Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines

Osceola Gold Inc. f/k/a/ PhyHealth Corporation

A Delaware Corporation

203 Three Springs Drive

Weirton, WV 26062

________________________________

740-275-7804

http://www.osceolagoldinc.com

osceolagoldinc@gmail.com

SIC #1041- Gold Ores

Annual Report

For the Period Ending: December 31, 2021

(the "Reporting Period")

As of December 31, 2021, the number of shares outstanding of our Common Stock was:

297,264,288

As of December 31, 2020, the number of shares outstanding of our Common Stock was:

297,264,288

Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act of 1934):

Yes:

No:

(Double-click and select "Default Value" to check)

Indicate by check mark whether the company's shell status has changed since the previous reporting period:

Yes: No:

Indicate by check mark whether a Change in Control 1 of the company has occurred over this reporting period:

Yes: No:

1 "Change in Control" shall mean any events resulting in:

  1. Any "person" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the "beneficial owner" (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the
    Company's then outstanding voting securities;
  2. The consummation of the sale or disposition by the Company of all or substantially all of the Company's assets.
  3. A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or
  4. The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.

Osceola Gold Inc. f/k/a/ PhyHealth Corporation

OSCI Q4 Ending December 31, 2021, Disclosure Statement

Page 1 of 12

  1. Name of the issuer and its predecessors (if any)

In answering this item, please also provide any names used by predecessor entities in the past five years and the dates of the name changes.

Osceola Gold Inc. f/k/a/ PhyHealth Corporation

Date and state (or jurisdiction) of incorporation (also describe any changes to incorporation since inception, if applicable) Please also include the issuer's current standing in its state of incorporation (e.g. active, default, inactive):

January 18, 2008; Delaware Active

Has the issuer or any of its predecessors ever been in bankruptcy, receivership, or any similar proceeding in the past five years?

Yes:

No:

  1. Security Information

Trading symbol:

OSCI

Exact title and class of securities outstanding:

Common Stock

CUSIP:

68804P109

Par or stated value:

$0.0001

Total shares authorized:

298,000,000 as of date: December 31, 2021

Total shares outstanding:

297,264,288 as of date: December 31, 2021

Number of shares in the Public Float 2:

735,712 as of date: December 31, 2021

Total number of shareholders of record:

144 as of date: December 31, 2021

Additional class of securities (if any):

Trading symbol:

OSCI

Exact title and class of securities outstanding:

Series A Preferred Stock

CUSIP:

68804P109

Par or stated value:

$0.0001

Total shares authorized:

1,000,000 as of December 31, 2021

Total shares outstanding:

247,039 as of December 31, 2021

Additional class of securities (if any):

Trading symbol:

OSCI

Exact title and class of securities outstanding:

Series B Preferred Stock

CUSIP:

68804P109

Par or stated value:

$0.0001

Total shares authorized:

1,000,000 as of December 31, 2021

Total shares outstanding:

0 as of date: December 31, 2021

Transfer Agent

Name:

Issuer Direct- 500 Perimeter Park Drive, Suite D, Morrisville, NC 27560

Phone:

919-481-4000

Email:

info@issuerdirect.com

2 "Public Float" shall mean the total number of unrestricted shares not held directly or indirectly by an officer, director, any person who is the beneficial owner of more than 10 percent of the total shares outstanding (a "control person"), or any affiliates thereof, or any immediate family members of officers, directors and control persons.

Osceola Gold Inc. f/k/a/ PhyHealth Corporation

OSCI Q4 Ending December 31, 2021, Disclosure Statement

Page 2 of 12

Is the Transfer Agent registered under the Exchange Act? 3 Yes:

No:

Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors:

None

List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:

None

  1. Issuance History

A. Changes to the Number of Outstanding Shares

Check this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods:

Number of

Opening Balance:

Shares

*Right-click the rows below and select "Insert" to add rows as needed.

outstanding as of

Common: 295,613,836

January 1, 2017

Preferred A: 247,039

Preferred B: 0

Date of

Transaction

Number of

Class of

Value of

Were the

Individual/ Entity

Reason for share

Restricted or

Exemption

Transaction

type (e.g. new

Shares

Securities

shares

shares

Shares were

issuance (e.g. for

Unrestricted

or

issuance,

Issued (or

issued

issued at

issued to

cash or debt

as of this

Registration

cancellation,

cancelled)

($/per

a discount

(entities must

conversion) OR

filing?

