OTC: TMGI

Transglobal Management Group, Inc.

CIK 0001434601 · SIC 4832 · Radio Broadcasting

Micro Revenue $990K Assets $3M as of Oct 11, 2026

With the acquisition of GetGolf, LLC in October 2025, the Company shifted its primary focus to the golf industry. GetGolf is led by industry veteran Jeff Foster. Mr. Foster’s professional background includes founding Arizona Fairways Magazine and Arizona Golf and Travel, as well as decades of… About this business →

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8-K Filed Oct 8, 2026 · Period ending Oct 2, 2026

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8-K Filed Oct 7, 2026 · Period ending Oct 6, 2026

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8-K Filed Oct 2, 2026 · Period ending Sep 30, 2026

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10-K Filed Sep 15, 2026 · Period ending May 31, 2026

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8-K Filed Aug 18, 2026 · Period ending Aug 17, 2026

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8-K Filed Aug 12, 2026 · Period ending Aug 6, 2026

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8-K Filed Jul 31, 2026 · Period ending Jul 31, 2026

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8-K Filed Jun 18, 2026 · Period ending Jun 15, 2026

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8-K Filed May 28, 2026 · Period ending Mar 20, 2026

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8-K Filed Apr 15, 2026 · Period ending Apr 1, 2026

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10-Q Filed Apr 13, 2026 · Period ending Feb 28, 2026

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8-K Filed Mar 26, 2026 · Period ending Mar 23, 2026

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8-K Filed Mar 3, 2026 · Period ending Feb 17, 2026

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10-Q Filed Jan 20, 2026 · Period ending Nov 30, 2025

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10-K Filed Sep 11, 2025 · Period ending May 31, 2025

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10-K Filed Sep 10, 2024 · Period ending May 31, 2024

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Latest financial statements

From 10-K filed Sep 15, 2026 (period ending May 31, 2026). As printed on the EDGAR/iXBRL face — not generated by the model.

As filed

Consolidated Statements of Operations

Description Years ended May 31, 2026 Years ended May 31, 2025
Revenues 990,084 11,040
Cost of Revenues 697,511 –
Gross profit 292,573 11,040
OPERATING EXPENSES
Salaries and Consulting fees 395,458 120,000
Professional fees 427,210 30,393
Other selling, general and administrative 387,906 12,519
Total Operating Expenses 1,210,574 162,912
LOSS FROM OPERATIONS (918,001) (151,872)
OTHER INCOME (EXPENSES)
Loss on earnest money deposit (200,000) –
Gain on extinguishment of debt 1,930,461 –
Expense from derivative liability (163,492) (419,711)
Loss of markdown of investment (3,700,000) –
Interest expense (including amortization of debt discounts of $924,813 and $31,709, respectively) (2,778,433) (376,869)
Total Other Income (Expenses) (4,911,464) (796,580)
LOSS BEFORE INCOME TAXES (5,829,465) (948,452)
INCOME TAX EXPENSE – –
NET LOSS (5,829,465) (948,452)
BASIC AND DILUTED:
Net loss per common share (0.69) (0.24)
Weighted average shares outstanding 8,461,694 3,913,742

Consolidated Balance Sheets

Description May 31, 2026 May 31, 2025
ASSETS
CURRENT ASSETS
Cash and cash equivalents 165,532 1,071
Accounts receivable 38,160 11,040
Prepaid investment 5,000 –
Total Current Assets 208,692 12,111
OTHER ASSETS
Investment in Acquisition 2,500,000 6,200,000
Loans receivable, related party 35,237 35,237
Music inventory, net of accumulated depreciation of $-0- and $21,815, respectively – 453
Trademark costs – 11,165
Total Other Assets 2,535,237 6,246,855
TOTAL ASSETS 2,743,929 6,258,966
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable and accrued liabilities 243,391 106,217
Accrued interest payable on notes payable 1,246,964 1,182,097
Accrued consulting fees 26,887 351,700
Notes payable 1,775,661 1,409,646
Notes payable to related parties 2,518,800 2,086,815
Derivative liability 2,158,096 625,824
Total Current Liabilities 7,969,799 5,762,299
TOTAL LIABILITIES 7,969,799 5,762,299
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred Stock, $0.0001 par value; 20,000,000 shares authorized, 200 and 200 shares issued and outstanding – –
Common stock, $0.0001 par value; 5,000,000,000 shares authorized, 24,981,619 and 4,212,498 shares issued and outstanding, respectively 2,497 421
Common stock payable 100,000 –
Additional paid-in-capital 16,313,035 16,308,184
Accumulated deficit (21,641,402) (15,811,938)
Total Stockholders' Equity (Deficit) (5,225,870) 496,667
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) 2,743,929 6,258,966

