UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

WASHINGTON,
D.C. 20549



FORM
10-Q



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



For
the quarterly period ended September 30, 2023



Or



| | ☐ | TRANSITION REPORT PURSUANT
    TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| | - | --------------------------------------------------------------------------------------------



For
the transition period from ________ to ________



Commission
File Number 000-11777



Direct
Investment Holdings Group, Inc.

(formerly,
First Equity Properties, Inc.)

(Exact
Name of Registrant as Specified in Its Charter)



|Nevada                                                                         |  | 95-6799846                                          
|------------------------------------------------------------------------------ |  | ----------------------------------------------------
|(State
        or Other Jurisdiction of
    Incorporation
    or Organization) |  | (I.R.S.
        Employer
    Identification
    No.)



150
S. Pine Island Rd

Suite
300

Plantation,
FL 33324

(Address
of principal executive offices) (Zip Code)



(855)
456-9782

(Registrant’s
telephone number, including area code)



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



|Title
    of each class |  | Trading
    Symbol(s) |  | Name
                                            of each exchange
    on
    which registered
|----------------------- |  | --------------------- |  | ---------------------------------------------------------------------------------------------
|Common Stock            |  | FEPI                  |  | None                                                                                         



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 and posted on its corporate Web site, if any, every Interactive Data
File required to be submitted and posted 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 and post such files). ☑   Yes   ☐
No



Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting
company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting
company” in Rule 12b-2 of the Exchange Act.



|Large accelerated filer   | ☐                                                   | Accelerated filer         | ☐
|------------------------- | --------------------------------------------------- | ------------------------- | -
|Non-accelerated
    filer | ☐
    (Do not check if a smaller reporting company) | 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



Indicate
the number of shares outstanding of each of the issuer’s classes of Common Stock, as of the latest practicable date.



|Common
    Stock, $.0 par value |  | 1,057,628                         
|------------------------------- |  | ----------------------------------
|(Class)                         |  | (Outstanding
    at June 30, 2023)















DIRECT
INVESTMENT HOLDINGS GROUP, INC.



FORM
10-Q



TABLE
OF CONTENTS



|                                  |                                                                                                                   |    | PAGE
|--------------------------------- | ----------------------------------------------------------------------------------------------------------------- | -- | ----
|PART
    I. FINANCIAL INFORMATION |                                                                                                                   | 2 
|                                  |                                                                                                                   |   
|Item 1.                           | Financial
    Statements                                                                                          |    | 2   
|                                  | Balance
    Sheets as of September 30, 2023 (unaudited) and December 31, 2022                                     |    | 2   
|                                  | Statements
    of Operations for the three and nine months ended September 30, 2023, and 2022 (unaudited)         |    | 3   
|                                  | Statement
    of Shareholders’ Equity for the three and nine months ended September 30, 2023 and 2022 (unaudited) |    | 4   
|                                  | Statements
    of Cash Flows for nine months ended September 2023 and 2022 (unaudited)                            |    | 5   
|                                  | Notes
    to Financial Statements                                                                                 |    | 6   
|Item 2.                           | Management’s
    Discussion and Analysis of Financial Condition and Results of Operations                         |    | 8   
|Item 4.                           | Controls
    and Procedures                                                                                       |    | 10  
|                                  |                                                                                                                   |    |     
|PART
    II. OTHER INFORMATION    |                                                                                                                   | 11
|                                  |                                                                                                                   |   
|Item 6.                           | Exhibits                                                                                                          |    | 11  
|SIGNATURES                        |                                                                                                                   | 12















1









PART
I. FINANCIAL INFORMATION



|ITEM
    1. | FINANCIAL STATEMENTS
|----------- | --------------------
|            |                     



DIRECT
INVESTMENT HOLDINGS GROUP, INC.

