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GREENWAY TECHNOLOGIES, INC. & SUBSIDIARIES

For the period ended Dec 31, 2025. Filed Apr 15, 2026.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Apr 15, 2026

GWTIStored price and day change unavailable

What changed in Risk Factors?

Read the current filing

Previous report: 10-K

Period ended 2024-12-31; filed 2025-03-11.

0001493152-25-009823

Item 1A. Risk Factors

Current report: 10-K

Period ended 2025-12-31; filed 2026-04-15.

0001493152-26-016820

Item 1A. Risk Factors

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 68 previous paragraphs and 66 current paragraphs.

61 unchanged; 4 reworded; 1 added; 2 removed; 1 previous and 0 current paragraphs rearranged.

Tables are not compared: 5 previous and 5 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (1)

Current report

Also, as of the date of this filing, the shares authorized treasury shares are 500 million and there were 462,361,204 issued and outstanding. Thus, only an additional 37,638,796 treasury shares are available for sale. At the current share price, the ability to raise a significant amount of funds through the sale of treasury shares is limited. In order to address this situation, the Company has the ability to authorize additional treasury shares or execute a corporate restructuring. These actions may require a special shareholder meeting and a positive vote of the shareholders on these matters is not certain.
Removed paragraphs (2)

Previous report

There is very limited risk, financial or otherwise, related to our mining leases and interests at this time.

Previous report

The Company is currently in the process of filing Form 211 with the Financial Industry Regulatory Authority (“FINRA”). The information required to be filed is voluminous. After the filing for Form 211, there is no certainty regarding how much time it will require FINRA to respond to the filing. OTC Markets has announced the launch of a new market tier. Effective July 2025, Pink Current will become OTCID, a basic reporting market requiring companies to meet minimal current information disclosures and provide management certification. Attaining OTCID status requires the Company to submit and application with the OTC and pay certain fees. The Company plans to file that application and is confident that the application will be approved. At the same time, the Company will continue to seek approval from FINRA to return to the OTCQB, the Company’s historic trading platform.
Reworded paragraphs (4)

Previous wording

Our business is led by our Chairman of the Board of Directors, Raymond Wright, President, Robert Kevin Jones, and our Chief Financial Officer, Ransom Jones, all of whom are also members of our board of directors (our “Board of Directors”). We use outside consultants to support and perform the majority of the engineering and production work on our GTL technology. From time-to-time, we have also engaged consultants to provide financial reporting and governance support.

Current wording

Our business is led by our Chairman of the Board of Directors, Raymond Wright, Acting President, Doug Cogan, Chief Executive Officer, Robert Kevin Jones, Executive Vice President - Sales and our Chief Financial Officer, Ransom Jones, all of whom are also members of our board of directors (our “Board of Directors”). We use outside consultants to support and perform the majority of the engineering and production work on our GTL technology. From time-to-time, we have also engaged consultants to provide financial reporting and governance support.

Previous wording

In order to safeguard against this possibility, 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.

Current wording

In order to safeguard against this possibility, 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 agreements with UTA.

Previous wording

Due to the fact that the Company did not timely file its Form 10-K for the fiscal year ended December 31, 2023 and its Form 10-Q for the quarterly period ended March 31, 2024, it was removed from the OTCQB marketplace, operated by the OTC Markets Group, Inc. (the “OTCMG” and placed on OTCMG “Pink Market,”which limits the ability of broker-dealers to sell our securities and the ability of Shareholders to easily sell their securities in the secondary market. All of the Company’s filings with the SEC are now current.

Current wording

Due to the fact that the Company did not timely file its Form 10-K for the fiscal year ended December 31, 2023 and its Form 10-Q for the quarterly period ended March 31, 2024, it was removed from the OTCQB marketplace, operated by the OTC Markets Group, Inc. (the “OTCMG” and placed on OTCMG “Pink Market,”which limits the ability of broker-dealers to sell our securities and the ability of Shareholders to easily sell their securities in the secondary market. All of the Company’s filings with the SEC are now current and the stock is now trading on its historical marketplace, the OTCQB.

Previous wording

We have a substantial amount of indebtedness, a significant amount which are interest-bearing notes payable. As of December 31, 2024, we had $13,026,700 total liabilities, all of which is current.For more details on ourindebtedness, please see Notes 3, 4 and 5 of our Consolidated Financial Statements.

Current wording

We have a substantial amount of indebtedness, a significant amount which are interest-bearing notes payable. As of December 31, 2025, we had $14,131,536 total liabilities, all of which is current.For more details on ourindebtedness, please see Notes 3, 4 and 5 of our Consolidated Financial Statements.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

Risks Relating to Our Mining Properties