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CALDERWOOD & HARKNESS LLP Attorneys at Law

125 Broad Street New York, New York 10004

Telephone: (212) 558-4000 Facsimile: (212) 558-3588 www.calderwoodharkness.com

February 13, 2024

VIA ELECTRONIC MAIL AND HAND DELIVERY

Whitfield Barrow & Co., LLC 383 Madison Avenue New York, New York 10179 As Representative of the Several Underwriters

Calloway Pierce Securities LLC 200 Park Avenue, 40th Floor New York, New York 10166

Velthorn Capital Partners Inc. 555 California Street, Suite 3000 San Francisco, California 94104

Pemberton Wallis LLC 100 Federal Street, 28th Floor Boston, Massachusetts 02110

Re: Arbor Health Technologies Inc. — Initial Public Offering of Common Stock — Negative Assurance Letter pursuant to Section 7(e) of the Underwriting Agreement

Ladies and Gentlemen:

1. Introductory Paragraph; Scope of Engagement

We have acted as counsel to Arbor Health Technologies Inc., a corporation organized and existing under the laws of the State of Delaware (the "Company" or "AHT"), in connection with the Registration Statement on Form S-1 (File No. 333-276841) (the "Registration Statement") originally filed with the Securities and Exchange Commission (the "SEC") on January 22, 2024, as amended by Amendment No. 1 to Form S-1 filed with the SEC on February 5, 2024 (together with the original filing and all exhibits, schedules, and amendments thereto, collectively referred to herein as the "Registration Statement"), and the related prospectus dated February 8, 2024 (the "Prospectus"), including the final prospectus filed with the SEC pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended (the "Securities Act"), on February 9, 2024 (the "Final Prospectus"). All references herein to the Prospectus shall include the Final Prospectus, unless the context otherwise requires.

The Registration Statement was declared effective by the SEC on February 8, 2024.

The offering to which this letter relates involves the public offering of 20,000,000 shares of common stock, par value $0.001 per share, of the Company (the "Firm Shares"), together with up to an additional 3,000,000 shares of common stock subject to the underwriters' overallotment option granted pursuant to Section 2(b) of the Underwriting Agreement (as defined below) (the "Option Shares" and, together with the Firm Shares, the "Shares"), at a public offering price of $20.00 per share, for aggregate gross offering proceeds of $400,000,000 (or up to $460,000,000 if the overallotment option is exercised in full).

This letter is delivered to you pursuant to, and in satisfaction of the condition set forth in, Section 7(e) of that certain Underwriting Agreement dated February 8, 2024 (the "Underwriting Agreement"), by and among the Company, on the one hand, and Whitfield Barrow & Co., LLC, as representative (the "Representative") of the several underwriters named in Schedule I thereto (collectively, the "Underwriters"), on the other hand. Unless otherwise defined herein, capitalized terms used in this letter shall have the meanings ascribed to them in the Underwriting Agreement.

The Shares are to be listed on the New York Stock Exchange (the "NYSE") under the ticker symbol "ARHT."

2. Documents Reviewed and Procedures Undertaken

In rendering the negative assurance set forth in Section 4 of this letter, and in connection with our role as counsel to the Company in this offering, we have, among other things:

(a) participated in conferences, meetings, and discussions with officers and employees of the Company, including Dr. Nathaniel Rourke, Chairman of the Board of Directors and Chief Executive Officer; David Halderman, Chief Financial Officer; Rachel Moynihan, General Counsel and Corporate Secretary; Dr. Priya Subramanian, Chief Medical Officer; and Margaret Tsujimoto, Co-Founder and Chief Technology Officer, as well as other representatives and employees of the Company having responsibility for matters described in the Registration Statement and the Prospectus, including due diligence sessions held on December 4–5, 2023, January 8, 2024, January 25–26, 2024, and February 2, 2024, and supplemental telephonic conferences on various dates through and including February 12, 2024;

(b) participated in conferences, meetings, and discussions with representatives of Kellerman & Associates LLP ("Kellerman"), the Company's independent registered public accounting firm, including in connection with the accountant's comfort letters delivered by Kellerman pursuant to Sections 7(g) and 7(h) of the Underwriting Agreement, and in connection with the review and discussion of the financial statements, pro forma financial information, and other financial data included in the Registration Statement and the Prospectus;

(c) participated in conferences, meetings, and discussions with representatives of Whitfield Barrow & Co., LLC, Calloway Pierce Securities LLC, Velthorn Capital Partners Inc., and Pemberton Wallis LLC, and with Meridian Hale & Quivorn LLP ("Meridian Hale"), counsel to the Underwriters, regarding the terms of the offering, the contents of the Registration Statement and the Prospectus, and related due diligence matters;

(d) participated in the preparation, drafting, and review of the Registration Statement (including all amendments thereto, all exhibits and schedules filed as a part thereof, and the prospectus contained therein), the Prospectus, and the Final Prospectus, and reviewed each of the foregoing in their entirety;

