NIKA 10-K & 10-Q changes, risk factors and insider trading

General and Administrative ("“G&A"”) expenses have primarily consisted of costs related to transfer agent fees, website maintenance expenses, and fees. For the years ended December 31, 20242025 and 20232024 we had ("G&A") expense of of $35,174$53,026 and $64,833.$35,174. AAn decreaseincrease of $29,659$17,852 or 45.74%.50.75% .

Professional fees expenses have primarily consisted of costs related to filing the Form 10-K and Form 10-Qs for the Company, including audit, legal and accounting expense and filing fees. For the years ended December 31, 2024 2025 we had expense of $60,618$23,372 and $0$60,618 for 2023.2024. A decrease of $37,246 or 61.44% .

On February 12, 2024, the Company signed an Agreement and Plan of Merger (the “Merger”) with Nika BioTechnology, Inc. (OTCMKTS: NIKA). Pursuant to the Merger agreement Nika BioTechnology, Inc., (the Target company), was merged with and into the Company, the separate corporate existence of the Target shall cease, and the Company shall continue as the surviving consolidated entity. Nika BioTechnology, Inc., owned a 40% stake in Nika Europe, Ltd. On October 11, 2022, the Company had acquired a 40% stake in Nika Europe, Ltd., so as of April 12, 2024, the Company has an 80% controlling interest in NikeNika Europe, through which the company will have a firm foothold on the markets of Europe, Asia, and Africa. Nika Europe is preparing the construction of a pharmaceutical factory that is comprised of different manufacturing facilities for the production of drugs in injection, tablet and other forms. The factory will have enough production capacity to secure the needs of Nika.

On August 18, 2024, based on recommendation of Clifford Redekop, officer and director, the board of directors found it in the Nika Pharmaceuticals Inc.’s best interest to cancel the acquisition of Nika Pharmaceuticals, Ltd., UIC: 175420503 that was made effective on May 9, 2024 and disclosed via Form 8-K on May 10, 2024. The procedure to return the 100% to Dimitar Slavchev Savov, who is an officer and director of Nika Pharmaceluticals,Pharmaceuticals, Inc. and general manager of Nika Pharmaceuticals, Ltd., was initiated on August 19, 2024 and was made effective on August 23, 2024, resulting in Nika Pharmaceuticals, Ltd. no longer being a wholly owned subsidiary of Nika Pharmaceuticals, Inc. As a result, Nika Pharmaceuticals, Inc. no longer practically owns 99.99% in Nika Europe, Ltd. and is no longer the beneficial owner of the factory building and land disclosed in the aforementioned Form 8-K dated May 10, 2024.

Results of Operations for the three months ended MarchJune 31,30, 2026 compared to the three months ended MarchJune 31,30, 2025.

General and Administrative (“G&A”) expenses have primarily consisted of costs related to filing the Form 10-K and Form 10-Qs for the Company. For the three months ended MarchJune 31,30, 2026, G&A expenses were $2,639$14,848 compared to $1,800$14,300 during the three months ended MarchJune 31,30, 2025.

For the three months ended MarchJune 31,30, 2026, professional fees were $10,720$4,846 compared to $11,145$4,081 during the three months ended MarchJune 31,30, 2025, aan decreaseincrease of $425.$765. Professional fees consist mostly of legal, audit and accounting fees.

During the three months ended MarchJune 31,30, 2026, the Company incurred a net loss of $13,359,$19,694, compared to a net loss of $12,945$18,381 during the three months ended MarchJune 31,30, 2025.

Net cash used in operating activities was $13,359$20,957 for the threesix months ended MarchJune 31,30, 2026, compared to $$31,467 12,945forfor the threesix months ended June March 31,30, 2025.

We neither generated nor used cash in investing activities during the threesix months ended MarchJune 31,30, 2026 and 2025.

During the threesix months ended MarchJune 31,30, 2026, we received $22,000 $13,000 in loan proceeds from related parties. Compared to $30,000$45,000 in the prior period.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. The Company currently has no revenue and relies on related party non-interest bearing loans to pay for its operating expenses .expenses.