Consolidated Statements of Cash Flows

Description Years ended May 31, 2026 Years ended May 31, 2025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss (5,829,465) (948,452)
Adjustments to reconcile net income to net cash used by operating activities:
Depreciation of music inventory 39 282
Change in fair value of derivative liability 163,492 419,711
Amortization of debt discounts 924,813 31,709
Default fees added to notes principal balance 1,046,808 –
Gain on elimination of debt (1,930,461) –
Loss on write down of investment 3,700,000 –
Adjustments for GetGolf purchase agreement (253,422) –
Common stock payable 100,000 –
Changes in operating assets and liabilities:
Accounts receivable (27,120) (11,040)
Prepaid investment (5,000) –
Accounts payable and accrued liabilities 137,174 29,142
Accrued interest payable on notes payable 556,620 346,910
Accrued consulting fees 26,837 119,800
Net Cash Used by Operating Activities (1,389,685) (11,938)
CASH FLOWS FROM INVESTING ACTIVITIES: – –
CASH FLOWS FROM FINANCING ACTIVITIES:
Bank overdraft – (89)
Proceeds from notes payable 2,060,550 –
Repayments of notes payable and accrued interest (403,912) –
Proceeds from standby equity agreement 25,500 8,598
Repayments of notes payable to related parties (152,992) –
Proceeds from notes payable to related parties 25,000 4,500
Net Cash Provided by Financing Activities 1,554,146 13,009
NET INCREASE IN CASH AND CASH EQUIVALENTS 164,461 1,071
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 1,071 –
CASH AND CASH EQUIVALENTS, END OF PERIOD 165,532 1,071
SUPPLEMENTAL CASH FLOW INFORMATION
Cash Payments For:
Interest – –
Income taxes – –
Non-cash investing and financing activities:
Forgiveness of SBA PPP loans recorded as equity 170,000 –
Accrued consulting fees converted into promissory note 131,300 –
Conversion of debt and accrued interest into common stock 246,427 66,069
Initial setup of derivative liability 1,633,881 –
Forgiveness of accrued consulting fees by shareholders – 1,154,017

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 Transglobal Management Group, Inc.

Source: Item 1 (Business) from the 10-K filed September 15, 2026. Description as filed by the company with the SEC.

ITEM 1. BUSINESS.

Corporate Information

With
the acquisition of GetGolf, LLC in October 2025, the Company shifted its primary focus to the golf industry. GetGolf is led by industry
veteran Jeff Foster. Mr. Foster’s professional background includes founding Arizona Fairways Magazine and Arizona Golf and Travel,
as well as decades of experience in the golf industry, including golf course operations, golf-related media and marketing systems.

As part of the acquisition of
GetGolf, the Company acquired a portfolio of golf-related technology and reservation-system assets. These assets are intended to support
a scalable booking and customer-engagement platform.

While these golf-related assets
did not contribute materially to our operations during the fiscal year ended May 31, 2026, we expect that, under the leadership of our
new Board and management team, we will explore ways to expand our current golf assets and pursue new opportunities in the expanding industry,
including:

Stand By Golf

Stand By Golf is a proprietary,
cloud-based golf reservation, yield-management, and operations platform designed to optimize golf course utilization, monetize unused
tee times, and enhance golfer engagement. The system functions as both a consumer-facing marketplace and an enterprise-level golf course
management tool.

Key components and functionality
include:

·
Dynamic Tee-Time Reservation Engine. Allows real-time booking of tee times across participating courses, including yield-optimized pricing based on demand, weather, off-peak windows, and last-minute inventory;

Read full description ↓

·
Revenue Optimization & Standby Pricing Model. The platform enables “stand-by” or distressed inventory monetization, allowing golf courses to convert unused tee times into revenue through algorithmic discounting without eroding premium brand pricing.

·
Course Operations & Capacity Management. Integrated tools for course operators to manage availability, pace-of-play intervals, staffing needs, and daily revenue forecasting.

