1 Filed Feb 20, 2019

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Latest financial statements

From 10-Q filed Aug 27, 2026 (period ending Jun 30, 2026). As printed on the EDGAR/iXBRL face — not generated by the model.

As filed

Condensed Consolidated Statements of Operations (Unaudited)

Description Three months ended June 30, 2026 Three months ended June 30, 2025 Six months ended June 30, 2026 Six months ended June 30, 2025
Operating expenses
General and administrative 385,228 255,198 756,817 610,119
Legal and professional 1,284,891 1,112,298 2,926,033 1,807,138
Total operating expenses 1,670,119 1,367,496 3,682,850 2,417,257
Loss from operations (1,670,119) (1,367,496) (3,682,850) (2,417,257)
Other income (expense)
Gain on extinguishment of debt 350,263 - 350,263 -
Gain (loss) on derivative liability 363,357 - 508,908 -
Interest expense (29,194) (55,243) (47,996) (69,125)
Total other income (expense) 684,426 (55,243) 811,175 (69,125)
Net Loss (985,693) (1,422,739) (2,871,675) (2,486,382)
Loss per share (0.00) (0.00) (0.00) (0.00)
Weighted average shares outstanding basic 791,974,572 637,201,539 761,818,087 618,520,151

Condensed Consolidated Balance Sheets

Description June 30, 2026 unaudited December 31, 2025
Assets
Current assets
Cash 54,661 515,438
Prepaids and other current assets 36,336 102,068
Total current assets 90,997 617,506
TOTAL ASSETS 90,997 617,506
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities
Accounts payable and accrued expenses 991,572 934,276
Accounts payable and accrued expenses related party 2,391,772 1,867,610
Convertible note, net of discount 205,000 230,000
Derivative liability 1,462,937 507,733
Promissory notes 500,000 -
Shares unissued liability - 4,137,500
Total current liabilities 5,551,281 7,677,119
Total Liabilities 5,551,281 7,677,119
Commitments and contingencies 312,500
Stockholders’ deficit
Preferred stock, authorized 10,000,000 shares, $.001 par value Series A preferred stock authorized 100,000 shares, 100,000 shares issued and outstanding, at June 30, 2026 and December 31, 2025, respectively 100 100
Series B preferred stock authorized 750 shares, 557 and 0 issued and outstanding at June 30, 2026 and December 31, 2025, respectively 1 -
Common stock, authorized 1,000,000,000 shares, $.001 par value, 824,074,734 and 716,021,604 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively 824,075 716,022
Treasury stock (435,000) (435,000)
Additional paid in capital 10,640,321 5,964,871
Accumulated deficit (16,489,781) (13,618,106)
Total stockholders’ deficit (5,460,284) (7,372,113)
Total liabilities and stockholders’ deficit 90,997 617,506

Condensed Consolidated Statements of Cash Flows (Unaudited)

Description Six months ended June 30, 2026 Six months ended June 30, 2025
Cash flows from operating activities
Net loss (2,871,675) (2,486,382)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization 166,666 -
Shares issued for services 540,000 229,778
Shares to be issued for expenses 2,500 -
(Gain) on extinguishment of debt (350,263) -
(Gain) loss on derivative liability (508,908) -
Changes in operating assets and liabilities
Prepaid expenses and other current assets 65,732 35,472
Accounts payable and accrued expenses 781,637 429,612
Accounts payable and accrued expenses-related party 524,161 268,893
Net cash used in operating activities (1,650,150) (1,522,627)
Cash flows from financing activities
Cash received for shares issued 689,373 1,154,600
Cash received for shares to be issued - 625,262
Proceeds from promissory loans 500,000 -
Loan payable D&O insurance - 35,158
Repayment of related party loan - (87,896)
Net cash provided by financing activities 1,189,373 1,727,124
Net increase (decrease) in cash (460,777) 204,497
Cash, beginning of period 515,438 36,022
Cash, end of period 54,661 240,519
Supplemental schedule for non-cash financing activities
Settlement of outstanding payables for Series B preferred shares 718,358 -
Conversion of convertible debt 30,984 -
Settlement of continency for common shares 312,500 -
Series B preferred stock and warrants issued in settlement of shares 4,137,500 -

Amounts as printed on the EDGAR/iXBRL face. Labels, columns, and figures are the filing face, not a GAAP stencil. Interactive statements & notes on EDGAR ↗

About M2i Global, Inc.

Source: Item 1 (Business) from the 10-K filed January 28, 2026. Description as filed by the company with the SEC.

Item
1. Business

Unless
otherwise stated or the context requires otherwise, references in this annual report on Form 10-K to “we,” “us,”
“our,” the “Company,” “M2i,” and “our Company” refer to M2i Global, Inc., a Nevada corporation,
and its subsidiaries.

