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

We are a development stage corporation with limited operations and no sufficient revenues from our business operations. Our auditors have issued a going concern opinion. This means that our auditors believe there is substantial doubt that we can continue as an on-going business for the next twelve months. We do not anticipate that that we will generate significant revenues until we have raised the funds necessary to conduct a marketing program. There is no assurance we we will ever generate revenue even if we raised all necessary funds.

To meet our need for cash we are attempting to raise money from this offering. We believe that we will be able to raise enough money through this offering to expand operations but we cannot guarantee that once we expand operations we will stay in business after doing so. If we are unable to successfully find customersenough customers, we may quickly use up the proceeds from this offering and will need to find alternative sources. In case we need additional financing, financing, our Mr. Ulloa Bonilla agreed to loan us funds to implement our business plan.

Total operating expenses for the years ended July 31, 2024 2025 and 2023,2024, were $20,301$28,664 and $6,380,$20,301, respectively, which were comprised of amortization expense ($9,000 - July 31, 20242025 and $375 $9,000 - July 31, 20232024); general and administrative fees of the Company ($273$88 – July 31, 20242025 and $105$273 - July 31, 20232024); and professional fees fees ($19,576 - July 31, 2025 and $11,028 - July 31, 2024). andOperating $5,900expenses -increased by $8,363, or 41.2%, for the fiscal year ended July 31, 2025 compared to the fiscal year ended July 31, 2023).2024. This increase during the period was primarily due to: increased audit fees and legal fees.

TheAs a result of the above, the Company recorded a net loss of $20,301$20,714 and $6,380 $20,301 for the years ended July 31, 20242025 and 2023,2024, respectively.

As of July 31, 2024,2025, ourwe had total assets were $67,970. Total assets were$59,342, comprised of $32,345$32,717 in current assets and $35,625$26,625 in intangible assets. As of July 31, 2025, our current liabilities were $70,470 and Stockholders’ equity was $11,128.

We had no cash used in investing activities for the year ended July 31, 2025. For the year ended July 31, 2024, we have generated $(20,000) in investing activities.

Our company was incorporated on April 6, 2023; we have not yet realized anysufficient revenues. We have nolimited operating history upon which an evaluation of our future prospects can be made. Based upon current plans, we expect to incur operating losses in future periods as we incur significant expenses associated with the initial start-up of our business. Further, we cannot guarantee that we will be successful in realizing revenues or in achieving or sustaining sustaining positive cash flow at any time in the future. Any such failure could result in the possible closure of our business or force us to seek additional capital through loans or additional sales of our equity securities to continue business operations, which would dilute the value of our shares.

Our Naploy App is your go-to source for the latest health news and updates. Naploy App offers an article library- News Blog that deals with the most common health topics. Our health blog covers diverse health related concerns such as nutrition and diet, fitness, weight control, diseases, disease management, societal trends affecting health, analysis about health, business of health and health research. The app is currently available forthrough boththe Apple App Store and through the Company’s web application available at https://naploy.com/. In addition, Android users may download and iOSinstall the mobile operatingNaploy systemsApp andusing a direct APK installation file available at https://naploy.com/app/download. The app provides you with quick access to a vast healthcare and medical database. With the " Naploy App," you can stay informed about the latest health news anytime, anywhere. We are dedicated to bringing you high-quality health information and keeping you up-to-date on the latest developments in the world of healthcare.

We have purchased the mobile application and website for iOS and Android platforms for total consideration of US $45,000.

For the three months ended JanuaryApril 31,30, 2026 and 2025

During the three months ended JanuaryApril 31,30, 2026 and 2025, we generated $4,500$4,996 and $2,139$1,653 of revenue, respectively. Revenue increased by $2,361,$3,343, or 110%,202%, for the three months ended January 31,April 30, 2026 compared to the three months ended JanuaryApril 31,30, 2025. This increase in revenue was due to start of sales of our services in October 2024.