·
Golfer Account & Loyalty Ecosystem. Includes customer profiles, repeat-play rewards, membership integration, promotional offers, and data-driven marketing tools.

·
Enterprise Integration Capabilities. Designed to integrate with point-of-sale systems, access control, payment processing, customer relationship management (CRM), and future tokenized loyalty or rewards platforms.

·
Scalable Licensing & White-Label Potential. The Stand By Golf platform is structured for:

o
Software-as-a-Service (SaaS) licensing to third-party golf operators,

o
White-label implementations for resort chains,

o
Enterprise B2B partnerships with golf management companies.

If successfully developed and
commercialized, this technology asset is intended to provide a scalable digital infrastructure layer that could support subscription,
transaction, advertising, and marketing revenue without requiring ownership of physical golf courses. The platform has not generated material
revenue to date, and no assurance can be given that any of these revenue streams will be realized.

1

GETGOLF

GETGOLF is designed as an integrated
online platform for golfers and golf-course operators. If fully implemented, GETGOLF.com is expected to enable users to search for and
purchase golf-related offerings in real time through a proprietary search engine.

If fully implemented, GETGOLF.com is intended to
allow golfers to:

· Access available tee times from participating courses

· Access listings for golf courses throughout the United States

· Participate in a loyalty program designed to encourage repeat use

· Use loyalty credits across eligible offerings on the site

· Earn rewards based on eligible golf purchases, redeemable as site credits
or gift cards

· Book eligible tee times without a booking fee

Traveling golfers would be able to:

· Use GETGOLF.com to arrange components of a golf trip, including tee times

· Hotels, Resorts & Home Rentals

· Airfare

· Car Rentals

Local golfers would be able to:

· Book their golf while taking advantage of a loyalty program

· Enter their scores for handicap tracking in conjunction with local golf associations

· Participate in Access Global™ if a member of a golf association, through
GETGOLF.com

If successfully developed and
commercialized, this technology asset is intended to provide a scalable digital infrastructure layer that could support subscription,
transaction, advertising, and marketing revenue without requiring ownership of physical golf courses. The platform has not generated material
revenue to date, and no assurance can be given that any of these revenue streams will be realized.

Strategic Integration
of Golf Technology Assets

Collectively, the Stand By Golf
and GETGOLF platforms are intended to create an integrated golf technology and customer-engagement model, enabling the Company to:

·
Integrate software infrastructure, reservation functionality, and customer engagement,

·
Develop analytics across participating and third-party golf platforms,

·
Monetize golfer data, booking behavior, and loyalty engagement,

·
Expand through:

o
Strategic technology acquisitions and commercial partnerships,

o
Licensing of the Stand By Golf platform to third-party operators,

o
Commercial relationships with golf-course operators,

o
Future tokenized or digital loyalty systems.

2

There can be no assurance that
any particular initiative will be successful or will generate material revenue, and we may choose to prioritize or defer such efforts
depending on capital availability, market conditions and other factors described in this report.

Business Strategy

Across our segments, our strategy
is to:

·
Grow our customer reach and engagement through advertising and social media outreach;

·
monetize our existing customer base via advertising, events, subscriptions, sponsorships, and direct-to-consumer product sales;

·
leverage our branded intellectual property (e.g., GETGOLF and Stand By Golf) to build durable franchises that can be extended into new channels and product categories;

·
deploy an integrated operating model that combines proprietary technology, consumer brands, and technology-enabled revenue streams to capture value across the entire customer lifecycle, from digital engagement through in-person experiences;

·
operate with a lean cost structure while using third-party vendors and partners to provide technology, distribution, and specialized services; and

·
access growth capital through equity lines, private placements and other financing mechanisms until our operations are able to support themselves from recurring revenues.

Our near-term priorities include:

Integrating the golf-related assets received in the GetGolf Transaction
into a coherent strategic plan, including:

·
development and deployment of the GETGOLF platform; and

·
identifying and acquiring cash-flow-producing golf course properties; and

·
expansion of Stand By Golf™ through third-party course licensing, enterprise partnerships, and white-label deployments; and

·
strengthening our internal controls, governance, and reporting infrastructure under the leadership of our new Board and management team.

Transglobal Management Group,
Inc.