OUR
BUSINESS

Our
Vision

Our
vision is to secure reliable access to critical minerals and metals for the U.S., its allies, and partners. We expect to accomplish this
by developing a world-class portfolio of critical minerals and materials projects. The diversity of our portfolio will provide an integrated
solution to the challenges facing the critical minerals and materials industry in the U.S.

Critical
Minerals Underpin U.S. Economic Security and National Defense

The
U.S. relies on critical minerals flow for its National Defense and Economic Security. The defense of our nation is contingent on the
ability to manufacture the elements that collectively represent our national military power. Equally important is the critical mineral
flow that fuels our nation’s economy, providing the elementary materials that support all technology innovation, manufacturing,
and energy sectors, to name only a few.

The
U.S. is dependent on foreign sources for almost all of the critical minerals that serve as the foundational building blocks for the industries
that underpin our nation’s defense as well as those that are serving as the primary engine for our economic strength and growth.

These
sectors are rapidly exposing vulnerabilities in the current supply chain. Our strategic focus is on securing a reliable supply of critical
minerals essential for national defense, economic stability, advanced manufacturing, and energy infrastructure. Recent examples of these
vulnerabilities are China’s announcements to ban export of important, dual use minerals, such as the announcement in December 2024
banning antimony, tungsten, and tantalum, as well as additional bans affecting tungsten and indium in February of 2025.

Read full description ↓

In the U.S., the Secretary
of Interior pursuant to authority under the Energy Act of 2020, acting through the director of the U.S. Geological Survey, determines
the list of critical minerals and materials. The final 2025 list of critical minerals includes the following 60 minerals: Aluminum, antimony,
arsenic, barite, beryllium, bismuth, boron, cerium, cesium, chromium, cobalt, copper, dysprosium, erbium, europium, fluorspar, gadolinium,
gallium, germanium, graphite, hafnium, holmium, indium, iridium, lanthanum, lead, lithium, lutetium, magnesium, manganese, metallurgical
coal, neodymium, nickel, niobium, palladium, phosphate, platinum, potash, praseodymium, rhenium, rhodium, rubidium, ruthenium, samarium,
scandium, silicon, silver, tantalum, tellurium, terbium, thulium, tin, titanium, tungsten, uranium, vanadium, ytterbium, yttrium, zinc,
and zirconium.

The Energy Act of 2020 also requires the Secretary of Energy, acting
through the Undersecretary for Science and Innovation, in conjunction with other departments, to determine the Critical Materials List.
The Final 2023 Critical Materials list has 18, of which only two do not appear on the Critical Minerals List. The full list of critical
materials includes aluminum, cobalt, copper, dysprosium, electrical steel* (grain-oriented electrical steel, non-grain-oriented electrical
steel, and amorphous steel), fluorine, gallium, iridium, lithium, magnesium, natural graphite, neodymium, nickel, platinum, praseodymium,
terbium, silicon, and silicon carbide* (asterisked materials are unique to the critical materials list).

The
vital market for critical minerals and metals is the enabling component of the vital transition of the energy market. The infrastructure
requirement for clean energy is dependent on the availability of the raw materials that these minerals represent.

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The ability to generate, transmit, distribute, and store energy is
at the center of all U.S. industrial capacity. Key examples that highlight the growing importance that critical minerals play in the increasing
demand for energy are energy generation and storage, increase of Artificial Intelligence (AI), use, development and demand, data center
expansion and cryptocurrency mining, among many other existing and developing industries.

Nickel, lithium, cobalt, and graphite are used in batteries. Rare-earth
minerals such as neodymium and samarium are essential to the magnets necessary for turbines and electric motors. supported by copper,
nickel, and rare earths, which are also required for the robust energy infrastructure, power distribution, and thermal management demanded
by the increasing demand for energy. Additional essential minerals like aluminum and neodymium are critical for transmission lines, transformers,
and high-efficiency motors. An unstable supply of these minerals threatens the ability to meet the continued growth of demand for energy.

The
chart in figure 1 depicts the projected growth of the demand for specific minerals that provide the base material for the manufacturing
of electrical vehicle and energy storage batteries. The growth rate for projected demand in 2050 is presented using 2020 as the base
of comparison (Source: https://www.iea.org/reports/the-role-of-critical-minerals-in-clean-energy-transitions; The Role of Critical Minerals
in Clean Energy Transitions”).

Figure
1: Energy Storage Minerals

Many
of these critical minerals are mined and processed in a small number of countries, as illustrated in the chart in Figure 2 (Source: “The
global fight for critical minerals is costly and damaging,” Nature, July 19, 2023).

