VIPZ / VIP Play, Inc. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

VIP Play, Inc.
US ˙ OTCPK

Grundläggande statistik
CIK 1832161
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to VIP Play, Inc.
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
September 15, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 10, 2025 VIP Play, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 10, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Nu

September 12, 2025 EX-10.3

SECOND AMENDMENT CONVERTIBLE NOTE PURCHASE AGREEMENT

Exhibit 10.3 SECOND AMENDMENT TO CONVERTIBLE NOTE PURCHASE AGREEMENT This Second Amendment to Convertible Note Purchase Agreement, dated September 8, 2025, by and between VIP Play, Inc., a Nevada corporation, f/k/a KeyStar Corp. (the “Borrower”), and Rick Hackel, an individual (the “Purchaser”) (this “Amendment”), is effective as of August 23, 2025. WITNESSETH: WHEREAS, the Borrower and the Purcha

September 12, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 8, 2025 VIP Play, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 8, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Num

September 12, 2025 EX-10.1

SECOND AMENDMENT CONVERTIBLE NOTE PURCHASE AGREEMENT

Exhibit 10.1 SECOND AMENDMENT TO CONVERTIBLE NOTE PURCHASE AGREEMENT This Second Amendment to Convertible Note Purchase Agreement, dated September 8, 2025, by and between VIP Play, Inc., a Nevada corporation, f/k/a KeyStar Corp. (the “Borrower”), and The Access Fund I, LP, a Delaware limited partnership (the “Purchaser”) (this “Amendment”), is effective September 1, 2025. WITNESSETH: WHEREAS, the

September 12, 2025 EX-10.2

SECOND AMENDMENT CONVERTIBLE NOTE PURCHASE AGREEMENT

Exhibit 10.2 SECOND AMENDMENT TO CONVERTIBLE NOTE PURCHASE AGREEMENT This Second Amendment to Convertible Note Purchase Agreement, dated September 8, 2025, by and between VIP Play, Inc., a Nevada corporation, f/k/a KeyStar Corp. (the “Borrower”), and Dennis Colletti, an individual (the “Purchaser”) (this “Amendment”), is effective August 28, 2025. WITNESSETH: WHEREAS, the Borrower and the Purchase

August 27, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 20, 2025 VIP Play, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 20, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numbe

July 24, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 21, 2025 VIP Play, Inc. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 21, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

July 24, 2025 EX-99.1

VIP Play, Inc. Announces Departure of Chief Financial Officer

Exhibit 99.1 VIP Play, Inc. Announces Departure of Chief Financial Officer LAS VEGAS, July 23, 2025 /PRNewswire/ — VIP Play Inc. (OTCQB: VIPZ) – VIP Play, Inc., a technology-driven leader in interactive consumer engagement, today announced that Jim Mackey, the Company’s Chief Financial Officer, will step down from his role, effective August 8, 2025. The Company has initiated a transition process a

July 3, 2025 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 2, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

June 20, 2025 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 18, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

June 4, 2025 EX-10.2

EMPLOYMENT AGREEMENT

Exhibit 10.2 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of June 2, 2025 (the “Effective Date”), between VIP PLAY, INC., a Nevada corporation (“Company”), and LES OTTOLENGHI, an individual residing in the State of Colorado (the “Executive”). Company and Executive are each referred to as a “Party” and collectively as the “Parties.” RECITALS Company desires to e

June 4, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 28, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

May 15, 2025 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 13, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

May 14, 2025 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 March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO

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 March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-56290 VIP Play, Inc. (Exact name of registrant as specified in

April 30, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 28, 2025 VIP Play, Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 28, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number

April 17, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 2, 2025 VIP Play, Inc. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 2, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

April 3, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 2, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

April 3, 2025 EX-99.1

VIP Play, Inc. Begins its U.S. Expansion, Obtains Interim West Virginia i-Gaming and Sports Wagering Management Service Provider Licenses

Exhibit 99.1 VIP Play, Inc. Begins its U.S. Expansion, Obtains Interim West Virginia i-Gaming and Sports Wagering Management Service Provider Licenses SARASOTA, April 2, 2025 /PRNewswire/ – VIP Play, Inc. (OTCQB: VIPZ), an experienced mobile gambling operator in the U.S. gaming markets, is pleased to announce the approval of its interim License in West Virginia for both Sports Wagering and i-Gamin

April 2, 2025 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 31, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number

April 2, 2025 EX-10.1

First Amended and Restated Discretionary Convertible Revolving Line Of Credit Demand Note dated as of March 31, 2025 made by VIP Play, Inc.

Exhibit 10.1 FIRST AMENDED AND RESTATED DISCRETIONARY CONVERTIBLE REVOLVING LINE OF CREDIT DEMAND NOTE $14,000,000.00 Sarasota, Florida Dated as of March 31, 2025 FOR VALUE RECEIVED, and intending to be legally bound hereby, VIP PLAY, INC., a Nevada corporation, f/k/a KeyStar Corp. (the “Maker”), hereby promises to pay ON DEMAND to the order of EXCEL FAMILY PARTNERS, LLLP, a Florida limited liabil

March 19, 2025 8-K

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 14, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number

March 6, 2025 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 5, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

February 18, 2025 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 3, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numb

February 11, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 7, 2025 VIP Play, Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 7, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numb

February 11, 2025 EX-10.1

Player Account Management Services Agreement made on February 7, 2025 and between VIP Play, Inc. and White Hat Gaming Limited

Exhibit 10.1 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [****] INDICATES THAT INFORMATION HAS BEEN REDACTED. (1) WHITE HAT GAMING LIMITED - and - (2) VIP PLAY, INC. PLAYER ACCOUNT MANAGEMENT SERVICES AGREEMENT THIS PLAYER ACCOUNT MANAGEMENT SERVICES AGRE

February 10, 2025 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 December 31, 2024 ☐ TRANSITION REPORT PURSUANT

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 December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-56290 VIP Play, Inc. (Exact name of registrant as specified

January 30, 2025 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 21, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numb

January 14, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 9, 2025 VIP Play, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 9, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numbe

January 8, 2025 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 8, 2025 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numbe

January 8, 2025 EX-10.1

Amended & Restated Agreement for the Provision of a Sports Betting Solution dated January 8, 2025 by and between VIP Play, Inc. and Sports Information Services Limited

Exhibit 10.1 This contract contains Confidential Information, Trade Secrets and Proprietary Information pursuant to Tennessee, Arizona, West Virginia, New Jersey, Pennsylvania and Michigan Public Records Law applicable in each jurisdiction. CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGI

January 3, 2025 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 27, 2024 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Num

December 23, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 19, 2024 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Num

December 17, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 10, 2024 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Num

December 17, 2024 EX-10.1

Casino and Sportsbook Online Operations Agreement dated as of December 9, 2024 by and between VIP Play, Inc. and Wheeling Island Gaming, Inc.

