UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

For the quarterly period ended June 30, 2026

For the transition period from _________ to _________

SEC File No. 333-175482

Issuer’s telephone number: 815-941-9888

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

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

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

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

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

As of August 13, 2026, there were 87,964,090 shares issued and outstanding of the registrant’s common stock.

INTRODUCTORY COMMENT

Throughout this Quarterly Report on Form 10-Q, the terms “we,” “us,” “our,” “First America Resources Corporation,” or the “Company” refers to First America Resources Corporation, a Nevada corporation.

SPECIAL NOTE ABOUT FORWARD LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains statements that are, or may be considered to be, forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995, as amended, Section 27 A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements that are not historical facts, including statements about our beliefs or expectations, are forward-looking statements. These statements may be identified by such forward-looking terminology as “expect,” “estimate,” “intend,” “believe,” “anticipate,” “may,” “will,” “should,” “could,” “continue,” “project,” “opportunity,” “predict,” “would,” “potential,” “future,” “forecast,” “guarantee,” “assume,” “likely," “target” or similar statements or variations of such terms.

Our forward-looking statements are based on a series of expectations, assumptions and projections about our Company and the markets in which we operate, and are not guarantees of future results or performance, and involve substantial risks and uncertainty, including assumptions and projections concerning our assets under management, net cash inflows and outflows, operating cash flows and future credit facilities, for all future periods. All of our forward-looking statements contained in this Quarterly Report on Form 10-Q are as of the date of the Report only.

We can give no assurance that such expectations or forward-looking statements will prove to be correct. Actual results may differ materially. We do not undertake or plan to update or revise any such forward-looking statements to reflect actual results, changes in plans, assumptions, estimates or projections, or other circumstances occurring after the date of the Original Report, even if such results, changes or circumstances make it clear that any forward-looking information will not be realized. If there are any future public statements or disclosures by us which modify or impact any of the forward-looking statements contained in or accompanying this Quarterly Report on Form 10-Q, such statements or disclosures will be deemed to modify or supersede such statements in this Quarterly Report on Form 10-Q.

Certain other factors which may impact our continuing operations, prospects, financial results and liquidity or which may cause actual results to differ from such forward-looking statements are discussed or included in the Company’s periodic reports filed with the SEC and are available on at www.otcmarkets.com. You are urged to carefully consider all such factors.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

First America Resources Corporation

Condensed Consolidated Financial Statements (Unaudited)

Contents

FIRST AMERICA RESOURCES CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

JUNE 30, 2026 AND DECEMBER 31, 2025

(UNAUDITED)

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

FIRST AMERICA RESOURCES CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2026 AND 2025

(UNAUDITED)

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

FIRST AMERICA RESOURCES CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT

FOR THE SIX MONTHS ENDED JUNE 30, 2026 AND 2025

(UNAUDITED)

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

FIRST AMERICA RESOURCES CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE SIX MONTHS ENDED JUNE 30, 2026 AND 2025

(UNAUDITED)

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

FIRST AMERICA RESOURCES CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FIRST AMERICA RESOURCES CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

We urge you to read the following discussion in conjunction with our Annual Report for the year ended December 31, 2025, as well as with our financial statements and the notes thereto included elsewhere herein. In addition to historical financial information, the following discussion and analysis may contain forward-looking statements that involve risks, uncertainties and assumptions. Our actual results and timing of selected events may differ materially from those anticipated in these forward-looking statements as a result of many factors, including those discussed elsewhere in this Report.

Results of Operations

Comparison of Three Months Ended June 30, 2026 and 2025

For the three months ended June 30, 2026, our revenue was $5,789,000, as compared to $4,823,000, for the three months ended June 30, 2025. The increase in revenue of 20% was the result of continued revenue growth. We expect revenues to continue to increase on a year-over-year basis.

Cost of revenues for the three months ended June 30, 2026, and 2025, were $2,534,000 and $2,343,000, respectively, resulting in gross margins of 56% and 51%, respectively. The primary components of cost of revenues include freight and material processing, which comprise the majority of the costs.

For the three months ended June 30, 2026, operating expenses were $2,709,000 as compared to $2,535,000 for the same period in 2025, an increase of 7%. General and administrative expenses decreased by $70,000 from $695,000 to $625,000, payroll expenses increased $221,000 from $1,261,000 to $1,482,000 and rent and lease expenses increased by $32,000 from $441,000 to $473,000. The increases were driven by the expansion in operations and are consistent with the increase in revenues. Professional fees decreased from $86,000 during the three months ended June 30, 2025, to $83,000 for the three months ended June 30, 2026. We expect operating expenses to continue to increase with revenues as the Company expands operations.