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Figure
2: Sources of Minerals

The
current dependence on foreign sources for critical materials supply flow and minerals processing must be addressed in the short and mid-term
to create a stable supply chain of these materials to support both the national and economic security of the U.S. The table (Figure 3)
depicts the current level of foreign sources for critical minerals by industry (Source: U.S. Department of the Interior U.S. Geological
Survey, MINERAL COMMODITY SUMMARIES 2023).

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Figure
3: Critical Minerals List Associated with Key Industries

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Our
Organizational Chart

M2i’s
structure will be built upon three separate business units with standalone P&Ls to carry on the Company’s objectives. Each
P&L, led by a vice president, will work with a management team focused on implementing and building each business line and contribute
respectively to the overall organization. The vice presidents will report to the president/chief executive officer of the Company. M2i
will establish a finance department, staffed by a Director of Finance and Controller to ensure the effective and efficient management
of funds, and to implement appropriate accounting controls.

M2i
Mining, Processing, & Refining

The primary business purpose of M2i MPR is to develop and supply the
value chain of critical metals needed by the U.S. and its free trade partners. M2i MPR will supply the 60 critical minerals, including
the rare earth elements (“REE”) as defined by the U.S. Geologic Survey in 2025, as well as the 18 critical materials defined
by the U.S. Department of Energy in 2023. These minerals will be sourced globally from mines adhering to ethical and sustainable extraction
principles and guidelines.

Strategic
Alliances

The
Company’s focus is to enter strategic alliances (“SAs”) to further its business objectives; namely through multiple
mechanisms including asset acquisition and independent supply contracts. The SAs will likely be with companies that can expand our capability
to extract minerals from existing mines, assist in implementing new mining projects, and develop and place into production new technologies
and processes in extracting and processing minerals. Our efforts, and particularly our SAs will be focused on delivering guaranteed access
to critical minerals and metals for national defense and economic security.

Currently,
we have entered into a strategic alliance (SA) with Reforme Group (“Reforme”), an Australian mining and recycling company
(the “SA Agreement”) wherein Reforme and M2i will create an Australian proprietary limited company (“M2iAust”)
to source and trade critical minerals and metals. It is currently anticipated that M2i and Reforme Group will each be equal shareholders
in M2iAust. It is currently anticipated that the SA Agreement will enable us to capitalize on Reforme’s expertise in critical minerals.
Reforme is an innovative Australian mining services, infrastructure, recycling, and renewables company with specialized expertise in
the development of green and brown field mining projects with the demonstrated capability in end-to-end management of mine operations,
processing, logistics and off-take negotiations.

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The SA will play a pivotal role in advancing the critical minerals
supply chain needed for innovation, industrial demands, and energy expansion. We expect that the SA will extract critical minerals from
existing brownfield mines’ tailings utilizing a novel extraction technologies and process developed by Reforme. Reforme’s
technology includes mine remediation methods to return the site to a state that would satisfy government and community concerns. It is
anticipated that Reforme will grant M2iAust a right of first refusal to enter into offtake agreements with Reforme or its related corporate
entities for any critical metals and strategic minerals extracted from mining tenements owned or controlled by Reforme. M2i will support
the development of strategic resources by Reforme. Together, the companies will refer any third party off take opportunities in the Asia
Pacific region for strategic resources to M2iAust. M2iAust will negotiate offtake agreements to secure offtake from Reforme and third
parties for offtake which will be sold to M2i in subsequent offtake agreements. The SA has a term of 5 years unless agreed otherwise.
By leveraging their combined expertise and resources, the partners intend to establish a more sustainable and efficient critical minerals
ecosystem that fully aligns with the objectives outlined in the United States-Australian Climate, Critical Minerals, and Clean Energy
Transformation Compact.

The
Company’s subsidiary, U.S. Minerals and Metals Corp.,(“USMM”) has assigned its two contracts with Lyons Capital, LLC
to the parent Company, M2i Global, Inc. On February 23, 2023, USMM, and Lyons Capital, LLC (“Lyons”) entered into a business
development agreement wherein Lyons agreed to act as Senior Strategic and Business Development Advisor to USMM for a term of 10 years
(the “BDA”). Lyons received, on January 2, 2024, and on the first business day of each year thereafter 10,000,000 shares
of USMM’s common stock in exchange for a purchase price of $1,000 per year. The BDA may be terminated by either party for any reason
effective upon the first business day of the calendar year following the termination notice provided at least 30 days in advance.

Lyons
and USMM also entered into the Wall Street Conference Business Development Agreement on February 23, 2023 (the “WSCA”), which
was also assigned to the parent Company, M2i Global, Inc. In the WSCA, Lyons agreed, for a term of 5 years, to provide USMM with a yearly
event sponsorship, including a speaking slot at the Wall Street Conference organized by Lyons, and introductions to, among others, personnel
for business development opportunities. In exchange, Lyons will receive $2,000,000 per year in either cash or shares of USMM.’s
common stock (if elected, the issuance of shares will be issued at a purchase price of $200 per year).

