Quarterly Report for Quarter Ending March 31, 2026 (Form 10-Q)

Management's Discussion and Analysis of Financial Condition and Results of Operations.

CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS

The following discussion and analysis of our results of operations and financial condition for the periods ending March 31, 2026 and 2025 should be read in conjunction with our Financial Statements and the notes to those Financial Statements that are included elsewhere in this Form 10-Q and were prepared assuming that we will continue as a going concern. Our discussion includes forward-looking statements based upon current expectations that involve risks and uncertainties, such as our plans, objectives, expectations, and intentions. Actual results and the timing of events could differ materially from those anticipated in these forward-looking statements as a result of a number of factors, including those set forth under the "Risk Factors," "Cautionary Notice Regarding Forward-Looking Statements" and "Description of Business" sections and elsewhere in this Form 10-Q. We use words such as "anticipate," "estimate," "plan," "project," "continuing," "ongoing," "expect," "believe," "intend," "may," "will," "should," "could," "predict," and similar expressions to identify forward-looking statements. Although we believe the expectations expressed in these forward-looking statements are based on reasonable assumptions within the bounds of our knowledge of our business, our actual results could differ materially from those discussed in these statements. We undertake no obligation to update publicly any forward-looking statements for any reason even if new information becomes available or other events occur in the future.

Information regarding market and industry statistics contained in this Report is included based on information available to us that we believe is accurate. Much of this general market information is based on industry trade journals, articles and other publications that are not produced for purposes of SEC filings or economic analysis. We have not reviewed nor included data from all possible sources and cannot assure investors of the accuracy or completeness of any such data that is included in this Report. Forecasts and other forward-looking information obtained from these sources are subject to the same qualifications and the additional uncertainties accompanying any estimates of future market size, revenue and market acceptance of our services. As a result, investors should not place undue reliance on these forward-looking statements, and we do not assume any obligation to update any forward-looking statement.

The following discussion and analysis of financial condition, results of operations, liquidity, and capital resources, should be read in conjunction with our Annual Form 10-K filed on April 15, 2026. As discussed in Note 1 to these unaudited consolidated financial statements, our recurring net losses and inability to generate sufficient cash flows to meet our obligations and sustain our operations raise substantial doubt about our ability to continue as a going concern. Management's plans concerning these matters are also discussed in Note 1 to the unaudited consolidated financial statements. This discussion contains forward-looking statements that involve risks and uncertainties, including information with respect to our plans, intentions and strategies for our businesses. Our actual results may differ materially from those estimated or projected in any of these forward-looking statements.

In this Form 10-Q, "we," "our," "us," the "Company" and similar terms in this report, including references to "UMED" and "Greenway" all refer to Greenway Technologies, Inc., and our wholly-owned subsidiary, Greenway Innovative Energy, Inc., unless the context requires otherwise.

Overview

We are engaged in the research and development of proprietary gas-to-liquids ("GTL") synthesis gas ("Syngas") conversion systems and micro-plants that can be scaled to meet specific gas field production requirements. Our patented and proprietary technologies have been realized in our first commercial G-Reformer^TM unit ("G-Reformer"), a unique component used to convert natural gas into Syngas, which when combined with a Fischer-Tropsch ("FT") reactor and catalyst, produces fuels including gasoline, diesel, jet fuel, methanol, ns high-value chemicals. We are also actively involved in producing G-Reformers to produce hydrogen. G-Reformer units can be deployed to process a variety of natural gas streams including pipeline gas, associated gas, flared gas, vented gas, coal-bed methane and/or biomass gas. When derived from any of these natural gas sources, the liquid fuels created are incrementally cleaner than conventionally produced oil-based fuels. Our Company's objective is to become a material direct and licensed producer of renewable GTL synthesized diesel and jet fuels, with a near -term focus on U.S. market opportunities. For more information about our Company, please visit our website located at https://gwtechinc.com/.

Our GTL Technology

On August 2012, we acquired 100% of GIE, pursuant to that certain Purchase Agreement, by and between us and GIE, dated August 29, 2012, and filed as Exhibit 10.5 to this Form 10-K, and incorporated by reference herein (the "GIE Acquisition Agreement"). GIE owns patents and trade secrets for proprietary technology to convert natural gas into Syngas. Based on a new, breakthrough process called Fractional Thermal Oxidation™ ("FTO"), we believe that the G-Reformer, combined with conventional FT processes, offers an economical and scalable method to converting natural gas to liquid fuels, high-value chemicals, methanol and hydrogen. On February 15, 2013, GIE filed for its first patent on this GTL technology, resulting in the issue of U.S. Patent 8,574,501 B1 on November 5, 2013. On November 4, 2013, GIE filed for a second patent covering other unique aspects of the design and was issued U.S. Patent 8,795,597 B2 on August 5, 2014. The Company has several other pending patent applications, both domestic and international, related to various components and processes relating to our proprietary GTL methods, complementing our existing portfolio of issued patents and pending patent applications.