Exhibit 10.1 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [****] INDICATES THAT INFORMATION HAS BEEN REDACTED. CASINO AND SPORTSBOOK ONLINE OPERATIONS AGREEMENT between WHEELING ISLAND GAMING, INC. and VIP PLAY, INC. DECEMBER 9, 2024 CASINO AND SPORTSBOOK

December 13, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 10, 2024 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Num

November 27, 2024 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 22, 2024 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Num

November 8, 2024 EX-3.3

Amended and Restated Bylaws, Updated for Name Change

Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF VIP PLAY, INC. a Nevada corporation As Amended and Restated Effective as of September 28, 2022 and updated on September 26, 2024 with change of name of Corporation ARTICLE I OFFICES 1.1 Principal Office and Registered Office. The principal office and place of business of VIP PLAY, INC., f/k/a KeyStar Corp. (the “Corporation”) shall be at such location as

November 8, 2024 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 PURSUANT

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 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-56290 VIP Play, Inc. (Exact name of registrant as specified

November 7, 2024 EX-99.1

VIP Play, Inc. and Kambi Group agree to multi-year online sportsbook partnership

Exhibit 99.1 VIP Play, Inc. and Kambi Group agree to multi-year online sportsbook partnership VIP Play, Inc. (OTC:VIPZ) has chosen Kambi Group to power their sportsbook in Tennessee (currently operating as ZenSports) and in additional US states as VIP Play, Inc. continues with expansion into the US online gambling market. VIP Play, Inc. (OTC:VIPZ), an innovative mobile gambling operator within the

November 7, 2024 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 1, 2024 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numb

November 7, 2024 EX-10.1

Agreement for the Provision of a Sports Betting Solution dated November 1, 2024 by and between VIP Play, Inc. and Sports Information Services Limited

Exhibit 10.1 (1) SPORTS INFORMATION SERVICES LIMITED (2) VIP PLAY, INC. AGREEMENT FOR THE PROVISION OF A SPORTS BETTING SOLUTION CONTENTS Clause Page 1. DEFINITIONS AND INTERPRETATION 2 2. THE PROVISION OF THE SERVICE 9 3. EXCLUSIVITY 11 4. INTEGRATION AND LAUNCH OF THE SERVICE 12 5. SUPPLIER OBLIGATIONS 12 6. OPERATION OF THE CLIENT GAMING PLATFORM 13 7. CUSTOMER TERMS AND SPORTS RULES 13 8. DATA

October 30, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 25, 2024 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numb

October 21, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 11, 2024 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numb

October 1, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 26, 2024 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Nu

September 24, 2024 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 19, 2024 VIP Play, Inc. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Nu

September 24, 2024 EX-10.1

Form of First Amendment to Convertible Note Purchase Agreement of VIP Play, Inc

Exhibit 10.1 FIRST AMENDMENT TO CONVERTIBLE NOTE PURCHASE AGREEMENT First Amendment to Convertible Note Purchase Agreement, dated the 25th day of July, 2024, by and between KeyStar Corp., a Nevada corporation (the “Borrower”), and , an (the “Purchaser”) (this “Amendment”). W I T N E S S E T H: WHEREAS, the Borrower and the Purchaser entered into that certain Convertible Note Purchase Agreement, da

September 24, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) O

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-56290 VIP Play, Inc. (Exact name of registrant as

September 24, 2024 EX-3.1

Amended and Restated Articles of Incorporation

EXHIBIT 3.1 CERTIFICATE OF AMENDED AND RESTATED ARTICLES OF INCORPORATION OF KEYSTAR CORP, a Nevada corporation Pursuant to the provisions of Sections 78.385, 78.390 and 78.403 of the Nevada Revised Statutes (as amended from time to time, the “NRS”), the undersigned officer of KEYSTAR CORP, a corporation organized and existing under the laws of the State of Nevada, does hereby certify as follows:

September 16, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 11, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Num

August 30, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 28, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number

August 23, 2024 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment No. 1) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment No. 1) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-56290 KeyStar Corp. (Exact name of registra

August 20, 2024 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the Appropriate Box: ☐ Preliminary Information Statement ☐ Confidential, For Use of the Commission Only (As Permitted by Rule 14c-6(d)(2)) ☒ Definitive Information Statement KEYSTAR CORP. (Name of Registrant as

August 13, 2024 EX-10.2

Discretionary Convertible Revolving Line Of Credit Demand Note dated as of August 6, 2024 made by VIP Play, Inc. f/k/a KeyStar Corp. (incorporated by reference to Exhibit 10.2 to VIP Play, Inc. Current Report on Form 8-K filed on August 13, 2024)

Exhibit 10.2 DISCRETIONARY CONVERTIBLE REVOLVING LINE OF CREDIT DEMAND NOTE $5,000,000.00 Sarasota, Florida Dated as of August 6, 2024 FOR VALUE RECEIVED, and intending to be legally s hereby, KEYSTAR CORP, a Nevada corporation (the “Maker”), hereby promises to pay ON DEMAND to the order of EXCEL FAMILY PARTNERS, LLLP, a Florida limited liability limited partnership (the “Lender”), the lesser of (

August 13, 2024 EX-10.1

Sixth Amended and Restated Discretionary Convertible Revolving Line Of Credit Demand Note dated as of August 5, 2024 made by KeyStar Corp

Exhibit 10.1 SIXTH AMENDED AND RESTATED DISCRETIONARY CONVERTIBLE REVOLVING LINE OF CREDIT DEMAND NOTE $4,110,000.00 Sarasota, Florida Dated as of August 5, 2024 FOR VALUE RECEIVED, and intending to be legally bound hereby, KEYSTAR CORP, a Nevada corporation (the “Maker”), hereby promises to pay ON DEMAND to the order of EXCEL FAMILY PARTNERS, LLLP, a Florida limited liability limited partnership

August 13, 2024 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 7, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

August 9, 2024 PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the Appropriate Box: ☒ Preliminary Information Statement ☐ Confidential, For Use of the Commission Only (As Permitted by Rule 14c-6(d)(2)) ☐ Definitive Information Statement KEYSTAR CORP. (Name of Registrant as

July 29, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 25, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

July 12, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 10, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

July 1, 2024 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 26, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

June 27, 2024 CORRESP

KEYSTAR CORP. CONSOLIDATED STATEMENTS OF OPERATIONS

1645 Pine Tree Ln, Suite 2 Sarasota, FL 34236 keystarcorp.com June 27, 2024 Division of Corporation Finance Office of Trade & Services U.S. Securities& Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attention: Blaise Rhodes and Rufus Decker Re: KeyStar Corp. Form 10-K for Fiscal Year Ended June 30, 2023 Form 10-Q for Fiscal Quarter Ended March 31, 2024 File No. 000-56290 Gentlemen: Ke

June 25, 2024 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 15, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numb

June 20, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 12, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

June 4, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 29, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (

May 28, 2024 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 21, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (

May 28, 2024 EX-10.1

Settlement and Release Agreement dated May 23, 2024 by and among ZenSports, Inc., Mark Thomas, Bruce Cassidy and KeyStar Corp.

