Earth Science Tech Inc.

11/14/2024 | Press release | Distributed by Public on 11/14/2024 07:11

Quarterly Report for Quarter Ending September 30, 2024 (Form 10-Q)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2024

TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 000-55000

EARTH SCIENCE TECH, INC.

(Exact name of registrant as specified in its charter)

Florida 80-0931484

(State or other jurisdiction

of incorporation or organization)

(I.R.S. Employer

Identification No.)

8950 SW 74th CT

Suite 1401

Miami, FL 33156

(Address of principal executive offices) (zip code)

(305) 724-5684

(Registrant's telephone number, including area code)

8950 SW 74th CT

Suite 101

Miami, FL 33156, USA

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock $0.001 par value ETST Over the Counter Bulletin Board

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of "large, accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large, accelerated filer Accelerated filer
Non-accelerated filer Smaller reporting company
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No

As of September 30, 2024, there were 303,635,893Common and 1,000,000 Preferred shares of the registrant's stock outstanding.

TABLE OF CONTENTS

Page
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements (Unaudited) F-1
Consolidated Balance Sheets F-1
Consolidated Statements of Operations F-2
Consolidated Statements of Changes in Shareholders' Equity F-3
Consolidated Statements of Cash Flows F-4
Notes to Consolidated Financial Statements F-5- F-16
ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 3
ITEM 3. Quantitative and Qualitative Disclosures about Market Risk 8
ITEM 4. Controls and Procedures 8
PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings 9
ITEM 1A. Risk Factors 9
ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds 9
ITEM 3. Defaults Upon Senior Securities 9
ITEM 4. Mine Safety Disclosures 9
ITEM 5. Other Information 9
ITEM 6. Exhibits 9
SIGNATURES 10
2

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

EARTH SCIENCE TECH, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

As of September 30,
2024
As of March 31,
2024
(Unaudited) (Audited)
ASSETS
Current Assets:
Cash $ 1,532,211 $ 697,721
Accounts Receivable 203,942 235,423
Deposits 22,608 9,352
Inventory 432,217 315,738
Prepaid 90,110 -
Total current assets 2,281,088 1,258,234
Non-Current Assets:
Property and Equipment, net 216,346 135,352
Right of use asset, net 219,627 156,517
Goodwill 2,302,792 2,302,792
Intangible Assets, net 29,775 28,441
Total Assets $ 5,049,628 $ 3,881,336
LIABILITIES AND EQUITY
Accounts payable $ 392,227 $ 530,724
Accrued expenses and other payable 1,158,238 854,719
Current portion of operating lease obligations 118,227 70,487
Current portion of loans and obligations 30,592 30,592
Total Current Liabilities 1,699,284 1,486,522
Long-Term Liabilities:
Lease liability less current maturities 100,690 84,950
Equipment loans and obligations non-current 48,522 60,559
Total Liabilities 1,848,496 1,632,031
Commitment and Contingencies ( Note 12)
Stockholders' Equity:
Preferred stock, par value $0.001per share, 1,000,000shares authorized; 1,000,000and 0shares issued and outstanding as of September 30, 2024, and March 31, 2024, respectively 1,000 1,000
Common stock, par value $0.001per share, 350,000,000shares authorized; 303,635,923and 309,981,819shares issued and outstanding as of September 30, 2024, and March 31, 2024 respectively 303,636 309,982
Additional paid-in capital 30,676,950 31,593,399
Accumulated deficit (27,780,454 ) (29,655,076 )
Total stockholders' Equity 3,201,132 2,249,305
Total Liabilities and Equity $ 5,049,628 $ 3,881,336

The accompanying condensed notes are an integral part of these unaudited consolidated financial statements.

F-1

EARTH SCIENCE TECH, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2024, AND 2023.

(UNAUDITED)

For the Three Months Ended September 30, For the Six Months Ended September 30,
2024 2023 2024 2023
(As restated) (As restated)
Revenue $ 8,519,047 $ 1,927,720 $ 17,087,965 $ 2,147,654
Cost of Goods Sold (exclusive of depreciation shown separately below) 2,252,366 746,226 4,410,850 817,391
Gross Profit 6,266,681 1,181,494 12,677,115 1,330,263
Expenses:
Salaries Expense 3,605,954 193,917 6,941,084 258,305
General and Administrative Expense 1,259,422 93,962 2,580,405 161,462
Bank Charges 271,452 - 560,297 -
Marketing 152,520 5,148 363,966 16,524
Legal and Professional Fees 63,259 407,626 181,706 424,546
Insurance Expense 45,021 - 80,826 -
Depreciation and Amortization 33,191 1,097 63,423 64,093
Utilities 6,302 - 10,830 -
Total Expenses 5,437,121 701,750 10,782,537 924,930
Net Operating Income 829,560 479,944 1,894,578 405,333
Other Income/Expenses
Other Income (452 ) 13,200 (452 )
Interest expense (2,843 ) $ (34,911 ) (4,807 ) $ (47,509 )
Net Income before taxes 826,717 444,581 1,902,971 357,372
Income Taxes 28,349 28,349 -
Net Income $ 798,368 $ 444,581 $ 1,874,622 $ 357,372
Profit/(Loss) per common share-Basic and Diluted $ 0.003 $ 0.001 $ 0.006 $ 0.001
Weighted average number of common shares outstanding 306,047,031 314,881,821 307,989,312 314,881,821

The accompanying condensed notes are an integral part of these unaudited consolidated financial statements.