Transglobal Management Group,
Inc. manages corporate governance of its wholly owned subsidiaries, secures financing for operations, seeks out products and companies
for acquisition and implements the marketing plan of the Company to achieve profitability. Our primary objective is to develop our GETGOLF
platform and expand our Stand By Golf network into a nationwide system.

GETGOLF

GETGOLF is designed as an integrated
online platform for golfers and golf-course operators. If fully implemented, GETGOLF.com is expected to enable users to search for and
purchase golf-related offerings in real time through a proprietary search engine.

Stand By Golf

Stand By Golf has operated for
more than 36 years across three established golf markets: Palm Springs, California; Phoenix/Scottsdale, Arizona; and Las Vegas, Nevada.
Stand By Golf offers access to discounted tee times, which management believes represent savings of approximately 20% to 60% compared
with the posted rates of participating courses, with reservations available both same-day and up to 90 days in advance.

3

Our History

Transglobal Management Group,
Inc.

Our company was incorporated on
January 30, 2008 in the State of Florida, as Maximum Consulting, Inc. and shortly thereafter changed its name to ZhongSen International
Tea Company, with the principal business objective of providing sales and marketing consulting services to small to medium sized Chinese
tea producing companies. On May 31, 2013, our Company entered into an acquisition agreement (the “Acquisition”) with Music
of Your Life, Inc., a Nevada corporation (“MOYL Nevada”). As a result of the Acquisition, MOYL Nevada became a wholly owned
subsidiary of our Company. We changed our name to Music of Your Life, Inc. effective July 26, 2013. On August 16, 2018 we merged with
The Marquie Group, Inc., a Utah corporation, changed our name and adopted the ticker symbol “TMGI”.

On August 16, 2018, the Company
completed a merger with The Marquie Group, Inc., a Utah corporation (“TMGI”). The transaction resulted in the issuance of
100,000 of our common stock shares to TMGI’s shareholders. Post-merger, the total common stock shares issued and outstanding totaled
102,277. On December 5, 2018, the Company amended and restated its Articles of Incorporation. This amendment changed the Company's name
from "Music of Your Life, Inc." to "The Marquie Group, Inc." A symbol change with FINRA occurred on February 22, 2019,
moving from "MYLI" to "TMGI." On December 16, 2025, the Company again amended and restated its Articles of Incorporation
to change its name from “The Marquie Group, Inc.” to “Transglobal Management Group, Inc.” During this period,
we funded the Company using convertible debt instruments from several lenders.

Our Market

GETGOLF

The U.S. golf industry generates
more than $95 billion in annual revenues, according to published industry sources, and a substantial majority of tee-time reservations
and related travel bookings are made online. The Company believes Stand By Golf has opportunities to enhance margins and expand reach
through operational efficiencies, technology integration, and targeted marketing initiatives. There can be no assurance that these opportunities
will be realized.

Stand By Golf

Stand By Golf’s business
benefits from a long operating history, a loyal and growing customer base, and a well-established presence in highly desirable golf markets.
We see meaningful opportunities to enhance margins and expand reach through operational efficiencies, technology integration, and targeted
marketing initiatives.

Golf & Lifestyle Brand
Competitive Conditions

As part of the Purchase Agreement,
the Company acquired the rights to the GETGOLF and Stand By Golf platforms, together with their associated intellectual property, operating
rights, software systems, data, customer relationships, and marketing assets.

The golf industry—particularly
tee-time booking platforms, yield-management software, golf course operations systems, golf travel tools, player engagement applications,
and golf lifestyle marketing—is highly competitive and rapidly evolving. This competitive landscape includes:

·
large-scale golf booking platforms;

·
course management systems;

·
golf lifestyle content providers;

·
regional and local golf course operators with their own promotional channels;

·
emerging technology companies offering real-time tee-time scheduling; and

·
companies pursuing AI-driven analysis of player behavior and course utilization.

4

Unlike pure-play software competitors,
the Company’s strategy integrates proprietary technology through the Stand By Golf platform. While this vertically integrated model
offers strategic advantages in data collection, pricing optimization, and customer engagement, it also positions the Company to be a competitor
in the golf technology and digital-marketplace segments of the golf industry.