Exhibit 10.1 SETTLEMENT AND RELEASE AGREEMENT This SETTLEMENT AND RELEASE AGREEMENT (the “Agreement”) is made and entered into this 23rd day of May 2024 (“Effective Date”) by and among ZenSports, Inc., a Delaware corporation ( “ZenSports”), Mark Thomas, an individual and founder and Chief Executive Officer of ZenSports (“Mr. Thomas” and, together with ZenSports, the “ZenSports Parties”), KeyStar C

May 17, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 13, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (

May 13, 2024 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 March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO

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 March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-56290 KeyStar Corp. (Exact name of registrant as specified in i

April 25, 2024 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 December 31, 2023 ☐ TRANSITION REPORT PURSUANT

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 December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-56290 KeyStar Corp. (Exact name of registrant as specified i

April 25, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 24, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

April 19, 2024 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, 2023 ☐ TRANSITION REPORT PURSUANT

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, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-56290 KeyStar Corp. (Exact name of registrant as specified

April 15, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 10, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

March 29, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 27, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

March 18, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 12, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

March 18, 2024 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the Appropriate Box: ☐ Preliminary Information Statement ☐ Confidential, For Use of the Commission Only (As Permitted by Rule 14c-6(d)(2)) ☒ Definitive Information Statement KEYSTAR CORP. (Name of Registrant as

March 8, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) O

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-56290 KeyStar Corp. (Exact name of registrant as s

March 7, 2024 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 4, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number

February 28, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 23, 2024 KeyStar Corp. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 23, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numb

February 28, 2024 EX-10.1

First Amendment to Promissory Note made by KeyStar Corp. for the benefit of John Linss, dated February 19, 2024

Exhibit 10.1 FIRST Amendment to PROMISSORY Note This First Amendment to Promissory Note is made February 19, 2024 (“Amendment Effective Date”), by and between KEYSTAR CORP., a Nevada corporation (the “Maker”), and JOHN LINSS, a Nevada resident (the “Holder”) (this “First Amendment”). The Maker and the Holder hereby agree that the Promissory Note, dated February 27, 2023, made by the Maker in favor

January 31, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 29, 2024 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numbe

January 31, 2024 EX-10.1

Consulting Agreement between KeyStar Corp. and Walter Tabaschek, dated January 30, 2024

Exhibit 10.1 CONSULTING AGREEMENT This CONSULTING AGREEMENT (“Agreement”) is entered into this 30th day of January 2024 (“Effective Date”) by and between KeyStar Corp., a Nevada corporation (the “Company”), and Walter Tabaschek, a resident of Florida (“Consultant”). Company and Consultant may be referred to in this Agreement individually as a “Party” and together as the “Parties.” This Agreement w

January 22, 2024 8-K

Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 18, 2023 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numb

January 5, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2024 KEYSTAR CORP. (Exact Name of Registrant as Specified in Charter) Nevada 000-56290 85-0738656 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I

January 5, 2024 EX-99.1

Private Placement Memorandum, dated July 24, 2023.

Exhibit 99.1

January 5, 2024 EX-99.2

Information Provided to Investors in Private Offering.

Exhibit 99.2

January 4, 2024 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 29, 2023 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numb

January 4, 2024 EX-4.1

Form of Conversion Notice, dated December 28, 2023

Exhibit 4.1 FORM OF CONVERSION NOTICE December [ ], 2023 KeyStar Corp Attn: Bruce Cassidy, Interim Chief Executive Officer 78 SW 7th Street, Suite 800 Miami, FL 33130 Re: Fourth Amended and Restated Discretionary Convertible Non-Revolving Line of Credit Demand Note, dated September 14, 2023, issued by KeyStar Corp (“KeyStar”) to Excel Family Partners, LLLP (“EFP”) in the original principal amount

January 4, 2024 EX-10.1

Fifth Amended and Restated Discretionary Non-Revolving Line Of Credit Demand Note dated December 29, 2023 made by KeyStar Corp. (incorporated by reference to Exhibit 10.1 to KeyStar Corp’s. Current Report on Form 8-K filed on January 4, 2024)

Exhibit 10.1 FIFTH AMENDED AND RESTATED DISCRETIONARY CONVERTIBLE REVOLVING LINE OF CREDIT DEMAND NOTE $2,000,000.00 Sarasota, Florida Dated as of December 29, 2023 FOR VALUE RECEIVED, and intending to be legally bound hereby, KEYSTAR CORP, a Nevada corporation (the “Maker”), hereby promises to pay ON DEMAND to the order of EXCEL FAMILY PARTNERS, LLLP, a Florida limited liability limited partnersh

November 6, 2023 EX-10.1

Consulting Agreement between KeyStar Corp. and Mark Thomas, dated November 1, 2023

Exhibit 10.1 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (“Agreement”) is entered into this 1st day of November 2023 (“Effective Date”) by and between KeyStar Corp., a Nevada corporation (the “Company”), and Mark Thomas, a resident of Florida (“Consultant”). Company and Consultant may be referred to in this Agreement individually as a “Party” and together as the “Parties.” This Agreement will s

November 6, 2023 8-K

Financial Statements and Exhibits, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 31, 2023 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Numbe

September 28, 2023 NT 10-K

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-56290 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-56290 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Fo

September 19, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 14, 2023 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Num

September 19, 2023 EX-10.1

Fourth Amended and Restated Discretionary Non-Revolving Line Of Credit Demand Note dated September 14, 2023 made by KeyStar Corp.