F-2

EARTH SCIENCE TECH, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

(UNAUDITED)

For the six months ended September 30, 2024

Common Stock Preferred Stock Additional
Paid-in
Accumulated
Description Shares Amount Shares Amount Capital Deficit Total
Balance at March 31, 2024 309,981,819 309,982 1,000,000 1,000 31,593,399 (29,655,076 ) $ 2,249,305
Common stock buyback (6,345,896 ) (6,346 ) - - (916,449 ) - $ (922,795 )
Net Income 1,874,622 $ 1,874,622
Balance at September 30, 2024 303,635,923 $ 303,636 1,000,000 $ 1,000 $ 30,676,950 $ (27,780,454 ) $ 3,201,132

For the three months ended September 30, 2024

Common Stock Preferred Stock Additional
Paid-in
Accumulated
Description Shares Amount Shares Amount Capital Deficit Total
Balance at June 30, 2024 309,067,711 309,068 1,000,000 1,000 31,435,840 (28,578,822 ) $ 3,167,086
Common stock buyback (5,431,788 ) (5,432 ) - - (758,890 ) - $ (764,322 )
Net Income 798,368 $ 798,368
Balance at September 30, 2024 303,635,923 $ 303,636 1,000,000 $ 1,000 $ 30,676,950 $ (27,780,454 ) $ 3,201,132

For the six months ended September 30, 2023

Common Stock Preferred Stock Additional Paid-in Accumulated
Shares Amount Shares Amount Capital Deficit Total
Balance at March 31, 2023 (As restated) 282,611,083 282,612 1,000,000 1,000 31,303,138 (30,467,214 ) 1,119,535
Common stock issued for cash 18,533,334 18,534 91,467 110,001
Common stock issued for conversion of note payable 13,406,313 13,406 371,594 385,000
Net Profit/(Loss) - - - - - 357,372 357,372
Balance at September 30, 2023 (As restated) Note 3 314,550,730 $ 314,552 1,000,000 $ 1,000 $ 31,766,199 $ (30,109,842 ) $ 1,971,909

For the three months ended September 30, 2023

Common Stock Preferred Stock Additional Paid-in Accumulated
Description Shares Amount Shares Amount Capital Deficit Total
Balance at June 30, 2023 (As restated) Note 3 314,550,730 314,552 1,000,000 1,000 31,766,199 (30,554,423 ) $ 1,527,328
Net Income (Loss) - - - - - 444,581 $ 444,581
Balance at September 30, 2023 (As restated) Note 3 314,550,730 $ 314,552 1,000,000 $ 1,000 $ 31,766,199 $ (30,109,842 ) $ 1,971,909

The accompanying condensed notes are an integral part of these unaudited consolidated financial statements.

F-3

EARTH SCIENCE TECH, INC. AND SUBSIDIARIES

STATEMENTS OF CASH FLOWS

FOR SIX MONTHS ENDED SEPTEMBER 30, 2024, AND 2023.

(UNAUDITED)

2024 2023

(As restated)

Cash flows from operating activities:
Net Income $ 1,874,622 $ 357,372
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 63,423 64,093
Changes in operating assets and liabilities:
Accounts Receivable 31,481 (62,860 )
Deposits (13,256 ) -
Prepaid expenses and other current assets (90,110 ) -
Inventory (116,478 ) (200,980 )
Other current liabilities - 28,000
Lease Liability, net (36,814 ) (34,094 )
Accrued settlement - (185,947 )
Accounts payable and accrued expenses 165,049 162,326
Net cash provided in operating activities 1,877,917 127,910
Cash flows from investing activities:
Purchases of property and equipment and intangibles (108,595 ) -
Net cash used in investing activities (108,595 ) -
Cash flows from financing activities:
Proceeds from issuance of common stock - 110,001
Payments on debt obligations (12,037 ) (86,017 )
Repurchase of common stock (922,795 ) -
Net Cash provided by (used) in financing activities (934,832 ) 23,984
Net increase in cash and cash equivalents 834,490 151,894
Cash and cash equivalents at beginning of the period 697,721 35,756
Cash and cash equivalents at end of the period $ 1,532,211 $ 187,650
Supplemental Disclosure of Cash Flow Information:
Cash paid for interest $ 4,807 -

Cash paid for income taxes

$

28,349

Non-Cash Transactions
Initial recognition of right of use asset $ 100,294 $ -
Common stock issued on conversion of notes payable $ - $ 385,000

The accompanying condensed notes are an integral part of these unaudited consolidated financial statements.

F-4

EARTH SCIENCE TECH, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 30, 2024

(UNAUDITED)

Note 1 - Organization and Nature of Operations

Earth Science Tech, Inc. ("ETST" or the "Company") was incorporated under the laws of the State of Nevada on April 23, 2010. The Company subsequently changed its domicile to the State of Florida on June 27, 2022. As of November 8, 2022, the Company is a holding entity set to acquire companies with its current focus in the health and wellness industry. The Company is presently in compounding pharmaceuticals and telemedicine through its wholly owned subsidiaries RxCompoundStore.com, LLC. ("RxCompound"), Peaks Curative, LLC. ("Peaks"), and Earth Science Foundation, Inc. ("ESF").

RxCompound is a complete compounding pharmacy. RxCompound is currently licensed to fulfill prescriptions in 22 states: Delaware, Florida, Pennsylvania, New York, Arizona, New Jersey, Wisconsin, Minnesota, Rhode Island, Utah, Georgia, Nevada, Massachusetts, Missouri, Iowa, Maryland, Ohio, Colorado, North Carolina, Maine, Indiana and Illinois. RxCompound is in the application process to obtain licenses in the remaining states in which it is not yet licensed to fulfill prescriptions.

Peaks is a telemedicine referral site focused on overall health and wellness for men and women. Peaks' orders are exclusively fulfilled by RxCompound. Patients who order Peaks via monthly subscription receive their refills automatically. The company intends to expand offerings to include over the counter ("OTC") (non-prescription) products such as supplements and topicals.

ESF is a favored entity of ETST, effectively being a non-profit organization that was incorporated on February 11, 2019, and is structured to accept grants and donations to help those in need of assistance in paying for prescriptions.

These financial statements should be read in conjunction with audited consolidated financial statements and notes.

Note 2 - Summary of Significant Accounting Policies

Basis of presentation

The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP") and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC").

These financial statements must be read in conjunction with audited consolidated financial statements and notes thereto which are included in the Company's Annual Report on Form 10-K for the year ended March 31, 2024 for a broader discussion of the Company's business and risks inherent in such business. In the opinion of management, all adjustments considered for a fair presentation, consisting solely of normal and recurring adjustments have been made. The results of operations for the three and six months ended September 30, 2024, are not necessarily indicative of results to be expected for any other interim period or the fiscal year ending March 31, 2025.

Principles of consolidation

The accompanying consolidated financial statements include all the accounts of the Company and its wholly owned subsidiaries RxCompound, Peaks and ESF. All intercompany transactions have been eliminated during consolidation.