On June 26, 2017, we and The University of Texas at Arlington ("UTA") announced that we had successfully demonstrated our GTL technology at our sponsored Conrad Greer Laboratory at UTA, proving the viability of the science behind the technology.

On March 6, 2018, we announced the completion of our first commercial scale G-Reformer, a critical component in what we call the Greer-Wright GTL system. The G-Reformer is the critical component of the Company's innovative GTL system. A team consisting of individuals from our Company, UTA and our Company's contracted G-Reformer manufacturer, worked together to test and calibrate the newly built G-Reformer unit. The testing substantiated the units' Syngas generation capability and demonstrated additional proficiencies within certain proprietary prior prescribed testing metrics.

On April 28, 2020, the Company was issued a new U.S. Patent 10,633,594 B1 for syngas generation for gas-to-liquid fuel conversion. The Company has several other pending patent applications, both domestic and international, related to various components and processes involving our proprietary GTL methods, which when granted, will further complement our existing portfolio of issued patents and pending patent applications.

On December 8, 2020, the Company announced an exclusive worldwide patent licensing agreement with the University of Texas at Arlington (UTA) for all patent applications currently filed with the Patent and Trademark Office relating to GWTI's natural gas reforming technologies developed under its sponsored research agreement with UTA.

On December 15, 2020, the Company announced additional information regarding valuable outputs produced by the company's proprietary G-Reformer^™ catalyst reactor and Fischer-Tropsch (FT) technology which combine to form the "Greer-Wright" GTL solution. Originally developed to convert natural gas into ultra-clean synthetic fuel, recent research and development activity has shown that the technology can also allow the extraction of high-value chemicals and alcohols. The chemical outputs include n-Hexane, n-Heptane, n-Octane, n-Decane, n-Dodecane, and n-Tridecane. Alcohols produced include ethanol and methanol. The company has identified worldwide industrial demand for these outputs which will significantly improve the economic return on investment (ROI) of GTL plants that are based on GWTI's technology. GWTI is a development-stage company with plans to commercialize its unique and patented technology.

Ultimately, we believe that our proprietary G-Reformer is a major innovation in gas reforming and GTL technology in general. Initial tests have demonstrated that our Company's solution appears to be superior to legacy technologies, which are more costly, have a larger footprint, and cannot be easily deployed at field sites to process associated gas, stranded gas, coal-bed methane, vented gas, or flared gas.

The technology for the G-Reformer is unique, because it permits for transportable (mobile) GTL plants with much smaller footprints, compared to legacy large-scale technologies. Thus, we believe that our technologies and processes will allow for multiple small-scale GTL plants to be built with substantially lower up-front and ongoing costs, resulting in more profitable results for oil and gas operators.

GTL Industry -Market

GTL converts natural gas - the cleanest-burning fossil fuel - into high-quality liquid products that would otherwise be made from crude oil. These products include transport fuels, motor oils, and the ingredients for everyday necessities like plastics, detergents, and cosmetics. GTL products are colorless, odorless, and contain almost none of the impurities, (e.g., sulphur, aromatics, and nitrogen) that are found in crude oil.

Our Company has developed a revolutionary and unique process that converts natural gas of various origins and compositions into a highly pure variety of chemicals, high cetane diesel fuel, industrial grade pure water and electrical energy. GTL technology has existed as a traditional process going back generations. This process consists of two steps. First, natural gas is converted into Synthesis Gas (Syngas) which is a non-naturally occurring blend of Hydrogen and Carbon Monoxide. The front-end part of the GTL process is called "Gas Reformation". The output of the Gas Reformer is compressed and fed through a secondary process, called Fischer-Tropsch (FT). This secondary process is widely used in many forms in the chemical and oil industries. While FT is a common process, Gas Reformation has been the most difficult step beyond an old and traditional process typically used in refineries. The invention of our software-controlled GTL process fronted by our patented and revolutionary gas reformation unit, the G-Reformer®, makes us the innovator in GTL technology. Our patents are based on scalability, transportability, flexibility and self-sustainment based on a wide variety of input gasses and output mixtures.

The Company's process is made of small sized modularly scalable units which are portable and self-contained unlike other GTL solutions based on Steam Methane reformation. While many companies have tried to scale Steam Methane Reformation down for use in smaller, non-refinery based GTL plants, they have been largely unsuccessful. As a result, we can build self-sufficient GTL plants at virtually any location capable of supplying wellhead or pipeline gas of sufficient ongoing volume. This gives us the ability to eliminate flaring at the source while keeping remote oil fields in production without flaring. The conversion of flaring gas to liquid allows trucks to easily move liquid chemicals, clean diesel fuel, highly clean water and the power grid to move electricity from virtually any location.

