NOTE 1 — ORGANIZATION, DESCRIPTION OF BUSINESS AND CHANGE IN FISCAL YEAR

Nexscient, Inc. (the “Company”) was incorporated in the State of Delaware on March 14, 2023. The Company is an emerging growth company building a global collaborative network of AI-enabled intelligent enterprise solutions and technologies through internal development, synergistic acquisitions, and capital investments in companies involved in machine learning, artificial intelligence, and Industrial Internet of Things technologies. The Company’s headquarters are in Los Angeles, California. Through December 31, 2025, the Company had not commenced planned principal operations and had generated no revenue since inception. On April 1, 2026, the Company acquired TaskAlpha Pte. Ltd. and its wholly owned Philippine subsidiary, Flipside Digital Content Company, Inc., as described in Note 10. The accompanying financial statements are those of Nexscient, Inc. alone and do not reflect the acquired business, which is consolidated from April 1, 2026.

Change in fiscal year

On June 25, 2026, the Company’s Board of Directors approved a change in the Company’s fiscal year end from June 30 to December 31. The change was reported on a Current Report on Form 8-K filed under Item 5.03. In accordance with Rule 13a-10 under the Securities Exchange Act of 1934, as amended, the Company is filing this transition report on Form 10-KT covering the six-month transition period from July 1, 2025 to December 31, 2025 (the “Transition Period”). Following the Transition Period, the Company’s fiscal year begins on January 1 and ends on December 31.

A change in fiscal year end is not a change in accounting principle or a change in accounting estimate as those terms are used in Accounting Standards Codification (“ASC”) Topic 250, Accounting Changes and Error Corrections. Accordingly, no retrospective adjustment has been made to previously reported amounts as a result of the change, and the change had no effect on the Company’s financial position, results of operations or cash flows for any period presented.

These financial statements present the audited balance sheets as of December 31, 2025, June 30, 2025 and June 30, 2024, and the audited statements of operations, stockholders’ equity (deficit) and cash flows for the six-month Transition Period ended December 31, 2025 and for the years ended June 30, 2025 and 2024. The statements of operations, stockholders’ equity (deficit) and cash flows for the six months ended December 31, 2024 are unaudited and are presented for comparative purposes only. In the opinion of management, the unaudited comparative information reflects all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for that period. The Transition Period comprises six months, while each of the fiscal years ended June 30, 2025 and 2024 comprises twelve months, and accordingly the amounts presented are not directly comparable.

Revision of unaudited comparative period

In the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2025, $265,000 of financing proceeds received during the six months ended December 31, 2024 was captioned as proceeds from shares issued for cash, and interest that accrued on the Company’s 9% convertible debentures for that period was included within general and administrative expenses. Certain prior period reclassifications have been made to conform to the current period presentation. In these financial statements the $265,000 has been presented as proceeds from convertible debentures issued for cash, consistent with the audited statement of cash flows for the year ended June 30, 2025, and interest of $6,341 that accrued on the debentures during the six months ended December 31, 2024 has been reclassified from general and administrative expenses to interest expense for that period. These reclassifications have no effect on net loss for any period, on net cash flows, or on the balances as of June 30, 2025 or December 31, 2025.