F-5

Use of estimates and assumptions

The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America 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 the financial statements and the reported amounts of revenues and expenses during the reporting period. The areas requiring significant estimates are impairment of goodwill, provision for taxation, accrued liabilities, liabilities for legal matters, the determination of useful lives of depreciable and intangible assets, contingencies, and going concern assessment. The estimates and underlying assumptions are reviewed on an ongoing basis. Actual results could differ from those estimates.

Carrying value, recoverability, and impairment of long-lived assets

The Company tests long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Whenever any such impairment exists, an impairment loss will be recognized for the amount by which the carrying value exceeds the fair value. As of September 30, 2024, and 2023 no such impairment was needed.

Cash and cash equivalents

Cash and cash equivalents include all highly liquid debt instruments with original maturities of three months or less which are not securing any corporate obligations. As of September 30, 2024, and March 31,2024, the Company held a cash balance of $1,532,211, and $697,721, respectively, the organization's balances exceeded federally insured limits by approximately $1,282,211as of September 30, 2024, and $266,090as of March 31, 2024.

Accounts Receivable.

The Company has adopted the new standard ASC-326- CECL to account for current credit losses. The Company has analyzed its accounts receivable, based on historical and customer experience, economic trends, and future estimates. Accounts receivable are recorded for pharmaceuticals picked up or shipped as of September 30, 2024, and March 31, 2024. Accounts receivables are expected to be collected within twelve months in its entirety, therefore no reserve was necessary.

As of
September 30, 2024 March 31, 2024
Accounts Receivable $ 203,942 $ 235,423

F-6

Revenue recognition

The Company has implemented ASC 606, Revenue from Contracts with Customers for revenue recognition by incorporating the necessary changes in systems and processes. These changes included the development of new policies based on the five-step model provided in the new revenue standard, ongoing contract review requirements, and gathering of information provided for disclosures. Revenue is recognized at this point in time.

The Company recognizes revenue from product sales or services rendered when control of the promised goods is transferred to our customers in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods and services. To achieve this core principle, we apply the following five steps: identify the contract with the client, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to performance obligations in the contract and recognize revenue when or as the Company satisfies a performance obligation.

Disaggregated Revenue

The Company disaggregates revenue from contracts with customers by category - core and non-core, as it believes it best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.

The Company's disaggregated revenue by category is as follows:

For the six months ended

September 30,

2024 2023
Core:
Sale of Pharmaceutical products - RxCompound and Peaks $ 16,563,906 $ 2,147,654
Total core revenue, net $ 16,563,906 $ 2,147,654
Non-Core:
Shipping Income $ 524,059 $ -
Total revenue, net $ 17,087,965 $ 2,147,654

The Company currently has three large customers, each representing 14%, 12% and 9% of revenue for the six months ended September 30, 2024.

Inventory

The Company has its inventories stated at a lower cost (on first in, first out (FIFO) method) or market value basis. A reserve is established if necessary to reduce excess or obsolete inventories to their realizable value. The stated cost consists of finished products. Reserves, if necessary, are recorded to reduce inventory to market value based on assumptions about consumer demand, current inventory levels and product life cycles for the various inventory items. These assumptions are evaluated annually and are based on the Company's business plan and on feedback from customers and the product development team. As of September 30, 2024, and March 31, 2024, the inventory reserves were not material. The Company has three main suppliers, that account for 28%, 12% and 8% of the company's vendor purchases.

Cost of Goods Sold

Components of cost of goods sold include product costs, consumables, shipping costs to customers and any inventory adjustments.

F-7

Shipping and Handling Costs

Costs incurred by the Company for shipping and handling are included in costs of revenues.

Related parties

The Company pays the employee compensation for Giorgio R. Saumat and Mario Tabraue to their respective, solely owned LLCs, Point96 Consulting, LLC and Tabraue Consulting, LLC.

The Company follows ASC 850-10, Related Parties, for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20, the related parties include: (a) affiliates of the Company ("Affiliate" means, with respect to any specified person, any other person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is under common control with such person, as such terms are used in and construed under Rule 405 under the Securities Act); (b) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825-10-15, to be accounted for by the equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d) principal owners of the Company; (e) management of the Company; (f) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests.

Income taxes

The Company accounts for income taxes under ASC 740, Income Taxes. Under ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period, which includes the enactment date. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion of or all the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

F-8

Net income per common share

The Company follows ASC 260 to account for earnings per share. Basic earnings per common share calculations are determined by dividing net results from operations by the weighted average number of shares of common stock outstanding during the year. Diluted loss per common share calculation is determined by dividing net results from operations by the weighted average number of common shares and diluted common share equivalents outstanding. During periods when common stock equivalents, if any, are anti-dilutive they are not considered in the computation, for the three and six months ended September 30, 2024 and 2023, the Company did not have any antidilutive equity instruments.

Cash flows reporting

The Company follows ASC 230 to report cash flows. This standard classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method ("Indirect method") as defined by this standard to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments. The Company reports separately information about investing and financing activities not resulting in cash receipts or payments in the period pursuant to this standard.

Goodwill

Goodwill represents the excess of the aggregate purchase price over the fair value of the net assets acquired in a purchase business combination. Goodwill is reviewed for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that the carrying amount of goodwill may be impaired. In conducting its annual impairment test, the Company first reviews qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. If factors indicate that the fair value of the reporting unit is less than its carrying amount, the Company performs a quantitative assessment, and the fair value of the reporting unit is determined by analyzing the expected present value of future cash flows. If the carrying value of the reporting unit continues to exceed its fair value, the fair value of the reporting unit's goodwill is calculated and an impairment loss equal to the excess is recorded.

Stock based compensation

The Company applies the fair value method of ASC 718, Compensation-Stock Compensation, in accounting for its stock-based compensation. These standards state that 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, if any. The Company uses the Black-Scholes option pricing model to determine the fair value of its stock, stock option and warrant issuance. The determination of the fair value of stock-based payment awards on the date of grant using an option-pricing model is affected by the Company's stock price, as well as assumptions regarding a few complex and subjective variables. These variables include the Company's expected stock price, volatility over the term of the awards, actual employee exercise behaviors, risk-free interest rate and expected dividends. The company has no stock-based commitments outstanding as of September 30, 2024, and March 31, 2024.