BALANCE
SHEET

(unaudited)



|                                                                                              |  | September
    30, 2023 |           | December
    31, 2022
|--------------------------------------------------------------------------------------------- |  | ---------------------- | --------- | ---------------------
|                                                                                              |  |                        |           |                      
|Assets                                                                                        |  |                        |           |                      
|Cash
    and cash equivalents                                                                 |  | $                      | 0         |                      
|Account
    receivable - related party                                                        |  |                        | 288,662   |                      
|Mortgage
    receivable - current portion                                                     |  |                        | 5,531     |                      
|Total
    current assets                                                                      |  |                        | 294,193   |                      
|                                                                                              |  |                        |           |                      
|Long
    term assets                                                                          |  |                        |           |                      
|Mortgage
    receivable                                                                       |  |                        | 279,729   |                      
|Total
    assets                                                                              |  | $                      | 573,922   |                      
|Liabilities
    and Shareholders' Equity                                                      |  |                        |           |                      
|Accounts
    payable                                                                          |  | $                      | 0         |                      
|Total
    liabilities                                                                         |  |                        | 0         |                      
|Shareholders'
    equity                                                                      |  |                        |           |                      
|Common
    stock, $0.01 par value;     40,000,000 shares authorized;                          |  |                        | 10,576    |                      
|9,767,821
    issued and outstanding                                                          |  |                        |           |                      
|Preferred
    stock, $0.01 par value; 4,960,000 shares authorized; none issued or outstanding |  |                        | —         |                      
|                                                                                              |  |                        |           |                      
|Paid
    in capital                                                                           |  |                        | 1,376,682 |                      
|Retained
    earnings (deficit)                                                               |  |                        | (813,336  | )                    
|Total
    shareholders' equity                                                                |  |                        | 573,922   |                      
|Total
    liabilities and shareholders' equity                                                |  | $                      | 573,922   |                      
|                                                                                              |  |                        |           |                      



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



2







|
|



DIRECT
INVESTMENT HOLDINGS GROUP, INC.

STATEMENT
OF OPERATIONS

(unaudited)





|                                                        |  | For
    the three months ended September 30, |           | For
    the nine months ended September 30
|------------------------------------------------------- |  | -------------------------------------------- | --------- | ------------------------------------------
|                                                        |  | 2023                                         |           | 2022                                      
|                                                        |  |                                              |           |                                           
|Operating
    Expenses                                  |  |                                              |           |                                           
|General
    and administrative                          |  | $                                            | 4,082     |                                           
|Legal
    and professional fees                         |  |                                              | 3,500     |                                           
|Donations                                               |  |                                              | 0         |                                           
|Insurance
    expenses                                  |  |                                              | 0         |                                           
|Total
    operating expenses                            |  |                                              | 7,582     |                                           
|                                                        |  |                                              |           |                                           
|Income
    (loss) before interest expense and taxes     |  |                                              | (7,582    | )                                         
|Other
    income (expense)                              |  |                                              | —         |                                           
|Interest
    income from Activities                     |  | $                                            | 3,090     |                                           
|Interest
    income - related parties                   |  |                                              | —         |                                           
|                                                        |  |                                              |           |                                           
|Net
    income (loss) applicable to common shareholders |  | $                                            | (4,492    | )                                         
|                                                        |  |                                              |           |                                           
|Earnings
    (loss) per share                           |  | $                                            | (0.00     | )                                         
|                                                        |  |                                              |           |                                           
|Weighted
    average shares outstanding                 |  |                                              | 1,057,628 |                                           







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



3









DIRECT
INVESTMENT HOLDINGS GROUP, INC

STATEMENT
OF CHANGES IN SHAREHOLDERS’ EQUITY

For
the three and nine months ended September 30, 2023 and 2022

(unaudited)





