Item 1.01 Entry into a Material Definitive Agreement.

On July 12, 2022, Tego Cyber Inc., a Nevada corporation (the “Company”), entered a funding transaction totaling $300,000.00 ($270,000.00 net) as described below.

Securities Purchase Agreement, Promissory Note, and Common Stock Purchase Warrant AJB Capital Investments, LLC (“AJB”)

On July 12, 2022 (“Effective Date”), the Company executed the following agreements with AJB: (i) Securities Purchase Agreement; (ii) Promissory Note (“Note”); and (iii) Common Stock Purchase Warrant Agreement, (collectively the “AJB Agreements”). The Company entered into the AJB Agreements to acquire additional working capital.

The total amount of funding under the RTDJ Agreements is $270,000.00. The Note carries an original issue discount of $30,000 for total debt of $300,000.00 (“Debt”). The Company agreed to reserve 2,400,000 shares of its common stock for issuance if any Debt is converted. The Debt is due on or before January 12, 2023 (“Maturity Date”). The Debt carries an interest rate of ten percent (10%). The Maturity Date may be extended up to six (6) months following the date of the original Maturity Date at which time the interest rate increases to fifteen percent (15%). The Debt is convertible into the Company’s common stock after one hundred eighty (180) days from the Effective Day at a conversion price equal to the lower of the lowest trading price during the previous twenty (20) trading day period. The principal sum as well as any accrued and unpaid interest and other fees shall be due and payable on the Maturity Date.

The AJB Agreements are qualified in their entirety by reference to the AJB Agreements, copies of which are attached to this Current Report on Form 8-K as Exhibit 10.1 and incorporated by reference into this Item 1.01. Certain capitalized terms used herein but not otherwise defined shall have the meaning ascribed thereto in the Transaction Documents.