{"url_path":"/sec/etst/10-k/2026/item-12","section_key":"item-12","section_title":"Item 12 SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS**","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-06-18","source_url":"https://www.sec.gov/Archives/edgar/data/1538495/0001493152-26-029160-index.html","accession_number":"0001493152-26-029160","cik":"0001538495","ticker":"ETST","issuer_name":"Earth Science Tech, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1538495/0001493152-26-029160-index.html","primary_entity_key":"0001538495","primary_entity_name":"Earth Science Tech, Inc."},"word_count":1129,"has_tables":true,"body_markdown":"**ITEM\n12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS**\n\n \n\nAs\nof March 31, 2026, we had outstanding 291,324,607 shares of common stock. Each share of common stock is currently entitled to one vote\non all matters put to a vote of our stockholders. The following table sets forth the number of common shares, and percentage of outstanding\ncommon shares, beneficially owned as of the date hereof by:\n\n \n\n \n●\neach\nperson known by us to be the beneficial owner of more than five percent of our outstanding common stock;\n\n \n \n \n\n \n●\neach\nof our current directors;\n\n \n \n \n\n \n●\neach\nour current executive officers and any other persons identified as a “named executive” in the Summary Compensation Table\nabove; and\n\n \n \n \n\n \n●\nall\nour current executive officers and directors as a group.\n\n \n\n32\n\n \n\n \n\nBeneficial\nownership is determined in accordance with the rules of the SEC and includes general voting power and/or investment power with respect\nto securities. Shares of common stock issuable upon exercise of options or warrants that are currently exercisable or exercisable within\n60 days of the record date, and shares of common stock issuable upon conversion of other securities currently convertible or convertible\nwithin 60 days, are deemed outstanding for computing the beneficial ownership percentage of the person holding such securities but are\nnot deemed outstanding for computing the beneficial ownership percentage of any other person. Under the applicable SEC rules, each person’s\nbeneficial ownership is calculated by dividing the total number of shares with respect to which they possess beneficial ownership by\nthe total number of outstanding shares. In any case where an individual has beneficial ownership over securities that are not outstanding\nbut are issuable upon the exercise of options or warrants or similar rights within the next 60 days, that same number of shares is added\nto the denominator in the calculation described above. Because the calculation of each person’s beneficial ownership set forth\nin the “Percentage Beneficially Owned” column of the table may include shares that are not presently outstanding, the total\nsum of the percentages set forth in such a column may exceed 100%. Unless otherwise indicated, the address of each of the following persons\nis 8950 SW 74th CT Suite 1401, Miami, FL 33156, USA, and, based upon information available or furnished to us, each such person\nhas sole voting and investment power with respect to the shares set forth opposite his, her or its name.\n\n \n\nBeneficial Owner\n(1) \nCommon Stock  \nSeries B Preferred Stock  \nNumber of Shares Beneficially Owned\n(2)  \nPercent\n(3) \n\n5% Stockholders: \n    \n    \n    \n   \n\nJose Rodriguez \n 16,000,000  \n    \n 16,000,000  \n 5.49%\n\nMario A. Portela \n 20,500,000  \n    \n 20,500,000  \n 7.04%\n\nDr. Issa El-Cheikh (4) \n 16,300,000  \n    \n 16,300,000  \n 5.60%\n\n  \n    \n    \n    \n   \n\nNamed Executive Officers and Directors: \n    \n    \n    \n   \n\nGiorgio R. Saumat – CEO, Secretary and Chairman of the Board (5) \n 122,930,127  \n 1,000,000  \n 122,930,127  \n 42.20%\n\nMario G. Tabraue - COO & Board of Director \n 12,422,023  \n    \n 12,422,023  \n 4.26%\n\nErnesto L. Flores - CFO, Board of Director, Audit and Compensation Committee member \n 94,978  \n    \n 94,978  \n 0.03%\n\nChristopher Rose - CTO \n 85,151  \n    \n 85,151  \n 0.03%\n\nVictoria Losada - Treasurer, Board of Director, and Compensation Committee member \n 1,051,001  \n    \n 1,051,001  \n 0.36%\n\nYovan Sanchez - Board of Director (6) \n 1,700,000  \n    \n 1,700,000  \n 0.58%\n\nJeff P.H. Cazeau - Independent Director, Audit and Compensation Committee member \n 318,860  \n    \n 318,860  \n 0.11%\n\nEmiliano Curia, MD - Independent Director and Audit Committee member \n 5,000  \n    \n 5,000  \n 0.00%\n\nAll executive officers and directors as a group (8 persons) \n    \n    \n 138,607,140  \n 47.58%\n\n \n\n(1)\nExcept\nas otherwise indicated, the people named in this table have sole voting and investment power with respect to all shares of common\nstock shown as beneficially owned by them, subject to community property laws where applicable and to the information contained in\nthe footnotes to this table.\n\n \n\n33\n\n \n\n \n\n(2)\nUnder\nSEC rules, a person is deemed to be the beneficial owner of shares that can be acquired by such a person within 60 days upon the\nexercise of options or the settlement of other equity awards.\n\n \n\n(3)\nCalculated\non the basis of 291,324,607 shares of common stock outstanding as of March 31, 2026, plus any additional shares of common stock that\na stockholder has the right to acquire within 60 days after March 31, 2026.\n\n \n \n\n(4)\nSince\nthe last reported fiscal year end, Dr. Issa El-Cheikh gifted a total of 6,700,000 shares of the Company’s common stock to a\nfamily member.\n\n \n \n\n(5)\nSince\nthe last reported fiscal year end, Giorgio R. Saumat increased his ownership position by acquiring a total of 150,000 shares of the\nCompany’s common stock through open market purchases, at prices ranging from $0.20 to $0.205 per share. All such acquisitions\nwere disclosed by Mr. Saumat in Form 4 filings, in accordance with SEC regulations.\n\n \n \n\n(6)\nSince\nthe last reported fiscal year end, Yovan Sanchez increased his ownership position by acquiring a total of 93,849 shares of the Company’s\ncommon stock through open market purchases, at prices ranging from $0.175 to $0.20 per share. All such acquisitions were disclosed\nby Mr. Sanchez in Form 4 filings, in accordance with SEC regulations.\n\n \n\nRule\n13d-3 under the Securities Exchange Act of 1934 governs the determination of beneficial ownership of securities. That rule provides that\na beneficial owner of a security includes any person who directly or indirectly has or shares voting power and/or investment power with\nrespect to such security. Rule 13d-3 also provides that a beneficial owner of a security includes any person who has the right to acquire\nbeneficial ownership of such security within sixty days, including through the exercise of any option, warrant or conversion of a security.\nAny securities not outstanding which are subject to such options, warrants or conversion privileges are deemed to be outstanding for\nthe purpose of computing the percentage of outstanding securities of the class owned by such person. Those securities are not deemed\nto be outstanding for the purpose of computing the percentage of the class owned by any other person.\n\n \n\nThere\nwere no grants of stock options since inception to March 31, 2026. We do not have any long-term incentive plans that provide compensation\nintended to serve as an incentive for performance.\n\n \n\nThe\nBoard of Directors of the Company has not adopted a stock option plan. The company has no plans to adopt one but may choose to do so\nin the future. If such a plan is adopted, this may be administered by the board, or a committee appointed by the board (the “Committee”).\nThe Committee would have the power to modify, extend, or renew outstanding options and to authorize the grant of new options in substitution\ntherefor, provided that any such action may not impair any rights under any option previously granted. The Company may develop an incentive-based\nstock option plan for its officers and directors and may reserve up to 10% of its outstanding shares of common stock for that purpose.\n\n \n\n34"}