Exhibit 10.1 FOURTH AMENDED AND RESTATED DISCRETIONARY CONVERTIBLE NON-REVOLVING LINE OF CREDIT DEMAND NOTE $10,000,000.00 Sarasota, Florida Dated as of September 14, 2023 FOR VALUE RECEIVED, and intending to be legally bound hereby, KEYSTAR CORP, a Nevada corporation (the “Maker”), hereby promises to pay ON DEMAND to the order of EXCEL FAMILY PARTNERS, LLLP, a Florida limited liability limited pa

September 19, 2023 EX-4.1

Common Stock Warrant of KeyStar Corp. issued to Excel Family Partners, LLP, dated September 14, 2023

Exhibit 4.1 NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE HEREOF, HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT OF 1933”), OR QUALIFIED UNDER THE CALIFORNIA CORPORATE SECURITIES LAW OF 1968 OR OTHER APPLICABLE SECURITIES LAWS (“STATE SECURITIES LAWS”), AND THIS WARRANT HAS BEEN, AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF, WILL BE, AC

September 7, 2023 EX-16.1

Letter dated September 7, 2023 from Sadler, Gibb & Associates, LLC to the Securities and Exchange Commission

Exhibit 16.1 September 7, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Ladies and Gentlemen, We have read the statements of KeyStar Corp. relating to the event described under Item 4.01 of Form 8-K dated August 31, 2023, and we agree with such statements as they pertain to our firm. Respectfully, Sadler, Gibb & Associates, LLC Draper, UT Phone: 801-783-295

September 7, 2023 8-K

Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 31, 2023 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number

August 29, 2023 EX-4.1

Form of Convertible Promissory Note of KeyStar Corp.

Exhibit 4.1 Form of Convertible Promissory Note THIS INSTRUMENT AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT OR UPON RECEIPT BY THE COMPANY OF AN OPINI

August 29, 2023 EX-10.1

Form of Convertible Note Purchase Agreement of KeyStar Corp.

Exhibit 10.1 THESE ARE SPECULATIVE SECURITIES WHICH INVOLVE A HIGH DEGREE OF RISK. IN MAKING AN INVESTMENT DECISION, PURCHASERS MUST RELY ON THEIR OWN EXAMINATION OF THE COMPANY AND THE TERMS OF THE OFFERING, INCLUDING THE RISKS INVOLVED. THE SECURITIES HAVE NOT BEEN RECOMMENDED BY ANY FEDERAL OR STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL

August 29, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 23, 2023 KeyStar Corp. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 23, 2023 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number

July 24, 2023 EX-10.1

Third Amended and Restated Discretionary Non-Revolving Line Of Credit Demand Note dated July 18, 2023 made by KeyStar Corp.

Exhibit 10.1 THIRD AMENDED AND RESTATED DISCRETIONARY CONVERTIBLE NON-REVOLVING LINE OF CREDIT DEMAND NOTE $5,000,000.00 Sarasota, Florida Dated as of July 18, 2023 FOR VALUE RECEIVED, and intending to be legally bound hereby, KEYSTAR CORP, a Nevada corporation (the “Maker”), hereby promises to pay ON DEMAND to the order of EXCEL FAMILY PARTNERS, LLLP, a Florida limited liability limited partnersh

July 24, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2023 KEYSTAR CORP. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2023 KEYSTAR CORP. (Exact Name of Registrant as Specified in Charter) Nevada 000-56290 85-0738656 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R

July 24, 2023 EX-99.1

KeyStar Corp. Opens New Round Of Funding

Exhibit 99.1 KeyStar Corp. Opens New Round Of Funding Miami, FL, July 24, 2023/Newswire/ — KeyStar Corp. (OTC: KEYR), has announced the opening of a new round of funding. The company is targeting the sale of up to 8,000,000 shares of its common stock at a price of $1.00 per share, for an aggregate raise of $8 million, but has authority from its board of directors to raise up to $10 million in tota

July 24, 2023 EX-4.1

Common Stock Warrant of KeyStar Corp. issued to Excel Family Partners, LLP, dated July 18, 2023

Exhibit 4.1 NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE HEREOF, HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT OF 1933”), OR QUALIFIED UNDER THE CALIFORNIA CORPORATE SECURITIES LAW OF 1968 OR OTHER APPLICABLE SECURITIES LAWS (“STATE SECURITIES LAWS”), AND THIS WARRANT HAS BEEN, AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF, WILL BE, AC

July 24, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 18, 2023 KeyStar Corp. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 18, 2023 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number)

May 22, 2023 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 March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO

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 March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-56290 KeyStar Corp. (Exact name of registrant as specified in i

May 15, 2023 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 333-252983 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 333-252983 NOTIFICATION OF LATE FILING (Check One):☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: March 31, 2023 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐Transition Report on Form 10-Q ☐Transition Report on Form N

May 8, 2023 EX-4.1

Common Stock Warrant of KeyStar Corp. issued to Excel Family Partners, LLP, dated May 5, 2023

NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE HEREOF, HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT OF 1933”), OR QUALIFIED UNDER THE CALIFORNIA CORPORATE SECURITIES LAW OF 1968 OR OTHER APPLICABLE SECURITIES LAWS (“STATE SECURITIES LAWS”), AND THIS WARRANT HAS BEEN, AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF, WILL BE, ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR RESALE IN CONNECTION WITH, ANY DISTRIBUTION THEREOF.

May 8, 2023 EX-10.1

Promissory Note made by KeyStar Corp. for the benefit of Excel Family Partners, LLLP, dated May 5, 2023

Promissory Note dated May 5, 2023 PROMISSORY NOTE $1,600,000.00 Sarasota, Florida Dated as of May 5, 2023 FOR VALUE RECEIVED, KEYSTAR CORP, a Nevada corporation (“Borrower”), promises to pay to the order of EXCEL FAMILY PARTNERS, LLLP, a Florida limited liability limited partnership (together with successors and assigns, “Lender”), the principal amount of One Million Six Hundred Thousand and 00/10

May 8, 2023 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 5, 2023 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 333-252983 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employe

April 14, 2023 EX-10.3

KEYSTAR CORP 2023 STOCK PLAN NOTICE OF STOCK OPTION GRANT

Notice of Incentive Stock Option Grant Form ISO KEYSTAR CORP 2023 STOCK PLAN NOTICE OF STOCK OPTION GRANT (Grantee name and address) You have been granted an option to purchase shares of the Common Stock of KEYSTAR CORP (the “Company”) as follows, subject to the terms of the KEYSTAR CORP 2023 Stock Plan (the “Plan”) and the attached Stock Option Award Agreement.