|                                                  |  |  |                                                          |  |  |   |        |  |  |   |                                                             |  |  |   |                                                                         |  
|------------------------------------------------- |  |  | -------------------------------------------------------- |  |  | - | ------ |  |  | - | ----------------------------------------------------------- |  |  | - | ----------------------------------------------------------------------- | -
|For
    the three months ended September 30, 2023 |  |  | Common
                                            Stock |  |  |   |        |  |  |   |                                                             |  |  |   |                                                                         |  
|                                                  |  |  | Shares                                                   |  |  |   | Amount |  |  |   | Paid
                                            in Capital |  |  |   | Retained
                                            Earnings (Deficit) |  
|Balance
    at June 30, 2023                      |  |  | 1,057,628                                                |  |  | $ | 10,576 |  |  | $ | 1,376,682                                                   |  |  | $ | (808,844                                                                | )
|Net
    income (loss)                             |  |  | —                                                        |  |  |   | —      |  |  |   | —                                                           |  |  |   | (4,492                                                                  | )
|Balance
    at September 30, 2023                 |  |  | 1,057,628                                                |  |  | $ | 10,576 |  |  | $ | 1,376,682                                                   |  |  | $ | (813,336                                                                | )



|                                                  |  |  |                                                          |  |  |   |        |  |  |   |                                                             |  |  |   |                                                                         |   |  |   |                                                          |  
|------------------------------------------------- |  |  | -------------------------------------------------------- |  |  | - | ------ |  |  | - | ----------------------------------------------------------- |  |  | - | ----------------------------------------------------------------------- | - |  | - | -------------------------------------------------------- | -
|For
    the three months ended September 30, 2022 |  |  | Common
                                            Stock |  |  |   |        |  |  |   |                                                             |  |  |   |                                                                         |  
|                                                  |  |  | Shares                                                   |  |  |   | Amount |  |  |   | Paid
                                            in Capital |  |  |   | Retained
                                            Earnings (Deficit) |   |  |   | Total
                                            Equity |  
|Balance
    at June 30, 2022                      |  |  | 1,057,628                                                |  |  | $ | 10,576 |  |  | $ | 1,376,682                                                   |  |  | $ | (710,377                                                                | ) |  | $ | 676,881                                                  |  
|Net
    income (loss)                             |  |  | —                                                        |  |  |   | —      |  |  |   | —                                                           |  |  |   | (41,562                                                                 | ) |  |   | (41,562                                                  | )
|Balance
    at September 30, 2022                 |  |  | 1,057,628                                                |  |  | $ | 10,576 |  |  | $ | 1,376,682                                                   |  |  | $ | (751,939                                                                | ) |  | $ | 635,319                                                  |  



|                                                 |  |  |                                                          |  |  |   |        |  |  |   |                                                             |  |  |   |                                                                         |   |  |   |                                                          |  
|------------------------------------------------ |  |  | -------------------------------------------------------- |  |  | - | ------ |  |  | - | ----------------------------------------------------------- |  |  | - | ----------------------------------------------------------------------- | - |  | - | -------------------------------------------------------- | -
|For
    the nine months ended September 30, 2023 |  |  | Common
                                            Stock |  |  |   |        |  |  |   |                                                             |  |  |   |                                                                         |  
|                                                 |  |  | Shares                                                   |  |  |   | Amount |  |  |   | Paid
                                            in Capital |  |  |   | Retained
                                            Earnings (Deficit) |   |  |   | Total
                                            Equity |  
|Balance
    at December 31, 2022                 |  |  | 1,057,628                                                |  |  | $ | 10,576 |  |  | $ | 1,376,682                                                   |  |  | $ | (761,494                                                                | ) |  | $ | 625,764                                                  |  
|Net
    income (loss)                            |  |  | —                                                        |  |  |   | —      |  |  |   | —                                                           |  |  |   | (51,842                                                                 | ) |  |   | (51,842                                                  | )
|Balance
    at September 30, 2023                |  |  | 1,057,628                                                |  |  | $ | 10,576 |  |  | $ | 1,376,682                                                   |  |  | $ | (813,336                                                                | ) |  | $ | 573,922                                                  |  



