NOTE 4: INVESTMENTS

FINCAPITAL

On December 2, 2024, the Company entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”) with Ybyrá Capital S.A. (“Ybyrá”) and Brian Foote, the former CEO and a current director. Pursuant to the Stock Purchase Agreement: (a) HUMBL purchased 99% of the outstanding equity interests of FinCapital Credito Pagamentos e Servicos LTDA, a Brazilian company (“FinCapital”), from Ybyrá; and (b) Brian Foote sold his 7,000,000 shares of Series A Preferred Stock and 100,000 shares of Series D Preferred Stock of the Company (the “Control Shares”) to Ybyrá. With the purchase of the Control Shares, Ybyrá became the controlling stockholder of the Company. FinCapital a previously dormant entity and had at the time of the purchase one asset which consisted of 41,500 tons of magnesium silicate with a book value of $20,000,000. Magnesium silicate is a raw material used in industrial sectors such as fertilizer, construction, ceramics, and fireproofing.

FinCapital became a 99% owned subsidiary of the Company. The Company agreed to issue $20,000,000 in common shares to Ybyrá for the purchase of the FinCapital equity interest. On September 9, 2025, the Company, Ybyrá, Brian Foote and Thiago Moura entered into a settlement agreement (“Settlement Agreement”), whereby Ybyrá’s right to receive the Company’s common stock was cancelled, and the Company was required to issue 850,000,000 shares of common stock to Thiago Moura (which was issued September 10, 2025), Thiago Moura resigned as Company CEO and as a member of the board of directors, and the Company agreed to pay Ybyrá $10,000 per month in cash and $5,000 per month in common stock until the assignment of the FinCapital shares back to Ybyrá on December 31, 2025. The Company recorded $60,000 in accrued expenses through December 31, 2025, for this settlement. On December 31, 2025, as per the settlement agreement, FinCapital reverted back to Ybyrá. The fees accrued by the Company to Thiago Moura stopped at this time, and the Company settled this accrual with the issuance of 125,000,000 common shares for the five months as stipulated in the Settlement Agreement.

Fintech Media Group, PBC

On December 2, 2024, following execution of the Stock Purchase Agreement, the Company entered into an Asset Purchase Agreement with TAP, Inc. (formerly WSCG, Inc.) and HoldCo. Pursuant to the Asset Purchase Agreement, the Company sold all of its assets to TAP. In consideration for the purchase of the Company’s assets, TAP agreed to: (a) pay the Company $3,037,500; (b) issue 2,455,556 shares of TAP Class B Common Stock to HoldCo; and (c) grant 24,555,556 membership units of HoldCo to the Company (the “HoldCo Units”). Of the $3,037,500 payable in cash to the Company, $500,000 was previously paid in cash by TAP to the Company prior to the closing date, and $537,500 of indebtedness previously funded to the Company by affiliates of TAP was cancelled. The remaining $2,000,000 of the cash purchase price was paid by TAP on April 1, 2025. The value of the HoldCo Units held by the Company at the time of the acquisition by TAP was $17,000,000 based on the percentage that HoldCo owns in TAP based on the last valuation of TAP. The Company agreed that TAP would not contribute any real estate assets and TAP would be solely a technology company in exchange for a larger percentage of TAP owned by the Company through HoldCo. The Company considers TAP and TAP HoldCo related parties as they share common directors.

The HoldCo Units represented at the time approximately 48.6% of the outstanding equity in TAP. Upon transfer of the HoldCo Units, the Company owned 100% of HoldCo. Through August 6, 2025, the Company accounted for the 48.6% interest in TAP as an indirect equity method investment. Upon the exchanges noted below, as of August 7, 2025, the Company began treating the interest in TAP as a cost method investment, as opposed to an equity method investment. On July 20, 2026, the Company’s shares in TAP HoldCo were exchanged for shares in FTMG, which based on the exchange ratio resulted in a loss on exchange of $619,528. The Company continues to account for its investment under the ASC 321-10-35-2 measurement alternative.

The carrying amount of the investment as of September 30, 2026 is $609,982 calculated as follows:

SCHEDULE OF CARRYING AMOUNT OF INVESTMENT 

In July and August 2025, the investors holding the Series C preferred shares exchanged 8,904 shares of Series C Preferred Stock for approximately 83% of the units the Company holds in TAP Holdco. The Company recorded the $13,303,179 effectively as a distribution as this was an equity-for-equity exchange.

Additionally, in August 2025, the Company granted BRU approximately 10% of its holdings in HoldCo as part of their settlement with them. The Company recorded a loss of $1,621,171 on this transaction.

For the period February 27, 2025 through September 30, 2026, there have been no indicators of impairment identified. The $619,528 loss on exchange referenced above related to the valuation change in the exchange ratio when TAP was acquired by FTMG.

For the period February 27, 2025 through September 30, 2025, the Company recognized a loss on investee of $846,140.

Alpenhaus

On March 24, 2026, the Company entered into an Option to Purchase Agreement with Wasatch Springs Management Holdings, LLC (“Wasatch Springs”) for the potential purchase of the Zermatt Resort in Midway, Utah (the “Option Agreement”). Pursuant to the terms of the Option Agreement, the Company acquired a 60-day option to purchase the Zermatt Resort from Wasatch Springs. The Company paid $250,000 for the option. On May 22, 2026, the Company entered into a First Addendum to the Option to Purchase Agreement, extending the option period for an additional 90 days. There were no other changes to that agreement.

On September 9, 2026, the Company entered into a Subscription Agreement with Alpenhaus, and pursuant to the Subscription Agreement, assigned the Option to Alpenhaus for a 2% membership interest in Alpenhaus – the entity that purchased the Zermatt Resort. The Option was originally acquired pursuant to the Option Agreement dated March 24, 2026 for $250,000.

In accounting for the exchange, the Company applied the guidance in ASC 610-20-32-4 and ASC 606-10-32-21 through 32-24. In accordance with ASC 606-10-32-22, when the fair value of noncash consideration received cannot be reasonably estimated, an entity may indirectly measure such consideration by reference to the standalone selling price of the asset or service transferred. Accordingly, because management determined that the fair value of the Alpenhaus units received could not be reasonably estimated, the Company measured the transaction indirectly using the estimated standalone selling price of the Option surrendered.

Management determined that the Option’s estimated standalone selling price was $250,000, based on the contractual consideration originally paid to acquire the Option pursuant to the March 24, 2026 Option Agreement. Management considered the original contractual purchase price to be the most directly observable and supportable evidence of the Option’s standalone selling price.

The carrying value of the Option immediately prior to the exchange was $250,000. Accordingly, because the estimated standalone selling price used to measure the exchange equaled the Option’s carrying value, the transaction resulted in no gain or loss on the exchange.

The Company evaluates impairment indicators at each reporting period under ASC 321-10-35-3 and considers observable price changes under the measurement alternative. No such indicators were identified during the period ended September 30, 2026, and thus no impairment is necessary.

The carrying amount of the investment as of September 30, 2026 is $250,000 calculated as follows:

SCHEDULE OF CARRYING AMOUNT OF INVESTMENT