Amendments to Bylaws (Form 8-K)

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

As previously disclosed, on March 19, 2026, the Board of Directors (the "Board") of Artificial Intelligence Technology Solutions, Inc. (the "Company") and the holder of a majority of the Company's voting power approved, by written consent in lieu of a meeting, a Certificate of Amendment to the Company's Articles of Incorporation (the "Certificate of Amendment") to decrease the Company's authorized common stock, par value $0.00001 per share ("Common Stock"), by 15,500,000,000 shares, from 27,500,000,000 shares to 12,000,000,000 shares, resulting in total authorized capitalization of 12,020,000,000 shares, consisting of 12,000,000,000 shares of Common Stock and 20,000,000 shares of preferred stock (the "Authorized Share Decrease"). The Authorized Share Decrease was described in the Company's Preliminary Information Statement on Schedule 14C filed with the Securities and Exchange Commission (the "Commission") on March 20, 2026 and its Definitive Information Statement on Schedule 14C filed with the Commission on March 30, 2026 (collectively, the "Information Statements").

As disclosed in the Information Statement, the Certificate of Amendment was not to be filed with the Secretary of State of the State of Nevada (the "Nevada Secretary of State") until at least 20 calendar days after the mailing of the Definitive Information Statement to shareholders of record, and the Authorized Share Decrease would not become effective unless and until the Certificate of Amendment was accepted for filing by the Nevada Secretary of State.

On July 15, 2026, the Nevada Secretary of State accepted for filing the Certificate of Amendment, and the Authorized Share Decrease became effective as of that date. As a result, effective July 15, 2026, the total number of shares of all classes that the Company has authority to issue is 12,020,000,000 shares, consisting of 12,000,000,000 shares of Common Stock, par value $0.00001 per share, and 20,000,000 shares of preferred stock, par value $0.00001 per share.

A copy of the Certificate of Amendment, as accepted for filing by the Nevada Secretary of State, is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing description of the Certificate of Amendment does not purport to be complete and is qualified in its entirety by reference to Exhibit 3.1.

Item 8.01 Other Events.

Correction of Prior Disclosure Regarding Effectiveness of the Authorized Share Decrease

As disclosed above under Item 5.03, the Company has determined that the Certificate of Amendment effecting the Authorized Share Decrease from 27,500,000,000 shares to 12,000,000,000 shares of authorized Common Stock, although approved by written consent of the Board and the Company's majority shareholder on March 19, 2026, was inadvertently not filed with, and therefore was not accepted for filing by, the Nevada Secretary of State at that time. As a result, the Authorized Share Decrease did not become legally effective on March 19, 2026, or at any time prior to July 15, 2026, notwithstanding disclosure to the contrary described below.

Background

Between the date of the Definitive Information Statement (March 30, 2026) and the date of this Current Report, the Company inadvertently reported in certain of its periodic reports filed with the Commission that the Authorized Share Decrease had already been implemented and that the Company's authorized Common Stock was 12,000,000,000 shares (with total authorized capitalization of 12,020,000,000 shares, including 20,000,000 shares of preferred stock), when in fact the Certificate of Amendment had not yet been filed with, or accepted by, the Nevada Secretary of State and the Company's authorized Common Stock remained 27,500,000,000 shares (with total authorized capitalization of 27,520,000,000 shares) throughout that period. Specifically:

● The Company's Annual Report on Form 10-K for the fiscal year ended February 28, 2026, filed with the Commission on June 9, 2026, stated that the Company's authorized Common Stock was 12,000,000,000 shares, including on the cover page and in the notes to the financial statements included therein.