Type?

shares returned

share) at

to market

have individual

Nature of

to treasury)

Issuance

price at

with voting /

Services

the time

investment

Provided (if

of

control

applicable)

issuance?

disclosed).

(Yes/No)

1/2/17

New Issuance

400,000

Common

$0.30

Yes

Elizabeth

Debt

Unrestricted

James

Conversion

1/2/17

New Issuance

150,000

Common

$0.30

Yes

John Henry

Debt

Unrestricted

Conversion

1/2/17

New Issuance

166,667

Common

$0.30

Yes

Joseph Simone

Debt

Unrestricted

Conversion

1/3/17

New Issuance

500,000

Common

$0.05

Yes

Frank Mirabella

Debt

Unrestricted

Conversion

1/3/17

New Issuance

500,000

Common

$0.05

Yes

David Polos

Debt

Unrestricted

Conversion

1/3/17

New Issuance

200,000

Common

$0.03

Yes

Ultimate

Debt

Unrestricted

Investment, LLC

Conversion

Mike Ptrocelli

1/4/17

New Issuance

1,000,00

Common

$0.05

Yes

Wylde, LLC

Debt

Unrestricted

0

Christopher

Conversion

Wiggins

1/6/17

New Issuance

250,000

Common

$0.02

Yes

Joseph Falco

Debt

Unrestricted

Conversion

Osceola Gold Inc. f/k/a/ PhyHealth Corporation

OSCI Q4 Ending December 31, 2021, Disclosure Statement

Page 3 of 12

1/6/17

New Issuance

1,000,00

Common

$0.05

Yes

Union Square

Debt

Unrestricted

0

Energy Advisors

Conversion

Unlimited

Ross DiMaggio

1/9/17

New Issuance

500,000

Common

$0.05

Yes

Stanley

Debt

Unrestricted

Goldstein

Conversion

1/10/17

New Issuance

500,000

Common

$0.05

Yes

Corey Allen

Debt

Unrestricted

Lambrecht

Conversion

1/29/17

New Issuance

640,000

Common

$0.05

Yes

Stanley

Debt

Unrestricted

Goldstein

Conversion

2/3/17

New Issuance

28,571

Common

$0.35

No

Robert

Debt

Unrestricted

Schwalm

Conversion

2/9/17

New Issuance

33,333

Common

$0.30

No

James McHenry

Debt

Unrestricted

Conversion

3/8/17

New Issuance

287,270

Common

$0.02

Yes

Eric Goldstein

Debt

Unrestricted

Conversion

3/8/17

New Issuance

1,008,52

Common

$0.02

Yes

Eric Goldstein

Debt

Unrestricted

1

Conversion

4/21/17

New Issuance

1,250,00

Common

$0.01

Yes

Patricia Baresse

Debt

Unrestricted

0

Conversion

4/25/17

New Issuance

1,000,00

Common

$0.01

Yes

James McHenry

Debt

Unrestricted

0

Conversion

4/25/17

New Issuance

1,000,00

Common

$0.01

Yes

Myron Cupp

Debt

Unrestricted

0

Conversion

4/26/17

New Issuance

2,000,00

Common

$0.01

Yes

Ashok & Parul

Debt

Unrestricted

0

Shah

Conversion

4/28/17

New Issuance

1,000,00

Common

$0.01

Yes

Michael Evans

Debt

Unrestricted

0

Conversion

5/11/17

New Issuance

2,000,00

Common

$0.01

Yes

Ashok & Parul

Debt

Unrestricted

0

Shah

Conversion

5/12/17

New Issuance

1,000,00

Common

$0.01

Yes

Paul & Sandra

Debt

Unrestricted

0

Appel

Conversion

6/1/17

New Issuance

2,500,00

Common

$0.01

Yes

Brent Watson

Debt

Unrestricted