|                                                 |  |                  |           |  |  |   |        |  |  |   |                                                             |  |  |   |                                                                         |   |  |   |                                                          |  
|------------------------------------------------ |  | ---------------- | --------- |  |  | - | ------ |  |  | - | ----------------------------------------------------------- |  |  | - | ----------------------------------------------------------------------- | - |  | - | -------------------------------------------------------- | -
|For
    the nine months ended September 30, 2022 |  | Common
    Stock |           |  |  |   |        |  |  |   |                                                             |  |  |   |                                                                        
|                                                 |  |                  | Shares    |  |  |   | Amount |  |  |   | Paid
                                            in Capital |  |  |   | Retained
                                            Earnings (Deficit) |   |  |   | Total
                                            Equity |  
|Balance
    at December 31, 2021                 |  |                  | 1,057,628 |  |  | $ | 10,576 |  |  | $ | 1,376,682                                                   |  |  | $ | (657,187                                                                | ) |  | $ | 730,071                                                  |  
|Net
    income (loss)                            |  |                  | —         |  |  |   | —      |  |  |   | —                                                           |  |  |   | (94,752                                                                 | ) |  |   | (94,752                                                  | )
|Balance
    at September 30, 2022                |  |                  | 1,057,628 |  |  | $ | 10,576 |  |  | $ | 1,376,682                                                   |  |  | $ | (751,939                                                                | ) |  | $ | 635,319                                                  |  





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



4









DIRECT
INVESTMENT HOLDINGS GROUP, INC.

STATEMENT
OF CASH FLOWS

(unaudited)





|                                                                                                                                  |  | For
                                            the nine months ended
                                                                                September
                                            30,
|--------------------------------------------------------------------------------------------------------------------------------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                  |  | 2023                                                                                                                                                                                                           
|Cash
    Flows from Operating Activities                                                                                          |  |                                                                                                                                                                                                                
|Net
    Income (Loss)                                                                                                             |  | $                                                                                                                                                                                                              
|Adjustments
    to reconcile net income applicable to common shareholders to net cash provided by (used in) operating activities: |  |                                                                                                                                                                                                                
|(Increase)
    decrease in                                                                                                        |  |                                                                                                                                                                                                                
|Interest
    receivable - related party                                                                                           |  |                                                                                                                                                                                                                
|Accounts
    receivable - related party                                                                                           |  |                                                                                                                                                                                                                
|Increase
    (decrease) in                                                                                                        |  |                                                                                                                                                                                                                
|Accounts
    payable - other                                                                                                      |  |                                                                                                                                                                                                                
|Accounts
    payable - related parties                                                                                            |  |                                                                                                                                                                                                                
|Account
    receivable - related party                                                                                            |  |                                                                                                                                                                                                                
|Net
    cash provided by (used for) operating activities                                                                          |  |                                                                                                                                                                                                                
|                                                                                                                                  |  |                                                                                                                                                                                                                
|Cash
    Flow from Investing activities                                                                                           |  |                                                                                                                                                                                                                
|(Increase)
    decrease in notes receivable - related parties                                                                     |  |                                                                                                                                                                                                                
|Mortgage
    receivable receipts                                                                                                  |  |                                                                                                                                                                                                                
|Notes
    receivable - related party                                                                                              |  |                                                                                                                                                                                                                
|Mortgage
    receivable                                                                                                           |  |                                                                                                                                                                                                                
|Net
    cash provided by (used for) investing equivalents                                                                         |  |                                                                                                                                                                                                                
|Net
    increase (decrease) in cash and cash equivalents                                                                          |  |                                                                                                                                                                                                                
|Cash
    and cash equivalents at the beginning of period                                                                          |  |                                                                                                                                                                                                                
|Cash
    and cash equivalents at the end of period                                                                                |  | $                                                                                                                                                                                                              





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



5









DIRECT
INVESTMENT HOLDINGS GROUP, INC.

NOTES
TO FINANCIAL STATEMENTS



NOTE 1.
ORGANIZATION AND BASIS OF PRESENTATION



Organization
and business



Direct
Investment Holdings Group, Inc. was incorporated in Nevada on December 19, 1996 and the Company is headquartered in Plantation, FL. The
Company’s principal line of business and source of revenue is currently investments and interest on notes receivable. Direct Investment
Holdings Group, Inc. is a publicly traded company; however, no trading market presently exists for the shares of common stock and its
value is therefore not determinable.