Our initial ROI studies of the market for high purity chemicals we produce can provide incredibly rapid payback of investments. It should be noted the vast majority of these chemicals produced are made in China. Further, because they originate from a barrel of oil at a refinery, they are much lower in purity.

Products created by the GTL process include High Cetane Diesel, Naphtha, Technical Grade Water, and high value, high purity chemicals. The chemicals which would be produced in the GTL plant would be vital to many industries including pharmaceutical, cosmetics, fragrances, adhesives, and others. The vast majority of these chemicals are produced in China. Such dependencies make America captive to shortfalls whether they are manufacturing related or intentional. By making these chemicals in the USA, we reduce that dependency and keep the product, the jobs, and the profits in America.

Development of stringent environmental regulations by numerous governments to control pollution and promote cleaner fuel sources is expected to complement industry growth. For example, we believe that U.S. guidelines such as the Petroleum and Natural Gas Regulatory Board Act, 2006, Oilfields (Regulation and Development) Act of 1948, and Oil Industry (Development) Act, 1974 are likely to continue to encourage GTL applications in diverse end-use industries to conserve natural gas and other resources. Under the Clean Air Act (CAA), the EPA sets limits on certain air pollutants, including setting limits on how much can be in the air anywhere in the United States. The Clean Air Act also gives EPA the authority to limit emissions of air pollutants coming from sources like chemical plants, refineries, utilities, and steel mills. Individual states or tribes may have stronger air pollution laws, but they may not have weaker pollution limits than those set by EPA. Because our G-Reformer based GTL plants are not considered refineries, they do not fall under any related current EPA air quality guidelines. More information can be found under the EPA's New Source Performance Standards which are published under 40 CFR 60.

Competition

Key industry players include Chevron Corporation; KBR Inc, PetroSA, Qatar Petroleum, Royal Dutch Shell; and Sasol Limited. In terms of global production and consumption, Shell had the largest market share in 2023, with virtually all current production located overseas. Our technology is not designed to compete with the large refinery-size GTL plants operated by such large industry operators. Our plants are designed to be scaled to meet individual gas field production requirements on a distributed and mobile basis. According to a report released in July 2019 by the Global Gas Flaring Reduction Partnership ("GGFRP"), there are currently only 5 small-scale GTL plant technologies that have been proven and are now available for flared gas monetization available in the U.S., including: Greyrock ("Flare to Fuels"); Advantage Midstream (licensing Greyrock technology); EFT ("Flare Buster"); Primus GE and GasTechno ("Methanol in a Box"). We were not a direct part of this study, as we had not received 3rd party certification of our proprietary technology as of the date of this report.

However, the GGFRP report mentioned us as follows, "Greenway Technologies announced on July 23 that Mabert LLC, a major investor in Greenway, acquired the whole INFRA plant including an operating license agreement. The purpose of the acquisition is the incorporation and commercial demonstration of Greenway's 'G-Reformer' technology. We will see whether the new team will be able to make the plant with the new reformer operational. (Globe Newswire, Fort Worth, Texas, Aug 31, 2019)."

Competition

According to Research and Markets in late 2024, key industry players include: Shell, Chevron, PetroSA, Qatar Petroleum, Sasol, Statoil ASA, Velocys, ENI S.p.A. In terms of global production and consumption, Shell had the largest market share in 2024, with virtually all current production located overseas. Our technology is not designed to compete with the large refinery-size GTL plants operated by such large industry operators. Our plants are designed to be scaled to meet individual gas field production requirements on a distributed and mobile basis. According to a report released in July 2019 by the Global Gas Flaring Reduction Partnership ("GGFRP"), there are currently only 5 small-scale GTL plant technologies that have been proven and are now available for flared gas monetization available in the U.S., including: Greyrock ("Flare to Fuels"); Advantage Midstream (licensing Greyrock technology); EFT ("Flare Buster"); Primus GE and GasTechno ("Methanol in a Box"). We were not a direct part of this study, as we had not received 3rd party certification of our proprietary technology as of the date of this report.

However, the GGFRP report mentioned us as follows, "Greenway Technologies announced on July 23, 2018 that Mabert LLC, a major investor in Greenway, acquired the whole INFRA plant including an operating license agreement. The purpose of the acquisition is the incorporation and commercial demonstration of Greenway's 'G-Reformer' technology. We will see whether the new team will be able to make the plant with the new reformer operational. (Globe Newswire, Fort Worth, Texas, Aug 31, 2019)."

