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GREENWAY TECHNOLOGIES INC

For the period ended Jun 30, 2025. Filed Aug 11, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 11, 2025

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What changed in Management’s Discussion and Analysis?

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Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-09.

0001641172-25-009392

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-11.

0001641172-25-022958

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

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 141 previous paragraphs and 136 current paragraphs.

92 unchanged; 28 reworded; 11 added; 18 removed; 3 previous and 5 current paragraphs rearranged.

Tables are not compared: 6 previous and 7 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 (11)

Current report

If OPMG did not pay rent or the other expenses outlined above, it represented Events of Default, which allowed Mabert the right to terminate the lease. Based on the Events of Default that occurred, Mabert exercised its right to terminate the lease.

Current report

1 – Our net loss increased by $1,183,429, due to increases in general and administrative expenses of $722,919 and in research and development of $461,293. General and administrative expenses increased primarily as a result of increases in consulting fees of $142,367, legal expenses of $386,401, commission expense of $66,500, fees of $13,620 associated with restoring the Company to trading on the OTCQB, Board of Director fees of $40,000, commuting expenses of a consultant in the amount of $14,678 and meals and entertainment of $10,906

Current report

4 – The increase in stockholders’ deficit is related to our net loss of $1,890,292.

Current report

1 – The increase results primarily due to increases in consulting fees of $121,227, commissions of $57,500, legal expenses of $299,159, fees of $22,020 associated with restoring the Company to trading on the OTCQB and commuting expenses of a consultant in the amount of $14,678

Current report

Six-months ended June 30, 2025, compared to the six-months ended June 30, 2024

Current report

We reported consolidated net losses for the six months ended June 30,2025 and 2024 of $1,890,292 and $706,863, respectively.

Current report

1 – General and administrative expenses increased primarily as a result of increases in consulting fees of $142,367, legal expenses of $386,401, commission expense of $66,500, fees of $13,620 associated with restoring the Company to trading on the OTCQB, Board of Director fees of $40,000, commuting expenses of a consultant in the amount of $14,678 and meals and entertainment of $10,906.

Current report

1 – Cash increased due to increases in the sales of stock , which provided sufficient cash to pay for increased expenses and payments reducing notes payable and accounts payable and accrued expenses – related party.

Current report

3 – Customer deposits increased due to deposits made by customers in advance of the Company completing the agreed-upon projects.

Current report

On an ongoing basis, the Company utilizes the services of a variety of external consultants. There are Agreements in effect with 5 of the consultants.

Current report

Changes to accounting principles are established by the Financial Accounting Standards Board in the form of Accounting Standards Updates (“ASU’s”) to the FASB’s Codification. We consider the applicability and impact of all ASU’s on our consolidated financial position, results of operations, stockholders’ deficit, cash flows, or presentation thereof. Management has evaluated all recent accounting pronouncements as issued by the FASB in the form of Accounting Standards Updates (“ASU”) through the date these financial statements were available to be issued and found no recent accounting pronouncements issued, but not yet effective accounting pronouncements, when adopted, will have a material impact on the financial statements of the Company.
Removed paragraphs (18)

Previous report

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.

Previous report

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.

Previous report

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.

Previous report

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.

Previous report

1 – Our net loss increased by $326,570, primarily due to increases of several expense categories – research and development in the amount of $142,793, legal expense in the amount of $87,242, consulting fees of $28,640, travel expenses in the amount of $10,436 and commission expense in the amount of $9,000. These increases were partially offset by a decrease of stock quoting service in the amount of $8,400.

Previous report

4 – The increase in stockholders’ deficit from December 31, 2024 to March 31, 2025 results from the net effect of the net loss for the period from January 1, 2025 to March 31, 2025 in the amount of $683,641 offset by issuance of common stock in the $476,000, which decreased stockholders’ deficit.

Previous report

1 – General and administrative expenses increased primarily due to increases of several expense categories – research and development in the amount of $142,793, legal expense in the amount of $87,242, consulting fees of $28,640, travel expenses in the amount of $10,436 and commission expense in the amount of $9,000. These increases were partially offset by decrease of stock quoting service in the amount of $8,400.

Previous report

2 – Interest expense decreased due to an adjustment in interest payable on one note payable in the first quarter of 2025 compared to the first quarter of 2024.

Previous report

3 – Research and development expense increased due to an expanded relationship with UTA in the first quarter of 2025 compared to the first quarter of 2024. Due to increased liquidity, the Company was in a position to authorize additional research and development. Additionally, it purchased a G-Reformer in the amount of $50,000 in the first quarter of 2025 and did not have a comparable expense in the first quarter of 2024.

Previous report

1 – Cash and prepaid and others increased due to increased of sales of stock resulting in the increase in cash and the liquidity to fund prepaids and other.