0

Conversion

6/2/17

New Issuance

1,000,00

Common

$0.01

Yes

James McHenry

Debt

Unrestricted

0

Conversion

6/14/17

New Issuance

5,000,00

Common

$0.01

YES

David Rumbold

Private

Unrestricted

0

Placement

7/12/17

Cancelation

15,000,0

Common

N/A

N/A

Pizz Inc.

N/A

N/A

N/A

00

Tracy

Pizzoferrato

7/14/17

New Issuance

5,000,00

Common

$0.01

YES

David Rumbold

Cash

Unrestricted

0

Osceola Gold Inc. f/k/a/ PhyHealth Corporation

OSCI Q4 Ending December 31, 2021, Disclosure Statement

Page 4 of 12

8/3/17

New Issuance

2,222,22

Common

$0.01

Yes

VM Consulting

Debt

Unrestricted

2

Vincent Musarro

Conversion

8/9/17

New Issuance

10,000,0

Common

$0.01

Yes

David Rumbold

Private

Unrestricted

00

Placement

8/9/17

Cancelation

20,000,0

Common

N/A

N/A

Pizz Inc.

N/A

N/A

N/A

00

Tracy

Pizzoferrato

8/23/17

New Issuance

7,000,00

Common

$0.08

Yes

David Rumbold

Private

Unrestricted

0

Placement

8/29/17

New Issuance

777,778

Common

$0.08

Yes

Joseph Simone

Debt

Unrestricted

Conversion

9/12/17

Cancelation

10,000,0

Common

N/A

N/A

Pizz Inc

N/A

N/A

N/A

00

Tracy

PIzzoferrato

9/26/17

New Issuance

1,500,00

Common

$0.105

No

Eric Goldstein

Debt

Unrestricted

0

Conversion

9/22/17

New Issuance

500,000

Common

$0.105

No

Tidepool

Debt

Unrestricted

Ventures

Conversion

Todd Violette

9/26/17

New Issuance

3,037,73

Common

$0.105

No

Eric Goldstein

Debt

Unrestricted

0

Conversion

10/3/17

New Issuance

5,280,22

Common

$0.10

No

Eric Goldstein

Debt

Unrestricted

7

Conversion

10/12/17

New Issuance

7,000,00

Common

$0.08

No

Donald Adams

Debt

Unrestricted

0

Conversion

1/19/18

New Issuance

500,000

Common

$0.01

Yes

Carmine

Debt

Unrestricted

Palummo

Conversion

4/18/18

Cancelation

25,000,0

Common

N/A

N/A

Pizz Inc

N/A

N/A

N/A

00

Tracy

Pizzoferrato

5/1/18

New Issuance

13,886,2

Common

$0.001

Yes

Eric Goldstein

Debt

Unrestricted

52

Conversion

12/28/18

New Issuance

500,000

Common

$0.01

Yes

Joseph Aversa

Private

Restricted

Placement

8/01/18 *

New Issuance

1,150,00

Common

$0.02

Yes

Joseph Falco

Private

Restricted

Posted

0

Placement

1/3/19

8/1/18 *

New Issuance

500,000

Common

$0.02

Yes

Joseph Falco

Private

Restricted

Posted

Placement

1/3/19

8/1/18 *

New Issuance

238,095

Common

$0.021

Yes

Joseph Falco

Private

Restricted

Posted

Placement

1/3/19

8/1/18 *

New Issuance

250,000

Common

$0.02

Yes

Joseph Falco

Private

Restricted

Posted

Placement

1/3/19

Osceola Gold Inc. f/k/a/ PhyHealth Corporation

OSCI Q4 Ending December 31, 2021, Disclosure Statement

Page 5 of 12

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Osceola Gold Inc. published this content on 06 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 06 March 2022 21:08:05 UTC.