Company History

We were originally incorporated as Dynalyst Manufacturing Corporation ("Dynalyst") under the laws of the State of Texas on March 13, 2002. In connection with the merger with Universal Media Corporation ("UMC"), a Nevada corporation, on August 17, 2009, we changed our name to UMC. The transaction was accounted for as a reverse merger, and UMC was the acquiring company on the basis that UMC's senior management became the entire senior management of the merged entity and there was a change of control of Dynalyst. The transaction was accounted for as recapitalization of Dynalyst's capital structure. In connection with the merger, Dynalyst issued 57,500,000 restricted equity securities to the shareholders of UMC in exchange for 100% of UMC. On March 23, 2011, Universal Media Corporation approved and filed with the Texas Secretary of State an amendment to our Certificate to change our name to UMED Holdings, Inc.

On June 22, 2017, in recognition of our primary operational activity, we approved an amendment to our Certificate to change our name to "Greenway Technologies Inc." We filed a certificate of amendment with the Texas Secretary of State to affect that name change on June 23, 2017.

On June 26, 2019, we held our annual shareholders meeting in Arlington, Texas. There were seven proposals presented for vote by our shareholders (the "Shareholders"), including to approve the Company's slate of directors, to amend our Certificate, to amend our bylaws, and to ratify our then current independent public accounting audit firm. We disclosed the results of the vote of the Shareholders on our Current Report Form 8-K, filed with the SEC on July 2, 2019, which is incorporated herein by reference. On August 1, 2019, we filed a Current Report on Form 8-K/A, noting that due to a potential tabulation error, we were reviewing the results for Proposal 2, which was to amend our Company's Certificate to increase the authorized shares of capital stock of the Company and Proposal 3, which was to amend the Company's Certificate to permit the vote of the holders of the majority of shares entitled to vote on and represented in person or by proxy at a meeting of the Shareholders at which a quorum is present, to be the action of the Shareholders, including for "fundamental actions," as such term is defined by the Texas Business Organizations Code (the "TBOC"). To resolve any such potential errors, we called a special meeting of the Shareholders to be held December 11, 2019, in Arlington, Texas.

On December 11, 2019, we held a special meeting of the Shareholders to approve four proposals. In connection with these four proposals, we filed a Certificate of Amendment to the Certificate with the Secretary of State of the State of Texas, which is attached as Exhibit 3.9 to our Company's Current Report on Form 8-K filed with the SEC on December 16, 2019, and incorporated herein by reference. All four proposals passed overwhelmingly. For more information regarding these proposals, please see our Definitive Proxy Statement on Schedule 14A filed with the SEC on November 19, 2019 and incorporated herein by reference.

Employees

As of the filing date of this Form 10-Q, we have three (4) employees. Two of the employees have no employment agreement and receive no compensation. The other two (2) employees have employment agreements and compensation is accrued pursuant to those agreements. None of our employees are covered by collective bargaining agreements. We consider our employee relations to be satisfactory.

Going Concern

The accompanying consolidated financial statements to this Form 10-K (our "Financial Statements") have been prepared on a going concern basis, which contemplates realization of assets and the satisfaction of liabilities in the normal course of business. As of March 31, 2026, we have an accumulated deficit of $41,775,038. For the quarter ended March 31, 2026, we incurred a net loss of $444,132 and used $53,579 net cash for operating activities. The ability of the Company to continue as a going concern is in doubt and dependent upon achieving a profitable level of operations or on the ability of the Company to obtain necessary financing to fund ongoing operations. While the Company is attempting to commence revenue generating operations and thereby generate sustainable revenues, the Company's current cash position is not sufficient to support its ongoing daily operations and requires the Company to raise additional capital through debt and/or equity sources.

Accordingly, our ability to continue as a going concern is therefore in doubt and dependent upon achieving a profitable level of operations or on our ability to obtain necessary financing to fund ongoing operations. Management intends to raise additional funds by way of public or private offerings, or both. Management believes that the actions presently being taken to implement our business plan to generate revenues will provide us the opportunity to continue as a going concern.

While we are attempting to commence operations and generate revenues, our cash position may not be sufficient to support our daily operations. Management intends to raise additional funds by way of a public or private offering. Management believes that the actions presently being taken to further implement our business plan and generate revenues provide the opportunity for us to continue as a going concern. While management believes in the viability of our strategy to generate revenues and in our ability to raise additional funds, there can be no assurances to that effect. Our ability to continue as a going concern is dependent upon our ability to further implement our business plan and generate revenues.

We remain dependent on both third party and related party sources of funding for continuation of our operations (debt and/or equity based). Our independent registered public accounting firm issued a going concern qualification in their report dated April 15, 2026 and filed with our annual report on Form 10-K, which is included by reference to our Financial Statements and raises substantial doubt about our ability to continue as a going concern.