Previous report

4 – Advances – related parties were repaid either through the issuance of stock in satisfaction of debt or by cash payment.

Previous report

5 – Customers made deposits in the first quarter of 2025 compared to customers making -0- deposits in the first quarter of 2024.

Previous report

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.

Previous report

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.
Reworded paragraphs (28)

Previous wording

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 athttps://gwtechinc.com/.

Current wording

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 and high-value chemicals. 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. Our G-]Reformer also has the capability to convert natural gas into hydrogen. For more information about our Company, please visit our website located athttps://gwtechinc.com/.

Previous wording

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.

Current wording

In 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, and incorporated by reference herein (the “GIE Acquisition Agreement”). GIE owns patents and trade secrets for a 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 fuel. 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.

Previous wording

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.

Current wording

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 dependency makes 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.

Previous wording

As of the filing date of this Form 10-Q, we have three (3) employees. One of the employees has no employment agreement and receives 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.

Current wording

As of the filing date of this Form 10-Q, we have three (3) employees. One of the employees has no employment agreement. 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.

Previous wording

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, 2025, we have an accumulated deficit of $40,056,813. For the quarter ended March 31, 2025, we incurred a net loss of $683,641 and used $326,307 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.

Current wording

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 June 30, 2025, we have an accumulated deficit of $41,263,463. For the quarter ended June 30, 2025, we incurred a net loss of $1,206,651 and used $336,180 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.

Previous wording

2- Our net cash used in operations increased due to the net loss increasing by $326,570 an increase of $51,512 in prepaids and other, a decrease of $80,242 in accounts payable and accrued expenses and a decrease in accounts payable and accrued expenses – related parties of $176,201. This was partially offset by a $310,000 increase in customer deposits.

Current wording

2- Our net cash used in operations increased due to an increase in net loss of $1,183,429, an increase in prepaids and other in the amount of $77,502, an increase in Customer Deposits in the amount of $1,310,000, and an increase in accounts payable and accrued expenses – related parties of $210,723.

Previous wording

3 – The increase in our working capital deficit related to increases in accounts payable and accrued expenses of $263,856, accounts payable, accrued expenses – related parties of $507,158 and an increase in customer deposits of $310,000. This was partially offset by an increase in cash of $169,832 and increase in prepaids and other of $51,624 and a decrease in advances – related parties of $31,850.

Current wording

3 – The increase in our working capital deficit resulted primarily from increases in cash of $379,958, accounts payable and accrued expenses of $347,521, customer deposits of $1,310,000 and an increase in accounts payable and accrued expenses – related parties of $210,723 and a decrease in notes payable of $5,000.

Previous wording

As of March 31, 2025, we had total liabilities in excess of assets by $13,214,090 and used net cash of $326,307 for our operating activities. This is compared to the most recent year ended December 31, 2024, when we used net cash of $444,223 for operating activities.

Current wording

As of June 30, 2025, we had total liabilities in excess of assets by $14,100,742 and used net cash of $336,180 for our operating activities. This is as compared to the most recent year ended December 31, 2024, when we used net cash of $444,233 for operating activities.

Previous wording

We reported consolidated net losses for the three months ended March 31, 2025 and 2024 of $683,641 and $357,071 respectively.

Current wording

We reported consolidated net losses for the three months ended June 30, 2025 and 2024 of $1,206,651 and $349,792, respectively.

Previous wording

The following table summarizes consolidated operating expenses and other income and expenses for thethree months ended March 31, 2025 and 2024:

Current wording

The following table summarizes consolidated operating expenses and other income and expenses for the three months ended June 30, 2025 and 2024:

Previous wording

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, 2025, we had $169,832 in cash, total assets of $221,456, and total liabilities of $13,435,546. Our total accumulated deficit at March 31, 2025 was $40,056,813.

Current wording

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 June 30, 2025, we had $379,959 in cash, total assets of $457,461, and total liabilities of $14,558,203. Our total accumulated deficit at June 30, 2025 was $41,263,463 .

Previous wording

Our net cash used in operations increased primarily due to the fact that the Company issued stock in the amount of $476,000, which allowed the payment of additional liabilities and operating expenses than were paid in the first quarter of 2024.

Current wording

Our net cash used in operations increased primarily due to the fact that the Company issued stock in the amount of $696,000, which allowed the payment of additional liabilities and operating expenses than were paid in the six months ended Jule 30, 2025 compared to the six months ended June 30, 2024.

Previous wording

Net cash used in investing activities for the three months ended March 31, 2025 and 2024 was $0.

Current wording

Net cash used in investing activities for the six months ended June 30, 2025 and 2024 was $0 and $0, respectively.

Previous wording

Net cash provided by financing activities was $476,000 and $650 for the three months ended March 31, 2025 and 2024, respectively.