Fair Value

FASB ASC 820, Fair Value Measurements and Disclosures ("ASC 820") establishes a framework for all fair value measurements and expands disclosures related to fair value measurement and developments. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 requires that assets and liabilities measured at fair value are classified and disclosed in one of the following three categories:

Level 1 - Quoted market prices for identical assets or liabilities in active markets or observable inputs; and

F-9

Level 2 - Significant other observable inputs that can be corroborated by observable market data; and

Level 3 - Significant unobservable inputs that cannot be corroborated by observable market data.

The carrying amounts of cash, accounts payable and other liabilities, accrued expenses and settlement payable approximate fair value because of the short-term nature of these items.

The fair value of the Company's debt approximated the carrying value of the Company's debt as of September 30, 2024, and September 30, 2023. Factors that the Company considered when estimating the fair value of its debt included market conditions, liquidity levels in the private placement market, variability in pricing from multiple lenders and terms of debt.

Property and equipment

Property and equipment are stated at cost. Expenditures for maintenance and repairs are charged to earnings as incurred; additions, renewals and betterments are capitalized. When property and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. During the three months ended September 30, 2024, RxCompound added various equipment for its operations. Depreciation on equipment is charged using a straight-line method over the estimated useful life of 5years.

Recently issued accounting pronouncements

We have considered the impact of the following pronouncements:

The FASB recently issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470- 20) and Derivatives and Hedging - Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity, to reduce complexity in applying GAAP to certain financial instruments with characteristics of liabilities and equity. The guidance in ASU 2020-06 simplifies the accounting for convertible debt instruments and convertible preferred stock by removing the existing guidance in ASC 470-20, Debt: Debt with Conversion and Other Options, which requires entities to account for beneficial conversion features and cash conversion features in equity, separately from the host convertible debt or preferred stock. The guidance in ASC 470-20 applies to convertible instruments for which the embedded conversion features are not required to be bifurcated from the host contract and accounted for as derivatives. In addition, the amendments revise the scope exception from derivative accounting in ASC 815-40 for freestanding financial instruments and embedded features that are both indexed to the issuer's own stock and classified in stockholders' equity, by removing certain criteria required for equity classification. These amendments are expected to result in more freestanding financial instruments qualifying for equity classification (and, therefore, not accounted for as derivatives), as well as fewer embedded features requiring separate accounting from the host contract. The amendments in ASU 2020-06 further revise the guidance in ASC 260, Earnings Per Share, to require entities to calculate diluted earnings per share (EPS) for convertible instruments by using the if-converted method. In addition, entities must presume share settlement for purposes of calculating diluted EPS when an instrument may be settled in cash or shares. The amendments in ASU 2020-06 are effective for public entities for fiscal years beginning after December 15, 2021, with early adoption permitted (for an "emerging growth company," beginning after December 15, 2023). The Company has assessed the impact this standard will have on the Company's consolidated financial statements. No material adjustments were required.

F-10

Intangible Assets

Intangible assets consist of Peaks telemedicine platform, and the Holding Company's web domains. Intangible assets with finite lives are amortized over the estimated useful life of five years.

Note 3 - Restatement

As of September 30, 2023, the Company's subsidiary RXCompound carried a goodwill in the amount of $138,312, and it was included in intangible assets, and amortized, such amortization is being reversed, and the below set forth tables reflect the effect in the Company's Consolidated Balance Sheet, Consolidated Statement of Stockholders' Equity, and Consolidated Statement of Operations.

Adjustments to Consolidated Balance Sheet as of September 30, 2023

Consolidated Balance Sheet

As of September 30, 2023
September 30, 2023, before restatement Restatement September 30,2023 after restatement
Total Assets $ 3,041,344 $ 38,269 $ 3,079,613
Total stockholders' Equity 1,933,640 38,269 1,971,909

Adjustments to Consolidated Statement of Stockholders' Equity for the six months ended September 30, 2023

Consolidated Statement of Stockholders' Equity

For the six months ended September 30, 2023
September 30, 2023, before restatement Restatement September 30, 2023, after restatement
Accumulated deficit $ (30,148,111 ) $ 38,269 $ (30,109,842 )
Stockholders' Equity 1,933,640 38,269 1,971,909
F-11

Adjustments to Consolidated Statement of Operations for the six months ended September 30, 2023

Consolidated Statement of Operations

For the six months ended September 30, 2023
September 30, 2023, before restatement Restatement September 30, 2023, after restatement
Net Income $ 354,872 $ (2,500 ) $ 357,372

Note 4 - Inventory

The Company has its inventories stated at a lower cost (on first in, first out (FIFO) method) or market value basis. A reserve is established if necessary to reduce excess or obsolete inventories to their realizable value. The stated cost consists of finished products. Reserves, if necessary, are recorded to reduce inventory to market value based on assumptions about consumer demand, current inventory levels and product life cycles for the various inventory items. These assumptions are evaluated annually and are based on the Company's business plan and on feedback from customers and the product development team. As of September 30, 2024, and March 31, 2024, the inventory reserves were not material. The Company has three main suppliers, that account for 28%, 12% and 8% of the company's vendor purchases.

As of
September 30, 2024 March 31, 2024
Raw materials $ 334,312 266,776
Finished goods 97,905 48,962
Inventory $ 432,217 $ 315,738

Note 5 - Property and Equipment

As of
September 30, 2024 March 31, 2024
Equipment - cost $ 280,197 $ 176,602
Less: Accumulated depreciation (63,851 ) (41,250 )
Property and Equipment, Net $ 216,346 $ 135,352

Depreciation expense for the six months ended September 30, 2024, and September 30, 2023, was $22,601and $14,370, respectively.

Note 6 - Leases

The Company signed a new 2-year lease agreement for additional office space located at 8950 SW 74th CT, Miami FL 33156, suite 1401, The lease commencement date is September 15, 2024, with a base monthly rent of $4,078.12.

The Company treats a contract as a lease when the contract conveys the right to use a physically distinct asset for a period in exchange for consideration, or the Company directs the use of the asset and obtains substantially all the economic benefits of the asset. These leases are recorded as right-of-use ("ROU") assets and lease obligation liabilities for leases with terms greater than 12 months. ROU assets represent the Company's right to use an underlying asset for the entirety of the lease term. Lease liabilities represent the Company's obligation to make payments over the life of the lease. A ROU asset and a lease liability are recognized at commencement of the lease based on the present value of the lease payments over the life of the lease. Initial direct costs are included as part of the ROU asset upon commencement of the lease. Since the interest rate implicit in a lease is generally not readily determinable for the operating leases, the Company uses an incremental borrowing rate to determine the present value of the lease payments. The incremental borrowing rate represents the rate of interest the Company would have to pay to borrow on a collateralized basis over a similar lease term to obtain an asset of similar value.