		March 31,				March 31,				Increase
		2026				2025				(Decrease)				% Change
Net loss		$	444,132			$	683.641			$	(239,509)				(35.03	)%	1
Net cash used in operations		$	53,579			$	326,307			$	(272,728)				(83.58	)%	2
Working capital deficit		$	14,468,915			$	13,214,090			$	1,254,825				(9.50	)%	3
Stockholders' deficit		$	14,468,915			$	13,214,090			$	1,254,825				(9.50	)%	4

1 - Our net loss decreased by $239,509, primarily due to decreases of several expense categories - research and development in the amount of $123,760, legal expense in the amount of $91,123, , travel expenses in the amount of $10,436 , commission expense in the amount of $9,000, meals and entertainment in the amount of $5,186, Board of Directors fees of $40,000 and investor promotion expenses in the amount of $5,000. These decreases were partially offset by increases in several expense categories - consulting fees of $8,667, audit fees of $18,095 and miscellaneous expenses of $14,693

2 - Our net cash used in operations decreased due to the net loss decreasing by $239,509 an decrease of $53,312 in prepaids and other, an increase of $$131,497 in accounts payable and accrued expenses and an increase in accounts payable and accrued expenses - related parties of $158,411, and a $300,000 decrease in customer deposits.

3 - The increase in our working capital deficit resulted due to decreases in cash of $162,561, a decrease in prepaids and other of $7,520 and increases in accounts payable and accrued expenses of $166,563, accounts payable, accrued expenses - related parties of $439,848 and an increase in legal settlement liability of $950,000. This was partially offset by a decrease in notes payable of $5,000, a decrease in convertible notes payable of $166,667 and a decrease in customer deposits of $300,000.

4 - The increase in stockholders' deficit from December 31, 2025 to March 31, 2026 results from the net effect of the net loss for the period from January 1, 2026 to March 31, 2026 in the amount of $444,132 offset by issuance of common stock in the $60,000, which decreased stockholders' deficit.

As of March 31, 2026, we had total liabilities in excess of assets by $14,468,915 and used net cash of $53,579 for our operating activities. This is compared to the most recent year ended December 31, 2025, when we used net cash of $710,289 for operating activities.

The Financial Statements included in our Form 10-Q do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should we be unable to continue in existence. Our ability to continue as a going concern is dependent upon our ability to generate sufficient new cash flows to meet our obligations on a timely basis, to obtain additional financing as may be required, and/or ultimately to attain profitable operations. However, there is no assurance that profitable operations, financing, or sufficient new cash flows will occur in the future.

Results of Operations

Three-months ended March 31, 2026, compared to the three-months ended March 31, 2025

We had no revenues for our consolidated operations for the quarters ended March 31, 2026 and 2025, respectively.

We reported consolidated net losses for the three months ended March 31, 2026 and 2025 of $444,132 and $683,641 respectively.

The following table summarizes consolidated operating expenses and other income and expenses for the three months ended March 31, 2026 and 2025:

										$
		March 31,				March 31,				Increase
		2026				2025				(Decrease)				% Change
Revenues		$	-			$	-			$	-				0.00	%
General and administrative expenses		$	275,866			$	389,349			$	(113,483)				(29.!5)	%	1
Interest expense		$	149,233			$	151,499			$	(2,266)	)			(14.96	)%	2
Research and development		$	19,033			$	142,793			$	(123,760)				(86.67)	%	3

1 - General and administrative expenses decreased by $113,483, primarily due to decreases of several expense categories - research and development in the amount of $123,760, legal expense in the amount of $91,123, , travel expenses in the amount of $10,436 , commission expense in the amount of $9,000, meals and entertainment in the amount of $5,186, Board of Directors fees of $40,000 and investor promotion expenses in the amount of $5,000. These decreases were partially offset by increases in several expense categories - consulting fees of $8,667, audit fees of $18,095 and miscellaneous expenses of $14,693

2 - Interest expense decreased due to an adjustment in interest payable on one note payable in the first quarter of 2026 compared to the first quarter of 2025.

3 - Research and development expense decreased due to a reduction of research and development activity first quarter of 2026 compared to the first quarter of 2025. Due to decreased liquidity, the Company was required to reduce its research and development expenditures.

Liquidity and Capital Resources

We do not currently have sufficient working capital to fund our expected future operations. We cannot assure investors that we will be able to continue our operations without securing additional adequate funding. As of March 31, 2026, we had $7,271 in cash, total assets of $51,375, and total liabilities of $14,520,299. Our total accumulated deficit at March 31, 2026 was $41,775,038.