Total operating expenses for the three months ended endedApril January 31,30, 2026 and 2025, were $5,585$5,472 and $5,568,$5,465, respectively, which were comprised of amortization expense ($2,250 - January 31,April 30, 2026 and $2,250 - JanuaryApril 31,30, 2025); general and administrative fees of the Company ($18$25 – JanuaryApril 31,30, 2026 and $24$19 - January 31,April 202630, 2025); and professional fees ($3,317$3,197 - JanuaryApril 31,30, 2026 and $3,294$3,196 - JanuaryApril 31,30, 2025). Operating expenses increased by $17,$7, or 0.3%, 0.1%, for the three months ended January 31,April 30, 2026 compared to the three months ended JanuaryApril 31,30, 2025. Overall, expenses remained stable and showed no significant increase compared to last year.

As a result of the above, the Company recorded a net loss of $1,085$476 and $3,429$3,812 for the three months ended JanuaryApril 31,30, 2026 and 2025, respectively.

For the sixnine months ended JanuaryApril 31,30, 2026 and 2025

During the sixnine months ended JanuaryApril 31,30, 2026 and 2025, 2025, we generated $8,133$13,129 and $2,719$4,372 of revenue, respectively. Revenue increased by $5,414,$8,757, or 199%,200.4%, for the sixnine months ended JanuaryApril 30, 31, 2026 compared to the sixnine months ended JanuaryApril 31,30, 2025. This increase in revenue was due to start of sales of our services in October 2024.

Total operating expenses for the sixnine months ended JanuaryApril 31,30, 2026 and 2025, were $16,441$21,913 and $16,209,$21,674, respectively, which were comprised of amortization expense ($4,500$6,750 - JanuaryApril 31,30, 2026 2026 and $4,500$6,750 - JanuaryApril 31,30, 2025); general and administrative fees of the Company ($38$63 – JanuaryApril 31,30, 2026 and $50$69 - JanuaryApril 31, 30, 2025); and professional fees ($11,903$15,100 - JanuaryApril 31,30, 2026 and $11,659-$14,855 January- 31,April 30, 2025). Operating expenses increased by $232,$239, or 1.4%, 1.1%, for the six nine months ended JanuaryApril 31,30, 2026 compared to the sixnine months ended JanuaryApril 31,30, 2025. Overall, expenses remained stable and showed no significant increase compared to last year.

As a result of the above, the Company recorded a net loss of $8,308$8,784 and $13,490$17,302 for the sixnine months ended JanuaryApril 31,30, 2026 and 2025, respectively.

As of JanuaryApril 31,30, 2026, we had total assets were $49,063,$55,591, comprised of $26,938$35,716 in current assets and $22,125$19,875 in intangible assets. As of JanuaryApril 31,30, 2026, our our current liabilities were $68,499$75,503 and Stockholders’stockholders’ equitydeficit was $19,436.$19,912.

Our sources and uses of cash for the sixnine months ended endedApril January 31,30, 2026 and 2025 were as follows:

We used net cash of $5,941$2,837 in operating activities for the sixnine months ended JanuaryApril 31,30, 2026, as a result of our net loss of $8,308$8,784 adjusted for non-cash amortization in the amount of $4,500$6,750 and increase in deferred revenue of $2,133.$4,871.

In comparison, we used net net cash of $6,309$23,524 in operating activities for the sixnine months ended JanuaryApril 31,30, 2025, as a result of our net loss of $13,490$17,302 adjusted for for non-cash amortization in the amount of $4,500$6,750, increase in prepaid expenses of $20,000 and increase in deferred revenue of $2,681.$7,028.

For the sixnine months ended JanuaryApril 31,30, 2026 and 2025, we have not generated any cash flows from investing activities.

Net cash provided by financing activities was $162 $162 for the sixnine months ended JanuaryApril 31,30, 2026, comprised of proceeds from related party loans.

By comparison, net cash provided by financing activities activities was $1,438$1,537 for the sixnine months ended JanuaryApril 31,30, 2025, comprised of proceeds from sale of common stock and related party loans.