April 14, 2023 EX-10.2

KEYSTAR CORP 2023 STOCK PLAN STOCK OPTION AWARD AGREEMENT

Stock Option Award Agreement Form KEYSTAR CORP 2023 STOCK PLAN STOCK OPTION AWARD AGREEMENT This Stock Option Award Agreement (this “Agreement”) is made by and between KEYSTAR CORP, a Nevada corporation (the “Company”), and [], an individual (“Grantee”), effective as of the Date of Grant shown on the accompanying Notice of Stock Option Grant (the “Grant Notice”).

April 14, 2023 EX-10.1

KeyStar Corp. 2023 Stock Plan

KEYSTAR CORP. 2023 STOCK PLAN 1.Purpose. This KEYSTAR CORP. 2023 Stock Plan (the “Plan”) is intended to provide incentives: (a)to employees of KEYSTAR CORP. (the “Company”), its parent (if any), or any of its present or future subsidiaries (each a “Related Corporation” and collectively, “Related Corporations”), by providing them with opportunities to purchase Common Stock (as defined below) of the

April 14, 2023 EX-10.4

KEYSTAR CORP 2023 STOCK PLAN NOTICE OF STOCK OPTION GRANT

NSO KEYSTAR CORP 2023 STOCK PLAN NOTICE OF STOCK OPTION GRANT (Grantee name and address) You have been granted an option to purchase shares of the Common Stock of KEYSTAR CORP (the “Company”) as follows, subject to the terms of the KEYSTAR CORP 2023 Stock Plan and the attached Stock Option Award Agreement.

April 14, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 10, 2023 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 333-252983 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Empl

April 5, 2023 8-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 31, 2023 KeyStar Corp. (Exact name of reg

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 31, 2023 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 333-252983 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Empl

March 2, 2023 EX-10.3

Promissory Note made by KeyStar Corp. for the benefit of John Linss, dated February 27, 2023

PROMISSORY NOTE $1,700,000.00 February 27, 2023 FOR VALUE RECEIVED, the undersigned KEYSTAR CORP., a Nevada corporation, having an address at 78 SW 7th Street, Suite 800, Miami, Florida 33130 (the “Maker”), hereby promises to pay to the order of JOHN LINSS, a resident of Nevada, having an address at 2717 Orchid Valley Drive, Las Vegas, Nevada 89134 (the “Holder”), the principal sum of One Million

March 2, 2023 8-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 27, 2023 KeyStar Corp. (Exact name of

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 27, 2023 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 333-252983 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. E

March 2, 2023 EX-10.2

Stock Redemption and Purchase Agreement between KeyStar Corp. and Corespeed, LLC, dated February 27, 2023

STOCK REDEMPTION AND PURCHASE AGREEMENT This Stock Redemption and Purchase Agreement (this “Agreement”) is dated as of February 27, 2023, (the “Effective Date”) by and among KeyStar Corp.

March 2, 2023 EX-10.1

Stock Redemption and Purchase Agreement between KeyStar Corp. and John Linss, dated February 27, 2023

Stock Redemption and Purchase Agreement between KeyStar Corp. and John Linss, dated February 27, 2023 STOCK REDEMPTION AND PURCHASE AGREEMENT This Stock Redemption and Purchase Agreement (this “Agreement”) is dated as of February 27, 2023, (the “Effective Date”) by and among KeyStar Corp., a Nevada corporation (the “Company”), and John Linss, an individual residing in the state of Nevada (the “Sel

February 28, 2023 EX-4.1

Common Stock Warrant of KeyStar Corp. issued to Excel Family Partners, LLP, dated February 24, 2023

Common Stock Warrant of KeyStar Corp. issued to Excel Family Partners, LLP, dated February 24, 2023 NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE HEREOF, HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT OF 1933”), OR QUALIFIED UNDER THE CALIFORNIA CORPORATE SECURITIES LAW OF 1968 OR OTHER APPLICABLE SECURITIES LAWS (“STATE SECURITIES LAWS”),

February 28, 2023 EX-10.1

Second Amended and Restated Discretionary Non-Revolving Line Of Credit Demand Note dated February 24, 2023 made by KeyStar Corp.

SECOND AMENDED AND RESTATED DISCRETIONARY CONVERTIBLE NON-REVOLVING LINE OF CREDIT DEMAND NOTE $4,000,000.

February 28, 2023 8-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 24, 2023 KeyStar Corp. (Exact name of

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 24, 2023 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 333-252983 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. E

February 21, 2023 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 December 31, 2022 ☐ TRANSITION REPORT PURSUANT

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 December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 333-252983 KeyStar Corp. (Exact name of registrant as specified

February 14, 2023 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 333-252983 NOTIFICATION OF LATE FILING

NT-10Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 333-252983 NOTIFICATION OF LATE FILING (Check One):☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: December 31, 2022 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐Transition Report on Form 10-Q ☐Transition Report

February 10, 2023 EX-10.1

Offer Letter Supplement between KeyStar Corp. and Mark Thomas, dated February 6, 2023

EXHIBIT 10.1 KEYSTAR CORP February 6, 2023 Mark Thomas 55 SE 6th Street, Apt. 4004 Miami, FL 33131 Re: Supplement to Offer of Promotion Dear Mark: This letter will serve as a supplement to the offer letter, dated January 10, 2023, which you received and accepted related to your promotion as the Chief Executive Officer of KeyStar Corp (the “Company”). On February 1, 2023, the Board of Directors of

February 10, 2023 EX-99.1

KeyStar Corp. Officially Submits Tennessee Sports Wagering License Application For ZenSports

KeyStar Corp. Officially Submits Tennessee Sports Wagering License Application For ZenSports Sports wagering operator that offers traditional sports book plus peer-to-peer wagering submits Tennessee application. Miami, FL, February 10, 2023/Newswire/ - KeyStar Corp® (OTC: KEYR) has announced the official submission of its sports wagering license application for ZenSports in the State of Tennessee.