F-12

The Company reviews the impairment of ROU assets consistent with the approach applied for the Company's other long-lived assets. The Company reviews the recoverability of long-lived assets when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on the Company's ability to recover the carrying value of the asset from the expected undiscounted future pre-tax cash flows of the related operations. The Company elected the practical expedient to exclude short-term leases (leases with original terms of 12 months or less) from ROU asset and lease liability accounts.

Supplemental balance sheet information related to leases were as follows:

As of
September 30, 2024 March 31, 2024
Assets
Right of use asset, net $ 219,627 $ 156,517
Operating lease liabilities
Current 118,227 70,487
Non-current 100,690 84,950
Total Lease Liabilities $ 218,917 $ 155,437

The components of lease cost were as follows:

For six months ended September 30,
2024 2023
Depreciation $ 37,184 $ 60,680
Interest on lease obligation 4,807 20,861
Total lease cost $ 41,991 $ 81,541

Lease term and discount rate were as follows:

For the six months ended September 30,
2024 2023
Weighted average remaining lease term - Operating leases 2years
2.75years
Weighted average discount rate - Operating leases 3 % 3 %


F-13

Note 7 - Intangible Assets

Intangible assets, consisted of the following:

As of
September 30, 2024 March 31, 2024
Telemedicine Property $ 17,806 $ 17,806
Web Properties - -
Domain 24,323 19,323
Software - -
Accumulated Amortization (12,354 ) (8,688 )
Net Balance $ 29,775 $ 28,441

Amortization expense for the six months ended September 30, 2024 was $3,666and $921for the six months ended September 30, 2023.

Note 8 - Goodwill

Goodwill represents the excess of the aggregate purchase price over the fair value of the net assets acquired in the business combinations. On November 08, 2022, the Company acquired 100% of the outstanding equity shares of RxCompoundStore.com, LLC and Peaks Curative, LLC against the share exchange consideration and recognized Goodwill. Restated Financial Statements were issued for year ended March 31, 2023, 10- K Form, to correct Goodwill amortization during the period.

As of

September 30,

2024

March 31,

2024
RxCompound and Peaks $ 2,302,792 $ 2,302,792
Total $ 2,302,792 $ 2,302,792

The Company conducted an impairment test as of September 30, 2024, and March 31, 2024, and no indication of impairment was identified

F-14

Note 9 - Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses consisted of the following:

As of
September 30, 2024 March 31, 2024
Accounts Payable $ 392,227 $ 530,724
Accrued Expenses and other payable (A) $ 1,158,238 $ 854,719
(A) Accrued Expenses and other payable

As of September 30, 2024, accrued expenses included approximately; officer compensation of $838,000, insurance payable $72,000, payroll liability $81,000, merchant fees of $93,000, and credit card balance of $66,000, as March 31, 2024, accrued expenses included executive compensation of approximately $650,000, and $68,000in merchant fees.

Note 10 - Debt

Loans and Notes Payable consisted of the following

Name Total Current Non-Current
As of September 30, 2024
Equipment Finance $ 79,114 $ 30,592 $ 48,522
As of March 31, 2024
Equipment Finance

$

91,151

$

30,592 $ 60,559

No additional debt was incurred during the period.

Note 11 - Related Party Balances and Transactions

Parties are considered to be related if one party has the ability to control or exercise significant influence over the other party in making financial and operating decisions. Transactions with related parties have been disclosed officer's compensation notes. Additionally, for the six months ended September 30, 2024 the Company reimbursed Point 96 Consulting LLC for consulting services, marketing, and SG&A in the amount of $439,000.

Officer compensation for the three months ended September 30, 2024 was $2,679,308and, $5,385,912for the six months ended September 30, 2024, paid to Point 96 Consulting owned by Giorgio R. Saumat and Tabraue Consulting, owned by Mario Tabraue.

During the three months ended September 30, 2024, the Company paid Avenvi LLC $115,303for stock repurchases, and for the six months ended September 30, 2024, the Company paid Avenvi LLC $273,776for stock repurchases.

F-15

Note 12 - Commitment and Contingencies

On August 15, 2024, the Board of Directors of Earth Science Tech, Inc., a Florida corporation (the "Company"), approved a new twelve-month Employment Agreement for its officers Giorgio R. Saumat, the Company's CEO and Chairman of the Board, and Mario G. Tabraue, the Company's COO and Director of the Board, entered on August 16, 2024. Under the new agreement, the CEO shall receive eighteen percent of the Company's monthly cash receipts while the COO shall receive twelve percent. Payments will commence on October 1, 2024, and will be based on the preceding month's cash receipts, provided the Company's net profit increases quarter over quarter. If the Company fails to increase its net profit, the arrangement must be renegotiated, with no payments made at the beginning of the new quarter. Additionally, the COO has agreed to relinquish all current roles held in the Company's wholly owned subsidiaries, along with the associated compensation, in order to focus exclusively on his duties as COO. This adjustment reflects the COO's commitment to the new role and revised scope of responsibilities.

The Company follows ASC 450 to account for contingencies. Certain conditions may exist as of the date the consolidated financial statements are issued, which may result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur. This may result in contingent liabilities that are required to be accrued or disclosed in the financial statements. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein.

If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company's consolidated financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed.

Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Management does not believe, based upon information available at this time, that these matters will have a material adverse effect on the Company's consolidated financial position, results of operations, or cash flows. However, there is no assurance that such matters will not materially and adversely affect the Company's business, financial position, and results of operations or cash flows.

Legal Matters:

From time to time and in the course of business, we may become involved in various legal proceedings seeking monetary damages and other relief. The amount of the ultimate liability, if any, from such claims cannot be determined. As of the date hereof, there are no legal claims currently pending or, to our knowledge, threatened against us or any of our officers or directors in their capacity as such or against any of our properties that, in the opinion of our management, would be likely to have a material adverse effect on our financial position, results of operations or cash flows.