As a result of the above, our income from operations for the three months ended June 30, 2026, was $545,000 as compared to a loss from operations of $55,000 for the prior year period.

Other income and expenses included $30,000 in interest expenses during the three months ended June 30, 2026, compared to $36,000 in the prior year. We expect interest expenses to increase as the Company obtains additional funding.

Comparison of Six Months Ended June 30, 2026 and 2025

For the six months ended June 30, 2026, our revenue was $10,590,000, as compared to $8,848,000, for the six months ended June 30, 2025. The increase in revenue of 20% was the result of continued revenue growth. We expect revenues to continue to increase on a year-over-year basis.

Cost of revenues for the six months ended June 30, 2026, and 2025, were $4,312,000 and $4,095,000, respectively, resulting in gross margins of 59% and 54%, respectively. The primary components of cost of revenues include freight and material processing, which comprise the majority of the costs.

For the six months ended June 30, 2026, operating expenses were $5,405,000 as compared to $4,753,000 for the same period in 2025, an increase of 14%. General and administrative expenses increased by $85,000 from $1,253,000 to $1,338,000, payroll expenses increased $447,000 from $2,376,000 to $2,823,000 and rent and lease expenses increased by $103,000 from $868,000 to $971,000. The increases were driven by the expansion in operations and are consistent with the increase in revenues. Professional fees increased from $146,000 during the six months ended June 30, 2025, to $173,000 for the six months ended June 30, 2026. The increase was primarily driven by legal and audit fees. We expect operating expenses to continue to increase with revenues as the Company expands operations.

As a result of the above, our income from operations for the six months ended June 30, 2026, was $873,000 as compared to a loss from operations of $400 for the prior year period.

Other income and expenses included $63,000 in interest expenses during the six months ended June 30, 2026, compared to $62,000 in the prior year. Additionally, the prior year had other income totaling $347,000 related to a non-recurring employee retention credit. We expect interest expenses to increase as the Company obtains additional funding.

Liquidity and Capital Resources

At June 30, 2026, we had cash totaling $525,000 as compared to cash totaling $277,000 at December 31, 2025. Our cash flows provided by operations were $349,000 for the six months ended June 30, 2026, as compared to $250,000 used in operations for the same period in the prior year. We expect cash used in operating activities to be neutral as the Company expands operations.

Cash flows used in investing activities were $11,000 for the six months ended June 30, 2026, as compared to $-0- for the six months ended June 30, 2025, respectively. We expect investing expenditures to increase as the Company expands operations.

Our cash flows used in financing activities were $90,000 for six months ended June 30, 2026, as compared to $58,000 for the same period in the prior year. We expect financing receipts and expenditures to increase as the Company utilizes financing to expand operations.

The Company may need to raise additional debt or equity capital in order to fund its operations. There can be no assurance that the Company will be able to do so or on acceptable terms.

Significant Accounting Policies

There have been no changes from the Summary of Significant Accounting Policies described in our Annual Report for the year ended December 31, 2025, filed with the Securities and Exchange Commission on April 1, 2026.

Off Balance Sheet Arrangements

As of June 30, 2026, we did not have any material off-balance sheet arrangements.

Item 3. Quantitative and Qualitative Disclosure about Market Risk

Not applicable.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Jian Li, our principal executive officer and principal financial officer, conducted an evaluation of the effectiveness of the design and operation of the Company's disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Exchange Act) as of June 30, 2026, pursuant to Exchange Act Rule 13a-15. Such disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. Based upon that evaluation, our principal executive officer and principal financial officer concluded that the Company's disclosure controls and procedures as of June 30, 2026, were effective as of the end of the period covered by this Quarterly Report.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal controls over financial reporting during the quarter ended June 30, 2026, that have materially affected or are reasonably likely to materially affect our internal controls over financial reporting.

Limitations on the Effectiveness of Controls

Our disclosure controls and procedures provide our principal executive officer and principal financial officer with reasonable assurances that our disclosure controls and procedures will achieve their objectives. However, our management does not expect that our disclosure controls and procedures or our internal control over financial reporting can or will prevent all human error. A control system, no matter how well designed and implemented, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Furthermore, the design of a control system must reflect the fact that there are internal resource constraints, and the benefit of controls must be weighed relative to their corresponding costs. Because of the limitations in all control systems, no evaluation of controls can provide complete assurance that all control issues and instances of error, if any, within our company are detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur due to human error or mistake. Additionally, controls, no matter how well designed, could be circumvented by the individual acts of specific persons within the organization. The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated objectives under all potential future conditions.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 1A. Risk Factors

Not applicable.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits

(a) Exhibits.

_____________

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

First America Resources Corporation, a Nevada corporation

EXHIBIT INDEX

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