February 10, 2023 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 6, 2023 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 333-252983 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Em

January 17, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 10, 2023 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 333-252983 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Em

January 17, 2023 EX-10.1

Separation Agreement and Release between KeyStar Corp. and John Linss, dated January 10, 2023

EX-10.1 2 keyrex101.htm SEPARATION AGREEMENT AND RELEASE DATED JANUARY 10, 2023 EXHIBIT 10.1 SEPARATION AGREEMENT AND RELEASE The Separation Agreement and Release (“Release”) is entered into by and between KeyStar Corp. (“Keystar”) and John Linss (“Linss”) (collectively the “Parties”). WHEREAS, Keystar and Linss entered into an Employment Agreement effective as of June 14, 2022 (the “Employment Ag

January 17, 2023 EX-10.2

Offer Letter between KeyStar Corp. and Mark Thomas, dated January 10, 2023

EX-10.2 3 keyrex102.htm OFFER LETTER DATED JANUARY 10, 2023 EXHIBIT 10.2 KEYSTAR CORP. January 10, 2023 Mark Thomas 55 SE 6th Street, Apt. 4004 Miami, FL 33131 Re: Offer of Promotion Dear Mark: We are pleased to offer you a promotion in regard to your employment with KeyStar Corp. (the “Company”). Your new position will be Chief Executive Officer, effective as of the date that the Company’s curren

November 21, 2022 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, 2022 ☐ TRANSITION REPORT PURSUANT

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, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 333-252983 KeyStar Corp. (Exact name of registrant as specified

November 14, 2022 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 333-252983 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 333-252983 NOTIFICATION OF LATE FILING (Check One):☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: September 30, 2022 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐Transition Report on Form 10-Q ☐Transition Report on Fo

October 13, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) O

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2022 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 333-252983 KeyStar Corp. (Exact name of registrant as

October 13, 2022 EX-10.10

KEYSTAR CORP. 2021 STOCK PLAN

KEYSTAR CORP. 2021 STOCK PLAN 1.Purpose. This KEYSTAR CORP. 2021 Stock Plan (the ?Plan?) is intended to provide incentives: (a)to employees of KEYSTAR CORP. (the ?Company?), its parent (if any), or any of its present or future subsidiaries (each a ?Related Corporation? and collectively, ?Related Corporations?), by providing them with opportunities to purchase Common Stock (as defined below) of the

October 4, 2022 EX-3.1

Amended and Restated Bylaws

AMENDED AND RESTATED BYLAWS OF KEYSTAR CORP. a Nevada corporation As Amended and Restated Effective as of September 28, 2022 ARTICLE I OFFICES 1.1Principal Office and Registered Office. The principal office and place of business of KeyStar Corp. (the "Corporation") shall be at such location as established from time to time by resolution of the board of directors of the Corporation (the "Board"). T

October 4, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 28, 2022 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 333-252983 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S.

September 28, 2022 NT 10-K

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 333-252983 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 333-252983 NOTIFICATION OF LATE FILING (Check One):[X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR For Period Ended: June 30, 2022 [ ]Transition Report on Form 10-K [ ]Transition Report on Form 20-F [ ]Transition Report on Form 11-K [ ]Transition Report on Form 10-Q [ ]Transiti

September 16, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 12, 2022 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. E

September 16, 2022 EX-2.1

Asset Purchase Agreement with Excel Members, LLC, dated as of September 12, 2022

ASSET PURCHASE AGREEMENT by and among KeyStar Corp. and Excel Members, LLC September 12, 2022 i ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this ?Agreement?) is made as of September 12, 2022 (the ?Effective Date?), by and among KeyStar Corp., a Nevada corporation (?Purchaser?), and Excel Members, LLC, a Delaware limited liability company (?Seller?). Purchaser and Seller may be referred

September 16, 2022 8-K/A

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 16, 2022 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Em

September 6, 2022 SC 13D

KEYR / KEYSTAR CORP COM / ZenSports, Inc. - SCHEDULE 13D Activist Investment

Schedule 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* KeyStar Corp. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 49338Y105 (CUSIP Number) ZenSports, Inc. 78 SW 7th Street, Suite 800 Miami, Florida 33130 (415) 572-5334 (Name, Address and Telephone Number of Person A

September 6, 2022 SC 13D

KEYR / KEYSTAR CORP COM / Thomas Mark Anthony - SCHEDULE 13D Activist Investment

SC 13D 1 zens13d.htm SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* KeyStar Corp. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 49338Y105 (CUSIP Number) ZenSports, Inc. 78 SW 7th Street, Suite 800 Miami, Florida 33130 (415) 572-5334 (Name, Address and Telepho

September 1, 2022 EX-4.1

Exhibit B

EX-4.1 3 keyrex41.htm REGISTRATION RIGHTS AGREEMENT Exhibit 4.1 REGISTRATION RIGHTS AGREEMENT by and between KEYSTAR CORP. and ZENSPORTS, INC. and ADDITIONAL HOLDERS Dated as of August 26, 2022 TABLE OF CONTENTS ARTICLE I RESALE SHELF REGISTRATION Section 1.1Resale Shelf Registration Statement1 Section 1.2Effectiveness Period2 Section 1.3Subsequent Shelf Registration Statement2 Section 1.4Suppleme

September 1, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 26, 2022 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Empl

September 1, 2022 EX-2.1

Exhibit A

Exhibit 2.1 THIS IS A DRAFT. NO AGREEMENT, ORAL OR WRITTEN, REGARDING OR RELATING TO ANY OF THE MATTERS COVERED BY THIS DRAFT HAS BEEN ENTERED INTO BETWEEN THE PARTIES. THIS DOCUMENT, IN ITS PRESENT FORM OR AS IT MAY BE HEREAFTER REVISED BY ANY PARTY, WILL NOT BECOME A BINDING AGREEMENT OF THE PARTIES UNLESS AND UNTIL, WITH ALL SCHEDULES AND EXHIBITS ATTACHED, IT HAS BEEN SIGNED BY ALL PARTIES AND

August 23, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 16, 2022 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Empl

August 23, 2022 EX-10.1

Amended and Restated Discretionary Non-Revolving Line of Credit Demand Note, dated August 16, 2022

EX-10.1 2 keyrex101.htm AMENDED AND RESTATED DISCRETIONARY NON-REVOLVING LINE OF CREDIT DEMAND NOTE EXHIBIT 10.1 AMENDED AND RESTATED DISCRETIONARY NON-REVOLVING LINE OF CREDIT DEMAND NOTE $2,000,000.00Sarasota, Florida Dated as of August 16, 2022 FOR VALUE RECEIVED, and intending to be legally bound hereby, KEYSTAR CORP., a Nevada corporation (the "Maker"), hereby promises to pay ON DEMAND to the

August 23, 2022 EX-10.2

Amendment to Employment Agreement with John Linss, dated August 16, 2022.