Note 13 - Stockholders' Equity

During the six months ended September 30, 2024, and 2023, the Company did not issue any shares of restricted common stock.

During the six months ended September 30, 2024, and 2023, the Company did not issue any shares of common stock at fair value.

During the six months ended September 30, 2024, and 2023, the Company repurchased 6,345,896shares and 0shares of common stock at fair value of $922,795and $0respectively.

As of September 30, 2024, the Company has repurchased a total of 11,545,898shares of its common stock out of its five million dollar common stock repurchase program initiated on January 29, 2024. Repurchases have been made at management's discretion from time to time through privately negotiated transactions. The repurchase program expires December 31, 2025, but may be suspended for periods or discontinued at any time, and does not obligate the Company to acquire any particular number of shares.

Note 14 - Subsequent Events

On October 1, 2024, Earth Science Tech, Inc., a Florida corporation (the "Company"), completed the acquisition of Avenvi, LLC., ("Avenvi"), a Florida limited liability company owned by Giorgio R. Saumat, as an asset acquisition for a total of $1,058,788., with an initial payment of $258,788, followed by subsequent monthly payments of $200,000 for the next four months. The acquisition encompasses approximately four acres of vacant residential real estate intended for development, one commercial property comprising nearly half an acre featuring a standalone building with five thousand square feet, and cash or cash equivalents held by Avenvi. Visit: avenvi.com.

Related Party Transaction

Giorgio R. Saumat, who currently serves as the Company's Chief Executive Officer (CEO) and the Chairman of Board, is the seller in this transaction. The transaction was reviewed and approved by the Board of Directors to ensure that the terms were no less favorable to the Company than those that could be obtained from unaffiliated third parties.

On October 3, 2024, the Company completed the acquisition of Mister Meds, LLC, a Texas limited liability company, Owned by Mario G. Tabraue for fifty-four thousand two hundred dollars cash, as an asset acquisition.

Related Party Transaction

Mario G. Tabraue, who currently serves as the Company's Chief Operations Officer (COO) and is a Director of the Board, is the seller in this transaction. The transaction was reviewed and approved by the Board of Directors to ensure that the terms were no less favorable to the Company than those that could be obtained from unaffiliated third parties.

On October 1, 2024, the company expanded into the pet and wildlife industry by launching Zoolzy, a brand under Peaks Curative, LLC. Zoolzy specializes in providing compounded medications tailored by RxCompoundstore.com, LLC., to the unique health needs of pets and wildlife. Visit: Zoolzy.com

On October 1, 2024, the Company relocated its principal office to 8950 SW 74th CT Suite 1401, Miami, FL 33156. The new office spans approximately one thousand one hundred twenty-five square feet, adding to the existing two thousand five hundred square feet of administrative space. This brings the Company's total space to around seven thousand one hundred twenty-five total square feet, which includes approximately three thousand one hundred twenty-five square feet of administrative space, about two thousand square feet dedicated to pharmacy operations, and around one thousand five hundred square feet for off-site storage.

F-16

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

The following section, Management's Discussion and Analysis, should be read in conjunction with Earth Science Tech, Inc.'s financial statements and the related notes thereto and contains forward-looking statements that involve risks and uncertainties, such as statements of the Company's plans, objectives, expectations, and intentions. Any statements that are not statements of historical fact are forward-looking statements. When used, the words "believe," "plan," "intend," "anticipate," "target," "estimate," "expect," and the like, and/or future-tense or conditional constructions ("will," "may," "could," "should," etc.), or similar expressions, identify certain of these forward-looking statements. These forward-looking statements are subject to risks and uncertainties that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements in this Report on Form 10-Q. The Company's actual results and the timing of events could differ materially from those anticipated in these forward-looking statements as a result of many factors. The Company does not undertake any obligation to update forward-looking statements to reflect events or circumstances occurring after the date of this Report filed on Form 10-Q.

The following discussion should be read in conjunction with the company's unaudited consolidated financial statements and related notes and other financial data included elsewhere in this report. See also the notes to the Company's consolidated financial statements and Management's Discussion and Analysis of Financial Condition and Results of Operations contained in the Company's Registration Statement filed on Form 10-12g and the Company's Annual Report filed on Form 10-K for the fiscal year ended March 31, 2024, as well as the Company's Quarterly report filed on Form 10-Q for the fiscal quarter ended June 30, 2024.

OVERVIEW

The Company is a holding entity set to acquire companies with its current focus in the health and wellness industry. The Company is presently in compounding pharmaceuticals and telemedicine through its wholly owned subsidiaries RxCompound, Peaks, and ESF.

RxCompound is a complete compounding pharmacy. RxCompound is currently licensed to fulfill prescriptions in 22 states: Delaware, Florida, Pennsylvania, New York, Arizona, New Jersey, Wisconsin, Minnesota, Rhode Island, Utah, Georgia, Nevada, Massachusetts, Missouri, Iowa, Maryland, Ohio, Colorado, North Carolina, Maine, Indiana and Illinois. RxCompound is in the application process to obtain licenses in the remaining states in which it is not yet licensed to fulfill prescriptions. Furthermore, RxCompound recently had its sterile compounding room approved to operate in late May 2023, to provide sterile products for injection.

Peaks is the telemedicine referral site facilitating asynchronous consultations for branded compound medications prepared at RxCompound. Peaks is currently positioned to prescribe to all 50 states utilizing third-party consultation services, but only able to fulfill prescriptions within RxCompound's licensed states. Peaks will be able to fulfill more states as RxCompound becomes licensed in additional states.

ESF is a favored entity of ETST, effectively being a non-profit organization that was incorporated on February 11, 2019, and is structured to accept grants and donations to help those in need of assistance in paying for prescriptions.

Results of Operations

The following tables set forth summarized cost of revenue information for the three months ended September 30, 2024, and 2023:

For the Three Months Ended September 30, For the Six Months Ended September 30,
2024 2023 2024 2023
Revenue $ 8,519,047 $ 1,927,720 $ 17,087,965 $ 2,147,654
Cost of Goods Sold 2,252,366 746,226 4,410,850 817,391
Gross Profit $ 6,266,681 $ 1,181,494 $ 12,677,115 $ 1,330,263

We had product sales of $8,519,047 and a gross profit of $6,266,681 representing a gross margin of 73% in the fiscal quarter ended September 30, 2024, compared with product sales of $1,927,720 and a gross profit of $1,181,494 representing a gross margin of 61% in the fiscal quarter ended September 30, 2023. The revenue increase during the three months ended September 30, 2024, compared with the three months ended September 30, 2023, is primarily due to an increase of sales through new accounts.