Liquidity is the ability of a company to generate adequate amounts of cash to meet all of its financial obligations. The following table provides certain selected balance sheet comparisons between March 31, 2026 and 2025:

										$
		March 31,				March 31,				Increase
		2026				2025				(Decrease)				% Change
Cash		$	7,271			$	169,832			$	(162,561	)			(95.72	)%
Prepaids and other		$	44,104			$	51,624			$	(7,520	)			(14.57	)%
Total current assets		$	51,375			$	221,456			$	(170,081	)			(76.80	)%
Total assets		$	51,375			$	221,456			$	(170,081	)			(76.80	)%	1
Accounts payable and accrued expenses		$	4,409,582			$	4,243,019			$	166,563				3.17	%	2
Accounts payable and accrued expenses - related party		$	5,694,934			$	5,255,086			$	439,848				8.31	%	3
Note payable		$	647,500			$	652,500			$	(5,000	)			(0.77	)%
Notes payable - related parties - net		$	2,805,774			$	2,805,774			$	-				0.00	%
Convertible note payable - net		$	-			$	166,667			$	-				(100.00	)%
Advances - other		$	2,500				2,500				-				0.00	%
Customer deposits		$	10,000				310,000				(300,000	)			(96.77	)%	4
Legal settlement liability			950,000				-
Total current liabilities		$	14,520,290			$	13,435,546			$	1,084,744				8.07	%	6
Total liabilities		$	14,520,290			$	13,435,546			$	1,084,744				8.07	%	6

1 - Cash and prepaid and other decreaseddue to due toa decrease in net loss of $239,509, an decrease in prepaids and other of$1,800, an increase in account payable and accrued expenses of $208,070 and an increase in accounts payable and accrued expenses - related parties of $180,674. This was partially offset by proceeds from stock issued for cash in the amount of $60,000.

2 - Accounts payable and accrued expenses increased due to the fact that accrued contractual expenses increased at a greater amount than the company had liquidity to reduce the payables.

3 - Accounts payable and accrued expenses - related parties increased due to the fact that accrued contractual expenses increased at a greater amount than the company had liquidity to reduce the payables.

4 - Customer deposits in the amount of $300,000 were forfeited by the customers and recognized as income by the Company.

6 - See all discussions in #1 - #5 above.

To increase our working capital, we have considered raising additional debt and/or equity-based financing from both third parties and related parties. However, terms of these financings may not be favorable to the Company.

Cash Flows

										$
		March 31,				March 31,				Increase
		2026				2025				(Decrease)				% Change
Net cash used in operating activities		$	53,579			$	326,307			$	(272,728	)			83.58	%
Net cash used in investing activities		$	-			$	-			$	-				0.00	%
Net cash provided by financing activities		$	60,000			$	476,000			$	(416,000	)			(87.39	)%

Operating activities

Our net cash used in operating activities decreased due to a reduction in general and administrative expenses of $113,483, primarily due to decreases of several expense categories - research and development in the amount of $123,760, legal expense in the amount of $91,123, , travel expenses in the amount of $10,436 , commission expense in the amount of $9,000, meals and entertainment in the amount of $5,186, Board of Directors fees of $40,000 and investor promotion expenses in the amount of $5,000. These decreases were partially offset by increases in several expense categories - consulting fees of $8,667, audit fees of $18,095 and miscellaneous expenses of $14,693

Investing activities

Net cash used in investing activities for the three months ended March 31, 2026 and 2025 was $0.

Financing Activities

Net cash provided by financing activities was $60,000 and $476,000 for the three months ended March 31, 2026and 2025, respectively.

In the first quarter of 2026, the Company sold stock in the amount of $60,000.

Our accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates realization of assets and the satisfaction of liabilities in the normal course of business. Our general business strategy is to first develop our GTL technology to maintain our basic viability, while seeking significant development capital for full commercialization.

As shown in the accompanying consolidated financial statements, we have incurred an accumulated deficit of $41,775,038 and $40,056,813 as of March 31, 2026 and December 31, 2025, respectively.

Our ability to continue as a going concern is in doubt and dependent upon achieving a profitable level of operations and on our ability to obtain necessary financing to fund ongoing operations.

Seasonality

We do not anticipate that our business will be affected by seasonal factors.

Commitments

Capital Expenditures - none

Operational Expenditures

Employment Agreements

In August 2012, we entered into an employment agreement with our chairman of the board, Ray Wright, as president of Greenway Innovative Energy, Inc., for a term of five years with compensation of $90,000 per year. In September 2014, Wright's employment agreement was amended to increase such annual pay to $180,000. By its terms, the employment agreement automatically renews each year for successive one-year periods, unless otherwise earlier terminated. During the three-months ended March 31, 2025, the Company paid and/or accrued a total of $45,000 for the period under the terms of the agreement.