Current wording

Net cash provided by financing activities was $696,000 and $10,016 for the six months ended June 30, 2025 and 2024, respectively.

Previous wording

In the first quarter of 2025, the Company sold stock in the amount of $476,000. In the first quarter of 2024, the Company received proceeds from advances of $650 from its Chief Financial Officer.

Current wording

In the second quarter of 2025, the Company sold stock in the amount of $241,000.

Previous wording

As shown in the accompanying consolidated financial statements, we have incurred an accumulated deficit of $40,056,813 and $39,373,172 as of March 31, 2025 and December 31, 2024, respectively.

Current wording

As shown in the accompanying consolidated financial statements, we have incurred an accumulated deficit of $41,263,463 and $39,373,172 as of June 30, 2025 and December 31, 2024, respectively.

Previous wording

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.

Current wording

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 six months ended June 30, 2025 and June 30, 2024, the Company accrued $90,000 under the terms of the agreement.

Previous wording

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.

Current wording

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. During the six months ended June 30, 2025 and 2024, the Company accrued $95,000 and $95,000, respectively, under the terms of the agreement.

Previous wording

Financing – Three Months Ended March 31, 2025 and the Year Ended December 31, 2024

Current wording

Financing – Six Months Ended June 30, 2025 and the Year Ended December 31, 2024

Previous wording

For the year ended December 31, 2024, there was $7,116 of related- party financing, which was reflected as Proceeds from advances – related parties. During 2024, $38,316 was repaid resulting in a balance of -0- at December 31, 2024. $35,930 was satisfied by issuance of Common Stock and $2,386 was repaid by cash payments.

Current wording

For the year ended December 31, 2024, there was $7,116 of related party financing, which was reflected as Proceeds from advances – related parties. During 2024, $38,316 was repaid resulting in a balance of $0 at December 31, 2024. $35,930 was satisfied by issuance of Common Stock and $2,386 was repaid by cash payments.

Previous wording

On various dates throughout the quarter ended March 31, 2025, the Company issued 14,490,000 shares of Rule 144 restricted Common Stock, par value $0.0001 per share pursuant to private placement sales to various accredited investors, for $455,500 ($.02 - $.05/share). On various dates throughout the quarter ended March 31, 2025, the Company issued Subscription Agreements representing 4,333,333 shares of Rule 144 restricted Common Stock, par value $0.0001 per share pursuant to private placement sales to various accredited investors for $120,000 ($.03/share). $20,000 of the amount is reflected as Common Stock To be Issued and $99,000 is reflected as Subscriptions Receivable.

Current wording

On various dates throughout the quarter ended Jume 30, 2025, the Company issued 23,523,333 shares of Rule 144 restricted Common Stock, par value $0.0001 per share pursuant to private placement sales to various accredited investors, for $796,000 ($.02 - $.10/share). On various dates throughout the quarter ended June 30, 2025, the Company issued Subscription Agreements representing 5,700,000 shares of Rule 144 restricted Common Stock, par value $0.0001 per share pursuant to private placement sales to various accredited investors for $241,000 ($.025 - $0.10/share).

Previous wording

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.

Current wording

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. While the COVID-19 virus may run its human course in the near term, we believe (as many others in the U.S. government and media believe), that the economic impacts will be long lasting and for all practical matters, remain largely unknown at this time.

Previous wording

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

Current wording

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

Previous wording

Significant estimates during the three months ended March 31, 2025 and 2024, respectively, include valuation of stock-based compensation, uncertain tax positions, and the valuation allowance on deferred tax assets.

Current wording

Significant estimates during the six months ended June 30, 2025 and 2024, respectively, include valuation of stock-based compensation, uncertain tax positions, and the valuation allowance on deferred tax assets.

Previous wording

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, 2025 and 2024, respectively.

Current wording

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 six months ended June 30, 2025 and 2024, respectively.

Previous wording

The Company incurred research and development expenses of $142,793 and $0 for the three months ended March 31, 2025 and 2024, respectively.

Current wording

The Company incurred research and development expenses of $461,293 and $0 for the six months ended June 30, 2025 and 2024, respectively.

Previous wording

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.

Current wording

The Company uses the fair value method for equity instruments granted to non-employees and use the Black-Scholes or other acceptable binomial models for measuring the fair value of options.
Rearranged current paragraphs (5)

Current report — wording carried from elsewhere

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.

Current report — wording carried from elsewhere

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 report — wording carried from elsewhere

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.

Current report — wording carried from elsewhere

We had no revenues for our consolidated operations for the six months ended June 30,2025 and 2024, respectively.

Current report — wording carried from elsewhere

The following table summarizes consolidated operating expenses and other income and expenses for the six months ended June 30, 2025 and 2024:
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

According toResearch 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.

Previous report — wording carried elsewhere

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).”

Previous report — wording carried elsewhere

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.