3

Operating Expenses

For the three months ended September 30, For the six months ended September 30,
2024 2023 change % change 2024 2023 change % change
Salaries Expense 3,605,954 193,917 3,412,037 95 % 6,941,084 258,305 6,682,779 96 %
General and Administrative Expenses 1,259,422 93,962 1,165,460 93 % 2,580,405 161,462 2,418,943 94 %
Bank Charges 271,452 271,452 100 % 560,297 - 560,297 100 %
Marketing 152,520 5,148 147,372 97 % 363,966 16,524 347,442 95 %
Legal and Professional fees 63,259 407,626 (344,367 ) -544 % 181,706 424,546 (242,840 ) -134 %
Insurance Expense 45,021 45,021 100 % 80,826 - 80,826 100 %
Depreciation and Amortization 33,191 1,097 32,094 97 % 63,423 64,093 (670 ) -1 %
Utilities 6,302 6,302 100 % 10,830 - 10,830 100 %
Total Expenses 5,437,121 701,750 4,735,371 87 % 10,782,537 924,930 9,857,607 91 %
Net Operating Income 829,560 479,944 349,616 42 % 1,894,578 405,333 1,489,245 79 %
Other Income/Expenses
Other Income (452 ) 452 -100 % 13,200 (452 ) 13,652 103 %
Interest Expense (2,843 ) (34,911 ) 32,068 -1128 % (4,807 ) (47,509 ) 42,702 -888 %
Net Income before taxes 826,717 444,581 382,136 46 % 1,902,971 357,372 1,545,599 81 %
Income Taxes 28,349 100 % 28,349 - 28,349 100 %
Net Income $ 798,368 $ 444,581 353,787 44 % $ 1,874,622 $ 357,372 1,517,250 81 %

For the three months ended September 30, 2024, Salaries expense increased to $3,605,954, this is attributable to the rapid growth the Company has experienced, hence the necessity to hire new employees, and the executive team's new compensation agreement has been put in place.

General and administrative expenses increase from $93,962 for the three months ended September 30, 2023, to $1,259,422, this is due to the area managers fees to support clients out of state , for the six months ended September 30, 2024 increased from $161,462 to $2,580,405.

4

Bank charges for the three months ended September 30, 2024, totalled $271,452, this is directly related to credit card processing fees.

Marketing expenses totaled $152,520 for the three months ended September 30, 2024, and $5,148 for three months ended on September 30, 2023, this increase had been contemplated by management as part of the strategic plan to increase sales, for the six months ended September 30, 2024 marketing expense was $363,966 versus $16,524 in 2023.

Legal and professional fees totaled $63,259 for the three months ended September 30, 2024, and $407,626 for the three months ended September 30, 2023.

We are a smaller reporting company, as defined by 17 CFR § 229.10(f)(1). We do not consider the impact of inflation and changing prices as having a material effect on our net sales and revenues and on income from our operations for the previous two years or from continuing operations going forward.

Interest Expense

Interest expense for the three months ended September 30, 2024, was $2,843 vs $34,911 in the three months ended September 30, 2023. This 92% reduction of interest expense is attributable to the Company paying off a large portion of its long-term debt.

We use Adjusted EBITDA internally to evaluate our performance and make financial and operational decisions that are presented in a manner that adjusts from their equivalent GAAP measures or that supplements the information provided by our GAAP measures. Adjusted EBITDA is defined by us as EBITDA (net income (loss) plus depreciation expense, amortization expense, interest and income tax expense, minus income tax benefit), further adjusted to exclude certain non-cash expenses and other adjustments as set forth below. We use Adjusted EBITDA because we believe it more clearly highlights trends in our business that may not otherwise be apparent when relying solely on GAAP financial measures, since Adjusted EBITDA eliminates from our results specific financial items that have less bearing on our core operating performance.

We use Adjusted EBITDA in communicating certain aspects of our results and performance, including in this Quarterly Report, and believe that Adjusted EBITDA, when viewed in conjunction with our GAAP results and the accompanying reconciliation, can provide investors with greater transparency and a greater understanding of factors affecting our financial condition and results of operations than GAAP measures alone. In addition, we believe the presentation of Adjusted EBITDA is useful to investors in making period-to-period comparison of results because the adjustments to GAAP are not reflective of our core business performance.

Adjusted EBITDA is not presented in accordance with, or as an alternative to, GAAP financial measures and may be different from non-GAAP measures used by other companies. We encourage investors to review the GAAP financial measures included in this Annual Report, including our consolidated financial statements, to aid in their analysis and understanding of our performance and in making comparisons.

5

Assets and Cash Flows

As of September 30,
2024
As of March 31,
2024

(Unaudited)

Audited

ASSETS
Current Assets 2,281,088 1,258,234
Total Assets $ 5,049,628 $ 3,881,336
Total Liabilities 1,848,496 1,632,031
6

For the six months ended

September 30,

2024 2023
Net cash provided by operating activities $ 1,877,917 $ 127,910
Net cash used in investing activities (108,595 ) -
Net cash used/provided by financing activities (934,832 ) 23,984
Net increase in cash and cash equivalents 834,490 151,894
Cash and cash equivalents at beginning of the period 697,721 35,756
Cash and cash equivalents at end of the period $ 1,532,211 $ 187,650

The Company had $1,532,211 cash as of September 30, 2024, compared to $187,650 as of September 30, 2023.

Accounts receivable as of September 30, 2024, were $203,942, and 100% is expected to be collected within term.

The Company has made a $22,608 lease security deposit, which is fully refundable at the end of the lease period.

The Company has prepaid its liability insurance for the year totaling $90,110.

The Company's subsidiaries, RxCompound and Peaks Curative have made additional capital expenditures as of September 30, 2024, and have a total net balance of $216,346 in property and equipment, versus $135,352 as of March 31, 2024.

As of September 30, 2024, the Company had $482,217 in inventory vs $315,738 as of March 31, 2024.