Effective May 10, 2018, we entered into an employment agreement with Ransom Jones, as Chief Financial Officer. Ransom Jones, as Chief Financial Officer, earns a salary of $120,000 per year. Mr. Jones also serves as the Company's Secretary and Treasurer. During each year that Mr. Jones' agreement is in effect, he is entitled to receive a bonus ("Bonus") equal to at least Thirty-Five Thousand Dollars ($35,000) per year. The Company accrued $30,000 at March 31, 2025 and December 31, 2024.

Mr. Jones is entitled to participate in the Company's benefit plans if and when such plans exist.

Consulting Agreements

None

Other

Pursuant to the GIE Acquisition Agreement in August 2012, we agreed to: (i) issue an additional 7,500,000 shares of Common Stock when the first portable GTL unit is built and becomes operational, and is capable of producing 2,000 barrels of diesel or jet fuel per day, and (ii) pay a 2% royalty on all gross production sales on each unit placed in production, or one percent (1%) each to the founders and previous owners of GIE. On February 6, 2018, and in connection with a settlement agreement dated April 5, 2018, by and between the Greer Family Trust and us, which is the successor in interest one of the founders and prior owners of GIE, F. Conrad Greer ("Greer"), (the "Trust", and such settlement agreement the "Trust Settlement Agreement"), we issued 3,000,000 shares of Common Stock and a convertible promissory note for $150,000 to the Trust in exchange for: (i) a termination of the Trust's right to receive 3,750,000 shares of Common Stock in the future and 1% of the royalties owed to the Trust under the GIE Acquisition Agreement; (ii) the termination of Greer's then current employment agreement with GIE; and (iii) the Trust's waiver of any future claims against us for any reason. A copy of the Trust Settlement Agreement and related promissory note dated April 5, 2018, by us in favor of the Trust is filed as Exhibit 10.36 to this Form 10-Q and incorporated by reference herein.

As a result of the transactions consummated by the Trust Settlement Agreement, we are committed to issue a reduced number of 3,750,000 shares of Common Stock and 1% of the royalties due on production of our GTL operational units to Ray Wright, the other founder and prior owner of GIE, pursuant to the GIE Acquisition Agreement.

hold our claims.

Financing - Three Months Ended March 31, 2026 and the Year Ended December 31, 2025

Related parties

Financing to date has been provided by loans, advances from Shareholders and Directors and issuances of our Common Stock in various private placements to accredited investors, related parties and institutions.

For the period ended March 31, 2026, we received $-0- in related party loans.

For the year ended December 31, 2025, there was $-0- of related- party financing.

Third-party financing

For the period ended March 31, 2025, we received $0 in debt financing.

On various dates throughout the quarter ended March 31, 2026, the Company issued 6,000,000 shares of Rule 144 restricted Common Stock, par value $0.0001 per share pursuant to private placement sales to ones accredited investor, for $60,000 ($.01).

Impact of Inflation

While we are subject to general inflationary trends, including for basic manufacturing production materials, our management believes that inflation in and of itself does not have a material effect on our operating results. However, inflation may become a factor in the future. However, the COVID-19 virus and its current extraordinary impact on the world economy has reduced oil consumption globally, decreasing crude oil prices, to levels not seen since the early 1980's. The economics of GTL conversion rely in part on the arbitrage between oil and natural gas prices, with economic models for many producers, including our own models, using a range of $30-60/bbl (for WTI or Brent Crude as listed daily on the Nymex and ICE commodities exchanges) to determine relative profitability of their GTL operations.

Off-Balance Sheet Arrangements

None

Critical Accounting Policies and Estimates

Our Financial Statements and accompanying notes are prepared in accordance with generally accepted accounting principles in the United States ("GAAP"). Preparing our Financial Statements requires management to make estimates and assumptions that impact the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management's application of accounting policies. Critical accounting policies include revenue recognition and impairment of long-lived assets.

We evaluate our long-lived assets for financial impairment on a regular basis in accordance with Statement of Financial Accounting Standards No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets," which evaluates the recoverability of long-lived assets not held for sale by measuring the carrying amount of the assets against the estimated discounted future cash flows associated with them. At the time such evaluations indicate that the future discounted cash flows of certain long-lived assets are not sufficient to recover the carrying value of such assets, the assets are adjusted to their fair values.

We believe that the critical accounting policies discussed below affect our more significant judgments and estimates used in the preparation of our financial statements.

Use of Estimates

Preparing financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates, and those estimates may be material.

Changes in estimates are recorded in the period in which they become known. The Company bases its estimates on historical experience and other assumptions, which include both quantitative and qualitative assessments that it believes to be reasonable under the circumstances.