Basis
of presentation



The
accompanying unaudited financial statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation
S-X. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles
generally accepted in the United States, or GAAP, have been condensed or omitted in accordance with such rules and regulations, although
management believes the disclosures are adequate to prevent the information presented from being misleading. In the opinion of management,
all adjustments (consisting of normal recurring matters) considered necessary for a fair presentation have been included.



These
financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual
Report on Form 10-K for the fiscal year ending December 31, 2022. Operating results for the nine months period ended September 30, 2023
are not necessarily indicative of the results that may be expected for any subsequent quarter or for the fiscal year ending December
31, 2023.



This
Report has not been reviewed by the Company’s independent audit firm due to circumstances beyond management’s control. The
Company will have this report reviewed, amended and refiled as soon as possible but not later than December 31, 2024.



NOTE
2. CHANGE OF CONTROL



A
Stock Purchase Agreement (the “Agreement”) was made, entered into, and closed as of April 7, 2021, by and among A Way Financial,
Inc., a Delaware Business Corporation (the “Purchaser”) and TPS Income, Inc., and Nevada Sea Investments, Inc. (the “Sellers”).



Sellers
were, prior to the transaction closing the beneficial owner of the following shares of the Company: (i)TPS Income, Inc.(“TPS”)
owned 37.48%; and (ii) Nevada Sea Investments, Inc.(“Nevada Sea”)owned 37.82% of 1,057,628 shares of all issued and outstanding
shares of the Company’s Common Stock which were held in the respective name of the Sellers. As of the completion of the closing
on April 7, 2021, the shares formerly owned by Sellers are owned by the Purchaser.



NOTE
3. ACCOUNTS RECEIVABLE – RELATED PARTY



There
is an account receivable from related party in the amount of $288,662. We anticipate the note will be collected in the next quarter.



6









DIRECT
INVESTMENT HOLDINGS GROUP, INC.

NOTES
TO FINANCIAL STATEMENTS



NOTE
4. MORTGAGE RECEIVABLE



A
mortgage receivable for $290,903 was purchased by the Company on August 5, 2022 for face value from Direct Mortgage Investors, Inc. a
related party. The note bears interest at 4.25% with a 30-year term and the payee is not a related party.



|                                          |  | September
    30, 2023 |         | September
    30, 2022
|----------------------------------------- |  | ---------------------- | ------- | ----------------------
|Mortgage
    receivable - current portion |  | $                      | 5,531   |                       
|Mortgage
    receivable                   |  |                        | 279,729 |                       
|Total
    mortgage receivable             |  | $                      | 285,260 |                       



NOTE
5. RELATED PARTIES TRANSACTIONS



Transactions
involving related parties cannot be presumed to be carried out on an arm’s length basis due to the absence of free market forces
that naturally exist in business dealings between two or more unrelated entities. Related party transactions may not always be favorable
to our business and may include terms, conditions and agreements that are not necessarily beneficial to or in best interest of our company.
At September 30, 2023 there was a receivable from related party in the amount of $288,662.



NOTE
6. FEDERAL INCOME TAXES



The
Company accounts for income taxes in accordance with Accounting Standards Codification, (“ASC”) No. 740, “Accounting
for Income Taxes”. ASC 740 requires an asset and liability approach to financial accounting for income taxes. In the event differences
between the financial reporting basis and the tax basis of the Company’s assets and liabilities result in deferred tax assets,
ASC 740 requires an evaluation of the probability of being able to realize the future benefits indicated.



Recognition
of the benefits of deferred tax assets will require the Company to generate future taxable income. There is no assurance that the Company
will generate earnings in future years.



NOTE
7. OTHER MATTERS



We
are closely monitoring the impact of the COVID-19 pandemic on all aspects of our business and across our portfolio. While we did not
experience significant disruptions during 2021 from the COVID-19 pandemic, we are unable to predict the impact the COVID-19 pandemic
will have on its financial condition, results of operations and cash flows due to numerous uncertainties.



First
Equity Properties, Inc., a Nevada Business Corporation, had a name change to Direct Investment Holdings, Inc. filed effective November
2, 2021 with the Secretary of State, State of Nevada.