Our success in this segment
will depend on, among other factors:

·
the continued development, reliability, scalability, and market adoption of the Stand By Golf platform;

·
our ability to acquire, efficiently operate, market, and optimize revenues with future golf course assets;

·
successful integration of golf technology with our broader media, lifestyle, and branded content platforms;

·
access to sufficient capital to support software development, marketing, commercial partnerships, and geographic expansion; and

·
the ability of our management team to execute within a competitive, technology-driven and experience-based consumer services industry.

Given that the Company is in the
early stages of deploying and scaling its golf technology and digital-platform strategy, and given our limited financial resources relative
to many competitors, there is a meaningful risk that better-capitalized competitors may move more quickly, secure larger customer bases,
deploy more advanced technology, or establish stronger brand recognition before we are able to fully commercialize, scale, or defensively
position our golf-related assets. Such competitive pressures could materially and adversely affect our operating results and financial
condition.

Market Demand - Demographics

Demographic and participation
trends influence demand in the golf industry:

·
The golf industry continues to experience elevated participation following the post-COVID boom, with rising recreational play and increased demand for golf travel.

Competition also continues to
increase in the markets in which we operate:

·
Golf technology platforms are expanding quickly.

While demographic trends support
long-term demand, our ability to capture market share will depend upon capital availability, brand execution, and digital engagement capabilities.

Golf Industry Regulation

The Company’s proprietary,
cloud-based Stand By Golf reservation, yield-management, and course-operations platform is designed to optimize utilization and enhance
golfer engagement. This asset may implicate different regulatory frameworks depending on the nature of its operations and commercial deployment.

Golf, Lifestyle, and Digital
Platform Regulation

While the Stand By Golf platform
is not presently commercialized in a manner that subjects it to specialized industry licensing or regulation, future commercialization—particularly
if expanded into digital transactions, real-time booking, consumer data analytics, or multi-state commerce—may implicate various
regulatory regimes, including:

·
data privacy laws,

·
consumer protection rules,

·
e-commerce regulations,

·
potential licensing requirements for travel-related sales,

·
cyber-security standards,

·
accessibility rules under the Americans with Disabilities Act (ADA) for web content.

5

Further, as the online marketplace
continues to expand, state and federal authorities may implement new rules affecting:

·
online advertising,

·
cross-border digital commerce,

·
AI-driven personalization,

·
cookies and tracking technologies.

Regulatory changes could reduce
the effectiveness of digital marketing campaigns or create added compliance obligations.

Golf Industry Regulatory Outlook

The Company’s digital golf
platforms are subject to evolving federal and state regulatory requirements. New rules related to consumer privacy, cybersecurity, dynamic
pricing, e-commerce, and online marketing could materially affect operations, impose additional costs, or require technology or operational
changes.

Because we have incurred losses,
income tax expenses are immaterial. No tax benefits have been booked related to operating loss carryforwards, given our uncertainty of
being able to utilize such loss carryforwards in future years. We anticipate incurring additional losses during the coming year.

Employees

As of May 31, 2026, Kelly Kirchhoff
(Director and Chief Executive Officer), and Jeff Foster (Chairman of the Board and President) are our only executive officers and directors.
The Company has no employees. We engage outside accounting, bookkeeping, and legal professionals. We outsource our information technology
services to a third-party vendor. Certain other executive and board positions have been identified, and we intend to fill these positions.
Additional support staff and other personnel will be hired when there is adequate capital available to do so.

We have undertaken preliminary
investigations concerning candidates for the above positions and do not currently anticipate difficulty in filling such positions with
qualified persons; however, we cannot assure you that we will in fact be able to hire qualified persons for such positions when needed.
Additional positions to be filled may be identified from time to time by the Company. We expect to be able to attract and retain such
additional employees as are necessary, commensurate with the anticipated future expansion of our business. Further, we expect to continue
to use consultants, contract labor, attorneys, accountants, and production personnel as necessary.

Available Information

Transglobal Management Group,
Inc. is subject to the information requirements of the Securities Exchange Act of 1934, as amended, and in accordance therewith files
quarterly and annual reports, as well as other information with the Securities and Exchange Commission (“Commission”) under
File No. 000-54163. Such reports and other information filed with the Commission are available to the public free of charge on the Commission’s
website. The Commission’s principal office is located at 100 F Street, N.E., Washington, D.C. 20549. https://www.sec.gov
that contains reports and other information regarding the Company and other registrants that file electronic reports and information with
the Commission.

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