Significant estimates during the three months ended March 31, 2026 and 2025, respectively, include valuation of stock-based compensation, uncertain tax positions, and the valuation allowance on deferred tax assets.

Cash and Cash Equivalents and Concentration of Credit Risk

For purposes of the statements of cash flows, the Company considers all highly liquid instruments with a maturity of three months or less at the purchase date and money market accounts to be cash equivalents.

At March 31, 2026 and December 31, 2025, respectively, the Company did not have any cash equivalents.

The Company is exposed to credit risk on its cash and cash equivalents in the event of default by the financial institutions to the extent account balances exceed the amount insured by the FDIC, which is $250,000. At March 31, 2026 and December 31, 2025, respectively, the Company did not have any cash in excess of the insured FDIC limit.

Use of Estimates

The preparation of our Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of our Financial Statements and the reported amount of revenue and expenses during the reported period. Actual results could differ materially from the estimates.

Income Taxes

The Company accounts for income tax using the asset and liability method prescribed by ASC 740, "Income Taxes". Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using enacted tax rates that will be in effect in the year in which the differences are expected to reverse. The Company records a valuation allowance to offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rates is recognized as income or loss in the period that includes the enactment date.

The Company follows the accounting guidance for uncertainty in income taxes using the provisions of ASC 740 "Income Taxes". Using that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. As of March 31, 2026 and December 31, 2025, respectively, the Company had no uncertain tax positions that qualify for either recognition or disclosure in the financial statements.

The Company recognizes interest and penalties related to uncertain income tax positions in other expense. No interest and penalties related to uncertain income tax positions were recorded during the three months ended March 31, 2026 and 2025, respectively.

Research and Development

The Company accounts for research and development costs in accordance with ASC subtopic 730-10, Research and Development ("ASC 730-10").

Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and development costs are expensed when the contracted work has been performed or as milestone results have been achieved as defined under the applicable agreement. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred.

The Company incurred research and development expenses of $19,033 and $142,793 for the three months ended March 31, 2026 and 2025, respectively.

Stock-Based Compensation

The Company accounts for our stock-based compensation under ASC 718 "Compensation - Stock Compensation" using the fair value-based method. Under this method, compensation cost is measured at the grant date based on the value of the award and is recognized over the service period, which is usually the vesting period. This guidance establishes standards for the accounting for transactions in which an entity exchanges it equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity's equity instruments or that may be settled by the issuance of those equity instruments.

The Company uses the fair value method for equity instruments granted to non-employees and use the Black-Scholes or other acceptable binomial methods for measuring the fair value of options.

The fair value of stock-based compensation is determined as of the date of the grant or the date at which the performance of the services is completed (measurement date) and is recognized over the vesting periods.

When determining fair value, the Company considers the following assumptions in the Black-Scholes model:

●	Exercise price,
●	Expected dividends,
●	Expected volatility,
●	Risk-free interest rate; and
●	Expected life of option

Basic and Diluted Earnings (Loss) per Share

Pursuant to ASC 260-10-45, basic loss per common share is computed by dividing net loss by the weighted average number of shares of common stock outstanding for the periods presented. Diluted loss per share is computed by dividing net loss by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period. Potentially dilutive common shares may consist of common stock issuable for stock options and warrants (using the treasury stock method), convertible notes and common stock issuable. These common stock equivalents may be dilutive in the future.

At March 31, 2026 and 2025, respectively, the Company had the following common stock equivalents outstanding, which were potentially dilutive equity securities:

		March 31, 2026				March 31, 2025
Convertible debt			-				4,532,888
Warrants			-				-
			-				4,532,888

The note was eliminated in a legal settlement agreement between the parties on October 31, 2025. Because there are no warrants outstanding at March 31, 2026, there are no potentially dilutive securities outstanding.

Recently Issued Accounting Pronouncements

The Company follows Accounting Standards Update 2023-07 - Segment Reporting (Topic 280): Reportable Segment Disclosures ("ASU 2023-07"), which expands reportable segment information by requiring companies to disclose, on an annual and interim basis, significant reportable segment expenses that are regularly provided to the Chief Operating Decision Maker ("CODM") and included within each reported measure of a segment's profit of loss. ASU 2023-07 also requires disclosure of the title and position of the individual identified as the CODM and an explanation of how the CODM makes decisions about allocating resources to segments and evaluating performance.

The Company conducts its business activities and reports financial results as a single reportable brokerage services segment, The CODM makes decisions about allocating resources and assessing performance in a manner consistent with the way the Company operates its business and presents their financial results. The nature of business and accounting policies of the brokerage services segment are the same as described in the description of business and summary of significant accounting policies notes.

The CODM is the Chief Executive Officer.