NOTE
8. CONCENTRATIONS



The
Company maintains its cash balances at financial institutions that are insured by the Federal Deposit Insurance Corporation (FDIC), which
insure depositors up to $250,000. At times during the quarter, cash balances exceeded the federally insured amount.



A
substantial asset concentration related to a mortgage note receivable from one entity, a non-related party at September 30, 2023. Any
adverse conditions that could affect the financial condition of this entity and specifically their ability to service debt obligation
owed, could have a material effect on the financial statements of the Company. The entity is currently not in default of their obligations.
Management of the Company considers the collectability of such obligation to not be a question at this time.



NOTE
9. SUBSEQUENT EVENTS



The
Company has evaluated subsequent events through November 20, 2023, the date the financial
statements were available to be issued and has determined that no changes took part.



7









|ITEM
    2. | MANAGEMENTS DISCUSSION
    AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|----------- | ----------------------------------------------------------------------------------------



The
following discussion should be read in conjunction with the financial statements and notes thereto appearing elsewhere in this report.
This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the federal securities laws. We caution
investors that any forward-looking statements presented in this report, or which management may make orally or in writing from time to
time, are based on beliefs and assumptions made by, and information currently available to, management. When used, the words “anticipate”,
“believe”, “estimate”, “expect”, “intend”, “may”, “might”, “plan”,
“project”, “result”, “should”, “will” and similar expressions which do not relate solely
to historical matters are intended to identify forward-looking statements. Such statements are subject to risks, uncertainties and assumptions
and are not guarantees of future performance, which may be affected by known and unknown risks, trends, uncertainties and factors that
are beyond our control. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect,
actual results may vary materially from those anticipated, estimated or projected by the forward-looking statements. We caution you that
while forward-looking statements reflect our good-faith beliefs when we make them, they are not guarantees of future performance and
are impacted by actual events when they occur after we make such statements. Accordingly, investors should use caution in relying on
forward-looking statements, which are based on results and trends at the time they are made, to anticipate future results or trends.



Change
of Control Transaction



| | 1. | A Stock Purchase Agreement
    (the “Agreement”) has been made and entered into and closing completed as of 4/7/2021, by and among A Way Financial Inc.,
    a Delaware Business Corporation (the “Purchaser”) and TPS Income, inc., and nevada
    SEA investments, inc(the “Sellers”).
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 2. | Sellers were, prior to
    the transaction closing the beneficial owner of the following shares of Direct Investment Holdings Group, Inc. (“FEPI”)
    Common Stock: (i) TPS Income, Inc. (“TPS”) owned 37.48%; and (ii) Nevada Sea Investments, Inc. (“Nevada Sea”)
    owned 37.82% of 1,057,628 shares of all issued and outstanding shares of FEPI Common Stock (“Shares”). The Shares were
    held in the respective names of the Sellers.
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 3. | As of completion of the
    closing, the shares formerly owned by Sellers are owned by the Purchaser.
| | -- | -----------------------------------------------------------------------------------------------------



| | 4. | The Company, in connection
    with the change in control, the $750,523 note receivable was purchased by A Way Financial Inc, a Delaware business, a related party
    and guaranteed by Direct Mortgage Investors Inc., a related party. The company received in full the note receivable and all accrued
    interest subsequent to December 31, 2021, on April 12, 2022.
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 5. | First Equity
    Properties, Inc., a Nevada Business Corporation, had a name change to Direct Investment Holdings, Inc. filed effective 11/02/2021
    with the Secretary of State, State of Nevada.
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 6. | Emilia Linardakis
    resigned as a Director of the Company on January 16, 2023 and her resignation was immediately accepted by the Company.
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------







Related
parties



We
apply ASC Topic 805, “Business Combinations”, to evaluate business relationships. Related parties are persons or entities
who have one or more of the following characteristics, which include entities for which investments in their equity securities would
be required, trust for the benefit of persons including principal owners of the entities and members of their immediate families, management
personnel of the entity and members of their immediate families and other parties with which the entity may deal if one party controls
or can significantly influence the decision making of the other to an extent that one of the transacting parties might be prevented from
fully pursuing its own separate interests, or affiliates of the entity.