Pursuant
to the Agreement and Plan of Merger, dated as of May 12, 2023, and entered into by and among Inky, Inc. and U.S. M and M Acquisition
Corp. and U.S. Minerals and Metals Corp., which is annexed hereto as exhibit 2.01 below, at the time of consummation of the merger, all
shares of USMM were simultaneously converted into shares of M2i Global, Inc.’s common stock, and thus, any shares issued by USMM
pursuant to the BDA or WSCA, as referenced above are now issued from M2i Global, Inc.

M2i
Scrap & Recycling

M2i
has identified an opportunity to establish a source of critical minerals from scrap and recycling of metals currently reaching their
end of life in their current use. Small and medium sized scrap metal recycling yards present an opportunity as many are family owned,
with a good solid business, but are reaching the end of their succession plan and will need to close or sell. The scrap and recycling
businesses we are considering provide low risk with good cash flow. The S&R Division acquisitions are an early emphasis for M2i and
will generate steady revenue and profit.

Critical
metals are of vital importance for the defense sector across the air, sea, and land domains. For instance, tantalum is needed in warheads,
and high-performing alloys used in fuselages of combat aircraft require niobium, vanadium, and molybdenum.

We
see an opportunity to establish a closed-loop, transparent program for capturing and returning critical metals and minerals in the defense
industrial supply chain. This program would encompass both new production and end-of-life systems, ensuring that these valuable resources
are reused domestically rather than relying on foreign sources.

M2i
Government and Defense Industrial Base

M2i
Government and Defense Industrial Base (“DIB”) is the business unit established with the goals of aligning U.S. policy in
terms of industry requirements and national interests. The cornerstone of the value proposition of M2i DIB is the creation and management
of the Critical Minerals Reserve (“CMR”) to enable an uninterrupted supply of the most critical minerals and metals to mitigate
the current and future vulnerabilities of this vital supply chain.

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The
ongoing liaison with selected members of the congressional contingent from Nevada will act to ensure that the CMR pilot retains the focus
of each respective office. We expect that the conclusion of a successful pilot in 2026 will lead to the establishment of the second phase
of the CMR, which is to build out the CMR to multiple locations, to ensure resilient supply chain of critical minerals to private sector
industry organizations.

Human
Capital

Recruiting
the right people will be critical to our success. We believe that the team of officers, directors and advisors that we have already assembled
will provide a strong foundation for developing our business.

Financing
Sources

We
estimate that our first two years of operation will require $20-30 million. Our aim is to augment the capital raised with obtaining government
funding to meet this need.

Competition

The
Company, upon achieving its business objectives, believes it will be one of the only companies that operates across the full spectrum
of the mineral and metals industry.

The
rare earths mining and processing markets are capital intensive and competitive. Outside of the six (6) major rare earth producers in
China, and those consolidated under their production quotas-there are only two other producers operating at scale, MP Materials and Lynas,
which processes its rare earth materials in Malaysia. The Company’s competitors may have greater financial resources, as well as
other strategic advantages to maintain, improve and possibly expand their facilities.

It
is possible that when the Company achieves its anticipated production rates and other planned products, the increased competition could
lead competitors to engage in predatory pricing behavior. Any increase in the amount of rare earth products exported from other nations,
and increased competition, whether legal or illegal, may result in price reductions, reduced margins and loss of potential market share,
any of which could materially and adversely affect our profitability.

Additionally,
our potential Chinese competitors have historically been able to produce at relatively low costs due to domestic economic and regulatory
factors, including less stringent environmental regulations. If we are not able to achieve the projected costs of production, then any
strategic advantages that our competitors may have over us, such as lower labor and production costs, could have a material adverse effect
on our business. As a result of these factors, we may not be able to compete effectively against current and future competitors.

Many
of the Company’s competitors, as well as potential competitors, possess substantially greater financial, marketing, personnel and
other resources than the Company. The Company’s competitors and potential competitors include far larger, more established companies
that have access to capital markets, and to other funding sources that may be unavailable to the Company. There can be no guarantee that
the Company will be able to compete successfully against current or future competitors or that competitive pressures faced by the Company
will not materially adversely affect its business, operating results, and financial condition.

Compliance
with Government Regulation

Mining
operations and exploration activities are subject to various national, state, and local laws and regulations in United States, as well
as other jurisdictions, which govern prospecting, development, mining, production, exports, taxes, labor standards, occupational health,
waste disposal, protection of the environment, mine safety, hazardous substances and other matters.

We
believe that we are and will continue to be compliant in all material respects with applicable statutes and the regulations passed in
the United States. There are no current orders or directions relating to our Company with respect to the foregoing laws and regulations.

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