EX-10.2 3 keyrex102.htm AMENDMENT TO EMPLOYMENT AGREEMENT BETWEEN KEYSTAR CORP. AND JOHN LINSS EXHIBIT 10.2 AMENDEMENT TO EMPLOYMENT AGREEMENT KEYSTAR CORP., a Nevada corporation. (the “Company”), and JOHN LINSS, an individual residing in the State of Nevada (“Executive”), hereby enter into this Amendment to Employment Agreement (“Amendment”), effective as of August 16, 2022. Company and Executive

August 23, 2022 EX-10.3

Restricted Stock Award Agreement between KeyStar Corp. and John Linss, dated August 16, 2022

EX-10.3 4 keyrex103.htm RESTRICTED STOCK AWARD AGREEMENT BETWEEN KEYSTAR CORP. AND JOHN LINSS EXHIBIT 10.3 Restricted Stock Award Agreement This Restricted Stock Award Agreement (this “Agreement”) is made and entered into as of August 16, 2022 (the “Effective Date”) by and between Keystar Corp., a Nevada corporation (the “Company”), and John Linss, an individual residing in the State of Nevada (th

July 27, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 11, 2022 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 85-0738656 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employ

July 5, 2022 EX-10.1

Form of Securities Purchase Agreement between KeyStar Corp. and Investors

SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of , 202, by and among KeyStar Corp.

July 5, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 28, 2022 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 82-1317032 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employ

July 5, 2022 EX-3.1

Certificate of Designation of Series C Convertible Preferred Stock

CERTIFICATE OF DESIGNATION OF KEYSTAR CORP. SERIES C PREFERRED STOCK PURSUANT TO NEVADA REVISED STATUTES 78.1955 The undersigned, Bruce Cassidy, does hereby certify that: 1.Such individual is the Chief Executive Officer (?CEO?) of KeyStar Corp., a Nevada corporation (the ?Corporation?). 2.The Corporation?s Articles of Incorporation (?Articles?) authorize the Corporation to issue 25,000,000 shares

June 22, 2022 8-K/A

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 14, 2022 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 82-1317032 (State or other jurisdiction of incorporation) (Commission File Nu

June 21, 2022 EX-10.2

Employment Conditions Agreement with Anthony J. Fidaleo, dated June 15, 2022.

EX-10.2 3 keyrex102.htm EMPLOYMENT CONDITIONS AGREEMENT DATED JUNE 15, 2022 EMPLOYMENT CONDITIONS AGREEMENT In consideration of my continued engagement by KeyStar Corp., a Nevada corporation, its subsidiaries, parents, affiliates, successors and assigns (“Company”), as either an employee, advisor, officer and/or director and other good and valuable consideration, the sufficiency of which is hereby

June 21, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 14, 2022 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 82-1317032 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employ

June 21, 2022 EX-10.1

Employment Agreement with John Linss, dated June 14, 2022

EX-10.1 2 keyrex101.htm DISCRETIONARY NON-REVOLVING LINE OF CREDIT DEMAND NOTE DATED FEBRUARY 22, 2022 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is effective as of June 14, 2022 (the “Effective Date”), between KEYSTAR CORP., a Nevada corporation (“Company”), and JOHN LINSS, an individual residing in the State of Nevada (the “Executive”). Company and Executive are each refer

May 16, 2022 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 March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO

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 March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-56290 KeyStar Corp. (Exact name of registrant as specified in i

April 26, 2022 8-K

Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 20, 2022 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 82-1317032 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Emplo

March 22, 2022 EX-10.1

Discretionary Non-Revolving Line of Credit Demand Note, dated February 22, 2022

DISCRETIONARY NON-REVOLVING LINE OF CREDIT DEMAND NOTE $250,000.00 Sarasota, Florida Dated as of February 22, 2022 FOR VALUE RECEIVED, and intending to be legally bound hereby, KEYSTAR CORP., a Nevada corporation (the "Maker"), hereby promises to pay ON DEMAND to the order of EXCEL FAMILY PARTNERS, LLLP, a Florida limited liability limited partnership (the "Lender"), the lesser of (i) the principa

March 22, 2022 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 22, 2022 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 82-1317032 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Em

February 22, 2022 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 December 31, 2021 ☐ TRANSITION REPORT PURSUANT

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 December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-56290 KeyStar Corp. (Exact name of registrant as specified i

February 15, 2022 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

NT 10-Q 1 keyrnt10q.htm FORM 12B-25 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-56290 Notification of Late Filing (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: December 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Repor

January 12, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 28, 2021 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 82-1317032 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Em

January 12, 2022 EX-3.1

Certificate of Designation of Series B Convertible Preferred Stock

CERTIFICATE OF DESIGNATION OF THE PREFERENCES, RIGHTS, AND LIMITATIONS OF THE SERIES B CONVERTIBLE PREFERRED STOCK OF KEYSTAR CORP.

January 12, 2022 EX-4.1

First Amended and Restated Demand Note, dated December 28, 2021

FIRST AMENDED AND RESTATED DEMAND CONVERTIBLE PROMISSORY NOTE US $10,000.00 Las Vegas, Nevada December 28, 2021 For good and valuable consideration, KeyStar Corp, a Nevada corporation (?Maker?), hereby makes and delivers this First Amended and Restated Demand Convertible Promissory Note (this ?Note?) in favor of Eagle Investment Group, LLC, a Florida limited liability company, its successors and a

December 22, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 17, 2021 KeyStar Corp. (Exact name of registrant as specified in its charter) Nevada 000-56290 82-1317032 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Em

December 17, 2021 SC 14F1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 14F-1 Information Statement Pursuant to Section 14(f) of the Securities Exchange Act of 1934 and Rule 14f-1 Promulgated Thereunder Date of Report (Date of earliest event r

SC 14F1 1 keyr14f1.htm INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Schedule 14F-1 Information Statement Pursuant to Section 14(f) of the Securities Exchange Act of 1934 and Rule 14f-1 Promulgated Thereunder Date of Report (Date of earliest event reported) December 17, 2021 KeyStar Corp. .(Exact name of registrant as specified in its charter) Nevada 0

November 15, 2021 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, 2021 ☐ TRANSITION REPORT PURSUANT

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, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-56290 KeyStar Corp. (Exact name of registrant as specified

September 28, 2021 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2021 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) O

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2021 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-56290 KeyStar Corp. (Exact name of registrant as s

June 2, 2021 8-A12G

SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 KEYSTAR CORP. (Exact name of registrant as specified in its ch

8-A12G 1 kstar8a12g.htm 8A-12G SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 Form 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 KEYSTAR CORP. (Exact name of registrant as specified in its charter) Nevada 85-0738656 (State of incorporation or organization) (I.R.S. Employer Identification No.) 9620 Las Vegas B

May 7, 2021 10-Q

Quarterly Report - KEYSTAR CORP. - FORM 10-Q SEC FILING

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 March 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 333-252983 KeyStar Corp. (Exact name of registrant as specified in

