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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

Or

☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from  ________________to ________________

Commission File Number 000-54332

LITHIUM CORPORATION

(Exact name of registrant as specified in its charter)

Nevada	98-0530295
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)
1031 Railroad St. Ste. 102B, Elko, Nevada	89801
(Address of principal executive offices)	(Zip Code)

(775) 410-5287

(Registrant’s telephone number, including area code)

___________________________________________________________

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of exchange on which registered
Common Stock	LTUM	N/A

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.

Large accelerated filer  ☐		Accelerated filer ☐
Non-Accelerated filer ☒	Smaller reporting company ☒	Emerging growth company  ☐

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 ☒

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☐    No ☐

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. 117,892,441 common shares issued and outstanding as of August 19, 2024

LITHIUM CORPORATION

FORM 10-Q

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION		3
Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	29
Item 4.	Controls and Procedures	29
PART II - OTHER INFORMATION		30
Item 1.	Legal Proceedings	30
Item 1A.	Risk Factors	30
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	30
Item 3.	Defaults Upon Senior Securities	30
Item 4.	Mine Safety Disclosures	30
Item 5.	Other Information	30
Item 6.	Exhibits	31
SIGNATURES		32

2

Table of Contents

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Our unaudited interim financial statements for the six month period ended June 30, 2024 form part of this quarterly report. They are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles.

LITHIUM Corporation
Balance Sheets
ASSETS
	June 30,  2024 (unaudited)			December 31, 2023
CURRENT ASSETS
Cash	$	3,390,604		$	3,667,617
Marketable securities		175,061			332,082
Deposits		700			700
Prepaid expenses		8,350			22,850
Total  Current Assets		3,574,715			4,023,249
OTHER ASSETS
Equipment, net of accumulated depreciation		17,320			20,986
TOTAL ASSETS	$	3,592,035		$	4,044,235
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
CURRENT LIABILITIES
Accounts payable and accrued liabilities	$	28,190		$	8,386
Accounts payable and accrued liabilities - related party		33,868			26,489
Allowance for optioned properties		2,191,102			2,191,102
TOTAL CURRENT LIABILITIES		2,253,160			2,225,977
TOTAL LIABILITIES		2,253,160			2,225,977
Commitments and contingencies
STOCKHOLDERS' EQUITY
Common stock, 3,000,000,000 shares authorized, par value $0.001; 117,892,441 and 117,892,441 common shares outstanding, respectively		117,893			117,893
Additional paid in capital		8,948,385			8,948,385
Additional paid in capital - options		1,011,639			957,247
Additional paid in capital - warrants		369,115			369,115
Accumulated deficit		(9,108,157	)		(8,574,382	)
TOTAL STOCKHOLDERS' EQUITY		1,338,875			1,818,258
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	3,592,035		$	4,044,235

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

3

Table of Contents

LITHIUM Corporation
Statements of Operations
(unaudited)
	Three Months Ended June 30, 2024			Three Months Ended June 30, 2023			Six Months Ended June 30, 2024			Six Months Ended June 30, 2023
REVENUE	$	-		$	-		$	-		$	-
OPERATING EXPENSES
Professional fees		12,138			24,023			35,976			35,526
Depreciation		1,833			1,833			3,666			3,666
Exploration expenses		55,475			4,798			105,032			8,577
Consulting fees - related party		72,000			68,000			144,000			169,984
Consulting fees		15,000			12,800			84,392			65,953
Transfer agent and filing fees		6,138			4,812			11,163			13,198
Travel		3,333			1,511			13,206			2,596
General and administrative expenses		11,749			7,868			17,719			21,034
TOTAL OPERATING EXPENSES		177,666			125,645			415,154			320,534
LOSS FROM OPERATIONS		(177,666	)		(125,645	)		(415,154	)		(320,534	)
OTHER INCOME (EXPENSES)
Change in fair value of marketable securities		(52,695	)		(49,773	)		(157,021	)		(151,448	)
Other income		19,270			18,688			38,400			37,076
Gain (Loss) on sale of marketable securities		-			5,805			-			5,805
Other income - related party		-			-			-			10,000
TOTAL OTHER INCOME (EXPENSE)		(33,425	)		(25,280	)		(118,621	)		(98,567	)
LOSS BEFORE INCOME TAXES		(211,091	)		(150,925	)		(533,775	)		(419,101	)
PROVISION FOR INCOME TAXES		-			-			-			-
NET INCOME (LOSS)	$	(211,091	)	$	(150,925	)	$	(533,775	)	$	(419,101	)
Gain on change in fair value of marketable securities	$	-		$	-		$	-		$	-
OTHER COMPREHENSIVE INCOME (LOSS)	$	(211,091	)	$	(150,925	)	$	(533,775	)	$	(419,101	)
NET LOSS PER SHARE: BASIC AND DILUTED	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)