8









Results of Operations



The
following discussion is based on our Statement of Operations within our Financial Statements as presented in Part 1, Item 1 of this
report for the nine months ended September 30, 2023, and 2022. The discussion is not meant to be an all-inclusive discussion of the changes
within our operations. Instead, we have focused on the significant items relevant to obtain an understanding of the changes in our operations.



The
results of operations for the nine months ended September 30, 2023, are not necessarily indicative of the results that may be expected
for other interim periods or for the full fiscal year.



Our
sole source of income is from the interest received on the mortgage note. Expenses are primarily related to professional and administrative
fees.



Comparison
of the three months ended September 30, 2023, to the same period ended 2022.



We
reported net loss applicable to common shareholders of $4,492 for the three months ended
September 30, 2023, as compared to a net loss to common shareholders of $41,562 for the same period ended 2022.



Comparison
of the nine months ended September 30, 2023, to the same period ended 2022.



We
reported net loss applicable to common shareholders of $51,842 for the nine months ended
June 30, 2023, as compared to a net loss to common shareholders of $94,752 for the same period ended 2022.



Liquidity
and Capital Resources



General



Our
principal liquidity needs for the next twelve months are funding of normal recurring expenses of legal and administrative fees.



Our
cash and cash equivalents from operations decreased by $340,505 during the nine months ending September 30, 2023.



Retained
earnings (deficit) increased by $4,492 in the 3nd quarter 2023, resulting in a stockholders’ equity decrease.



9









ITEM
4. CONTROLS AND PROCEDURES



|(a) | Evaluation of Disclosure
    Controls and Procedures.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    | A review and evaluation
    was performed by management under the supervision and with the participation of the Principal Executive Officers of the effectiveness
    of the Company’s disclosure controls and procedures, as required by Rule 13a-15(b) of the Securities Exchange Act of 1934,
    as amended (the “Exchange Act”), as of September 30, 2023. Based upon that most recent evaluation, which was completed
    as of the end of the period covered by this Form 10-Q, the Principal Executive Officers that the Company’s disclosure controls
    and procedures were effective at September 30, 2023 to ensure that information required to be disclosed in reports that the Company
    files submits under the Securities Exchange Act is recorded, processed, summarized and reported within the time period specified
    by the Securities and Exchange Commission (“SEC”) rules and forms. As a result of this evaluation, there were no significant
    changes in the Company’s internal control over financial reporting during the period ended September 30, 2023, that have materially
    affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.



| | (b) | Changes in Internal Controls
    over Financial Reporting. There have been no changes in the Company’s internal controls over financial reporting during the
    quarter ended September 30, 2023 that have materially affected or are reasonably likely to materially affect the Company’s
    internal controls over financial reporting.
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------













10









PART
II – OTHER INFORMATION



|ITEM
    6. | EXHIBITS
|----------- | --------



The
following exhibits are filed with this report or incorporated by reference as indicated.