March 31, 2021 CORRESP

-

KEYSTAR CORP. 9620 Las Vegas Blvd. S STE E4-98 Las Vegas, NV 89123 Phone: (702) 800-2511 March 30, 2021 THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Attn: Taylor Beech Division of Corporation Finance 100 F. Street NE Mailstop 3720 Washington, D.C. 20549-7010 Re: KeyStar Corp. Registration Statement on Form S-1, as amended File No. 333-252983 Dear Taylor Beech: Pursuant to Rule 461 under th

March 26, 2021 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A Amendment No. 2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 KeyStar Corp. (Name of Registrant in its charter) Nevada 85-0738656 (State or jurisdiction of i

S-1/A 1 kstars1a.htm AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A Amendment No. 2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 KeyStar Corp. (Name of Registrant in its charter) Nevada 85-0738656 (State or jurisdiction of incorporation or organization) (Classification Code Number) (I.R.S. Employer Identification Number) 9620 Las Vegas

March 26, 2021 CORRESP

KeyStar Corp. 9620 Las Vegas Blvd. S STE E4-98 Las Vegas, NV 89123

KeyStar Corp. 9620 Las Vegas Blvd. S STE E4-98 Las Vegas, NV 89123 March 26, 2021 Via EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Mailstop 3720 Washington D.C., 20549-7010 Attention: Taylor Beech Re: KeyStar Corp. Amendment No. 1 to Registration Statement on Form S-1 Filed March 15, 2021 File No. 333-252983 Dear Taylor Beech: I write on behalf of KeyStar Corp., (the ?

March 15, 2021 EX-10.3

Exhibit 10.3

DEMAND CONVERTIBLE PROMISSORY NOTE US $10,000 Las Vegas, Nevada April 20, 2020 For good and valuable consideration, Keystar Corp, a Nevada corporation, (?Maker?), hereby makes and delivers this Convertible Promissory Note (this ?Note?) in favor of Zixiao Chen or her assigns (?Holder?), and hereby agrees as follows: 1.

March 15, 2021 EX-10.2

Exhibit 10.2

DEMAND PROMISSORY NOTE U.S. $35,000 Las Vegas, Nevada April 27, 2020 The undersigned, KEYSTAR CORP, a corporation organized under the laws of Nevada (the “Company”), hereby promises to pay to the order of Zixiao Chen, a Nevada resident (the “Holder”), the principal sum of Thirty Five Thousand Dollars ($35,000) United States Dollars, together with simple interest from the date hereof on the unpaid

March 15, 2021 CORRESP

KeyStar Corp. 9620 Las Vegas Blvd. S STE E4-98 Las Vegas, NV 89123

KeyStar Corp. 9620 Las Vegas Blvd. S STE E4-98 Las Vegas, NV 89123 March 12, 2021 Via EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Mailstop 3720 Washington D.C., 20549-7010 Attention: Taylor Beech Re: KeyStar Corp. Registration Statement on Form S-1 Filed February 11, 2021 File No. 333-252983 Dear Taylor Beech: I write on behalf of KeyStar Corp., (the “Company”) in res

March 15, 2021 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A Amendment No. 1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 KeyStar Corp. (Name of Registrant in its charter) Nevada 85-0738656 (State or jurisdiction of i

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A Amendment No. 1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 KeyStar Corp. (Name of Registrant in its charter) Nevada 85-0738656 (State or jurisdiction of incorporation or organization) (Classification Code Number) (I.R.S. Employer Identification Number) 9620 Las Vegas Blvd. S STE E4-98 Las Vegas, NV 8912

February 11, 2021 EX-3.2

Certificate of Amendment

EX-3.2 3 kstarex32.htm CERTIFICATE OF AMENDMENT BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street Carson City, Nevada 89701-4201 (775) 684-5708 Website: www.nvsos.gov www.nvsilverflume.gov Business Number: E6075522020-4 Filing Number: 20201004810 Filed On: 10/27/2020 4:21:00 PM Number of Pages: 4 Profit Corporation: Certificate of Amendment (PURSUANT TO NRS 78.380 & 78 385/78 390) 1.

February 11, 2021 EX-3.3

Exhibit 3.3

BY-LAWS OF KEYSTAR CORP (A NEVADA CORPORATION) ARTICLE I OFFICES Section 1. Registered Office. The registered office of the corporation in the State of Nevada shall be at such place as the board shall resolve. Section 2. Other Offices. The corporation shall also have and maintain an office or principal place of business at such place as may be fixed by the Board of Directors, and may also have off

February 11, 2021 EX-3.1

Articles of Incorporation

EX-3.1 2 kstarex31.htm ARTICLES OF INCORPORATION BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street Carson City, Nevada 89701-4201 (775) 684-5708 Website: www.nvsos.gov www.nvsilverflume.gov Business Number: E6075522020-4 Filing Number: 20200607551 Filed On: 04/16/2020 11:20:28 AM Number of Pages: 8 Formation - Profit Corporation NRS 78 - Articles of Incorporation Profit Corporation 1.

February 11, 2021 S-1

Registration Statement - REGISTRATION STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 KeyStar Corp. (Name of small business issuer in its charter) Nevada 85-0738656 (State or jurisdiction of incorporation or organization) (Classification Code Number) (I.R.S. Employer Identification Number) 9620 Las Vegas Blvd. S STE E4-98 Las Vegas, NV 89123 (tel.

February 11, 2021 EX-99.1

SUBSCRIPTION AGREEMENT KeyStar Corp.

EX-99.1 8 kstarex991.htm SUBSCRIPTION AGREEMENT Exhibit 99.1 SUBSCRIPTION AGREEMENT KeyStar Corp. KeyStar Corp., a Nevada corporation (hereinafter the "Company") and the undersigned (hereinafter the “Subscriber”) agree as follows: WHEREAS: A.The Company desires to issue a maximum of 2,000,000 shares of Common Stock of the Company at a price of $0.05 per share (hereinafter the "Shares"); and B.Subs

February 11, 2021 EX-10.1

Demand Promissory Note, dated December 30, 2020

Exhibit 10.1 DEMAND PROMISSORY NOTE U.S. $30,000 Las Vegas, Nevada Dec 30, 2020 The undersigned, KEYSTAR CORP, a corporation organized under the laws of Nevada (the “Company”), hereby promises to pay to the order of Topsight Corporation, a Nevada corporation (the “Holder”), the principal sum of Thirty Thousand Dollars ($30,000) United States Dollars, together with simple interest from the date her

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