The Company had a balance of $392,227 in Accounts Payable as of September 30, 2024, compared to $530,724 as of March 31, 2024.

Accrued expenses totaled $1,158,238 as of September 30, 2024, and $854,719 as of March 31, 2024. Most accrued expenses as of September 30, 2024, are attributable to officer compensation.

The Stockholders' Equity as of September 30, 2024, was $3,201,132, compared to $2,249,305 of Stockholders Equity as of March 31, 2024. This improvement is primarily attributable to the results of operations.

Cash Flow from Operating Activities

Net cash provided by operating activities for the six months ended September 30, 2024, was $1,877,917, compared to $127,909 provided by operating activities for the prior year period. The increase in cash flows from the prior year period is primarily driven by the results of operations.

Net cash from investing activities during the six months ended September 30, 2024, was $108,595.

Cash Flows from Financing Activities

Net cash used in financing activities during the six months ended September 30, 2024, was 934,832, of which $922,795 was repurchased of shares.

7

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable to a "smaller reporting company" as defined in Item 10(f)(1) of Regulation S-K.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in company reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

We do not expect that our disclosure controls and procedures will prevent all errors and all instances of fraud. Disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable assurance of achieving the desired control objectives. Further, the design of disclosure controls and procedures must reflect the fact that there are resource constraints, and the benefits must be considered relative to their costs. The design of disclosure controls and procedures also is based partly on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

The Company's management, including the Chief Executive Officer and Chief Financial Officer have reviewed and evaluated the effectiveness of the Company's design and operations of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on that review and evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that as of the end of the period covered by this Quarterly Report, the Company's disclosure controls and procedures were effective as of September 30, 2024.

Management's Report on Internal Control Over Financial Reporting

Our disclosure controls and procedures contain components of our internal controls over financial reporting. Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Exchange Act as a process designed by, or under the supervision of, the Company's principal executive and financial officer and effected by the Company's board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company.

Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and

Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on the financial statements.

The Company's management assessed the effectiveness of the Company's internal control over financial reporting as of the Evaluation Date. In making this assessment, the Company's management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") Internal Control-Integrated Framework (2013). The COSO framework is based upon five integrated components of control: control environment, risk assessment, control activities, information and communications and ongoing monitoring.

Based on an evaluation under the supervision of and with the participation of, the Company's management, including the Chief Executive Officer and Chief Financial Officer, Company management has concluded that the Company's internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act was reasonably effective as of the Evaluation Date, and will continue to improve, to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms and (ii) accumulated and communicated to the Company's management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control and Financial Reporting

During the quarter ended September 30, 2024, the company has continued to make process improvement changes in the internal control over financial reporting which are reasonably likely to significantly improve the internal control over financial reporting. The impact of these changes made is still under evaluation as of the quarter ended September 30, 2024.

8

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time and in the course of business, we may become involved in various legal proceedings seeking monetary damages and other relief. The amount of the ultimate liability, if any, from such claims cannot be determined. As of the date hereof, there are no legal claims currently pending or, to our knowledge, threatened against us or any of our officers or directors in their capacity as such or against any of our properties that, in the opinion of our management, would be likely to have a material adverse effect on our financial position, results of operations or cash flows.

ITEM 1A. RISK FACTORS

The Company is a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and is not required to provide the information under this item.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

During the three months ended September 30, 2024, the Company issued 0 shares of its common stock for $0, in transactions that were exempt from registration under the Securities Act of 1933, as amended pursuant to Section 4(2) and/or Rule 506 promulgate under Regulation D. No gain or loss was recognized on the issuances.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. MINE SAFETY DISCLOSURES

None

ITEM 5. OTHER INFORMATION

ISSUER REPURCHASES OF EQUITY SECURITIES

During the six months ended September 30, 2024, the Company repurchased 6,345,896 shares of its common stock for $922,795 in private transactions through Stock Purchase Agreements with certain shareholders. On June 4, 2024, the Company repurchased 914,108 shares from an investor at $0.1734 per share in cash. On July 1, 2024, the Company repurchased 725,727 shares from an investor at $0.2346 per share. On July 9,2024, the Company repurchased 17,000 shares from an investor at $0.28 per share. On July 11 ,2024, the Company repurchased 70,000 shares from an investor at $0.13 per share. On July 26, 2024, the Company repurchased 1,500,000 shares from an investor at $0.13 per share. On August 6, 2024, the Company repurchased 2,500,000 shares from an investor at $0.105 per share. On August 6, 2024, the Company repurchased 70,000 shares from an investor at $0.105 per share. On August 27, 2024, the Company repurchased 549,061 shares from an investor at $0.21 per share.

During the three months ended September 30, 2024, the Company repurchased 5,431,788 shares of its common stock for $764,315.60, in private transactions through Stock Purchase Agreements with certain shareholders. On July 1, 2024, the Company repurchased 725,727 shares from an investor at $0.2346 per share. On July 9, 2024, the Company repurchased 17,000 shares from an investor at $0.28 per share. On July 11, 2024, the Company repurchased 70,000 shares from an investor at $0.13 per share. On July 26, 2024, the Company repurchased 1,500,000 shares from an investor at $0.13 per share. On August 6, 2024, the Company repurchased 2,500,000 shares from an investor at $0.105 per share. On August 6, 2024, the Company repurchased 70,000 shares from an investor at $0.105 per share. On August 27, 2024, the Company repurchased 549,061 shares from an investor at $0.21 per share.

ITEM 6. EXHIBITS

31.1 Certifications of Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *
31.2 Certifications of Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *
32.1 Certifications of Chief Executive Officer pursuant to 18 U.S.C. SEC. 1350 (Section 906 of Sarbanes-Oxley Act of 2002) +
32.2 Certifications of Chief Financial Officer pursuant to 18 U.S.C. SEC. 1350 (Section 906 of Sarbanes-Oxley Act of 2002) +
101.INS Inline XBRL Instance Document *
101.SCH Inline XBRL Taxonomy Extension Schema Document *
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document *
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document *
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document *
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document *
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EARTH SCIENCE TECH, INC.
Dated: November 14, 2024 By: /s/ Giorgio R. Saumat
Giorgio R. Saumat
Its: CEO and Chairman of the Board
Dated: November 14, 2024 By: /s/ Ernesto Flores
Ernesto Flores,
Its: Chief Financial Officer
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