|Exhibit
    
    Number |  | Description                                                                                                                                                                                                                                                                                                                                                                
|----------------------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.1                     |  | Articles
    of Incorporation of Wespac Property Corporation as filed with and endorsed by the Secretary of State of California on December 16,
    1996 (incorporation by reference is made to Exhibit 3.1 to Form 8-K of First Equity Properties, Inc. for event reported
    June 19, 1996).                                                                            
|                        |  |                                                                                                                                                                                                                                                                                                                                                                            
|3.2                     |  | Articles
    of Incorporation of First Equity Properties, Inc. filed with and approved by the Secretary of State of Nevada on December 19,
    1996 (incorporation by reference is made to Exhibit 3.2 to Form 8-K of First Equity Properties Inc, Inc. for event reported
    June 19, 1996).                                                                             
|                        |  |                                                                                                                                                                                                                                                                                                                                                                            
|3.3                     |  | Bylaws
    of Direct Investment Holdings Group, Inc. as adopted December 20, 1996 (incorporation by reference is made to Exhibit 3.3
    to Form 8-K of First Equity Properties, Inc. for event reported June 19, 1996).                                                                                                                                                   
|                        |  |                                                                                                                                                                                                                                                                                                                                                                            
|3.4                     |  | Agreement
    and Plan of Merger of Wespac Property Corporation and First Equity Properties, Inc. dated December 23, 1996 (incorporation by
    reference is made to Exhibit 3.4 to Form 8-K of First Equity Properties, Inc. for event reported June 19, 1996).                                                                                                           
|                        |  |                                                                                                                                                                                                                                                                                                                                                                            
|3.5                     |  | Articles
    of Merger of Wespac Property Corporation into First Equity Properties, Inc. as filed with and approved with the Secretary of State
    in Nevada December 24, 1996 (incorporation by reference is made to Exhibit 3.5 to Form 8-K of First Equity Properties,
    Inc. for event reported June 19, 1996).                                                     
|                        |  |                                                                                                                                                                                                                                                                                                                                                                            
|3.6                     |  | Certificate
    of Designation of Preferences and Relative Participating or Optional of Other Special Rights and Qualifications, Limitations or Restrictions
    thereof of the Series A 8% Cumulative Preferred Stock (incorporation by reference is made to Exhibit 3.6 to Form 10-KSB
    of First Equity Properties, Inc. for the fiscal year ended December 31, 1996.)
|                        |  |                                                                                                                                                                                                                                                                                                                                                                            
|31.1*                   |  | Certification
    of Principal Executive Officer pursuant to Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934.                                                                                                                                                                                                                                            
|                        |  |                                                                                                                                                                                                                                                                                                                                                                            
|31.2*                   |  | Certification
    of Principal Financial and Accounting Officer pursuant to Rules 13a-14 and 15d-14 under the Securities Exchange Act of 1934.                                                                                                                                                                                                                             
|                        |  |                                                                                                                                                                                                                                                                                                                                                                            
|32.1*                   |  | Certification
    Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.                                                                                                                                                                                                                                                 
|                        |  |                                                                                                                                                                                                                                                                                                                                                                            
|101.INS**               |  | XBRL
    Instance Document                                                                                                                                                                                                                                                                                                                                                 
|                        |  |                                                                                                                                                                                                                                                                                                                                                                            
|101.SCH**               |  | XBRL
    Taxonomy Extension Schema Document                                                                                                                                                                                                                                                                                                                                
|                        |  |                                                                                                                                                                                                                                                                                                                                                                            
|101.CAL**               |  | XBRL
    Taxonomy Calculation Linkbase Document                                                                                                                                                                                                                                                                                                                            
|                        |  |                                                                                                                                                                                                                                                                                                                                                                            
|101.DEF**               |  | XBRL
    Taxonomy Extension Definition Linkbase Document                                                                                                                                                                                                                                                                                                                   
|                        |  |                                                                                                                                                                                                                                                                                                                                                                            
|101.LAB**               |  | XBRL
    Taxonomy Extension Label Linkbase Document                                                                                                                                                                                                                                                                                                                        
|                        |  |                                                                                                                                                                                                                                                                                                                                                                            
|101.PRE**               |  | XBRL
    Taxonomy Extension Presentation Linkbase Document                                                                                                                                                                                                                                                                                                                 



|*  | Filed herewith.
|-- | ---------------
|** | To be filed.   



11









SIGNATURES



Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.



|                        | DIRECT INVESTMENT HOLDINGS GROUP,
    INC.
|----------------------- | ------------------------------------------
|                        |                                           
|Date: November 20, 2023 | /s/ JAMES
    ANDERSON                    
|                        | James Anderson                            
|                        | Director, President & Treasurer           



|                        | DIRECT INVESTMENT HOLDINGS GROUP,
    INC.
|----------------------- | ------------------------------------------
|                        |                                           
|Date: November 20, 2023 | /s/ GLEN GOMEZ                            
|                        | Glen Gomez                                
|                        | Director, Vice President & Secretary      











12