Private Placement Form 8 K

Item 3.02 Unregistered Sales of Equity Securities

On October 18, 2024, Winvest Group Ltd. (the "Company") rescinded and canceled a total of 175,890,000 shares of common stock and returned 3,517,800 shares of Series A Preferred Stock held by its directors to authorized shares. The cancellation was processed by the transfer agent on October 29, 2024. This transaction was conducted in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933.