(e) reviewed the confidential submission of the draft Registration Statement by the Company to the SEC on November 10, 2023 pursuant to Title I, Section 106 of the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act"); the SEC staff comment letter dated December 8, 2023, containing thirty-eight (38) comments relating to the Company's business description, risk factors, management's discussion and analysis, use of proceeds, capitalization, executive compensation, related-party transactions, and other matters (the "Round 1 Comment Letter"); the Company's response letter to the SEC staff dated December 22, 2023; the SEC staff's follow-up comment letter dated January 12, 2024, containing eleven (11) additional comments (the "Round 2 Comment Letter"); and the Company's response letter to the SEC staff dated January 19, 2024, which resolved all remaining open comments;

(f) reviewed the Underwriting Agreement, the form of lock-up agreement executed by each officer, director, and certain stockholders of the Company (the "Lock-Up Agreements"), the Agreement Among Underwriters, and certain other agreements, certificates, and documents executed or delivered in connection with the offering, including the Representation and Warranty Certificate of the Company dated February 8, 2024;

(g) reviewed certain corporate records and documents of the Company, including (i) the Amended and Restated Certificate of Incorporation of the Company, as filed with the Secretary of State of the State of Delaware on February 13, 2024 (the "Restated Charter"), (ii) the Amended and Restated Bylaws of the Company, adopted by the Board of Directors on February 8, 2024 (the "Restated Bylaws"), (iii) the minutes and written consents of the Board of Directors and its committees from the date of the Company's incorporation through the date hereof, (iv) the stockholder resolutions adopted in connection with the corporate reorganization undertaken in anticipation of the offering, and (v) other organizational and governance documents as we deemed appropriate;

(h) reviewed certain other documents, records, certificates, and instruments that we considered relevant to the matters addressed herein, including good standing certificates, officers' certificates, and written representations furnished to us by the Company;

(i) considered such matters of law and fact and reviewed such other documents and records as we deemed necessary or appropriate in order to provide the negative assurance set forth herein.

We have not independently verified the accuracy, completeness, or fairness of the financial statements (including the related notes and schedules thereto) or the financial and statistical data included in or derived from the Registration Statement, the Prospectus, or the Final Prospectus, and no opinion or belief is expressed herein with respect to such financial statements, financial and statistical data, notes, and schedules, all of which have been audited or reviewed by, or are the responsibility of, Kellerman & Associates LLP as the Company's independent registered public accounting firm. We note that the comfort letters delivered by Kellerman pursuant to the Underwriting Agreement address certain of the financial information included in the Prospectus, and we express no opinion or belief as to the matters covered by such comfort letters.

3. Limitations and Qualifications

The negative assurance set forth in this letter is subject to the following limitations, qualifications, and exceptions, each of which should be carefully considered by the addressees:

(a) Purpose and Beneficiaries. This letter is furnished solely for the benefit of the addressees hereof (collectively, the "Addressees"), and solely in connection with the offering of the Shares pursuant to the Registration Statement and the Underwriting Agreement. This letter is not to be used, quoted, circulated, filed with any governmental agency, or otherwise relied upon for any other purpose or by any person or entity other than the Addressees, in each case without our prior written consent. No third-party beneficiary rights are created by or arise under this letter.

(b) Accounting Matters. We are not registered as a public accounting firm and have not performed any audit, review, compilation, or any other procedures with respect to the financial statements of the Company, nor have we performed any agreed-upon procedures or other engagement with respect to the financial data of the Company. Accordingly, no responsibility is assumed by us for the accuracy, completeness, or fairness of (i) the financial statements, schedules, or other financial data (including the related notes thereto), (ii) pro forma financial information, (iii) the capitalization table set forth in the Prospectus, (iv) the dilution analysis set forth in the Prospectus, (v) Adjusted EBITDA, Adjusted Net Income, Free Cash Flow, and other non-GAAP financial measures presented in the Prospectus, or (vi) any other financial or statistical data derived from the Company's accounting records, in each case whether or not included or incorporated by reference in the Registration Statement, the Prospectus, or the Final Prospectus. Our negative assurance does not extend to such financial statements, schedules, data, or measures.

(c) Scope of Review. The negative assurance expressed herein is based upon and limited to our review of such documents, our participation in such conferences and discussions, and our involvement in such proceedings as are described in Section 2 above. We have not undertaken any independent investigation or verification of the accuracy or completeness of any information furnished to us by the Company, its officers, directors, employees, or representatives, or by any other party. We have assumed, without independent verification, the genuineness of all signatures, the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as copies, and the accuracy of all statements of fact contained in certificates and other instruments furnished to us.

(d) Jurisdictional Limitation. We are members of the Bar of the State of New York and do not purport to be experts on, or to express any opinion or belief with respect to, the laws of any jurisdiction other than the federal laws of the United States of America and the laws of the State of New York and the General Corporation Law of the State of Delaware. To the extent that matters of the laws of any other jurisdiction are relevant to the subject matter hereof, we have assumed, without independent inquiry, that such laws do not affect the conclusions expressed herein.

(e) Date Limitation. This letter speaks only as of its date, February 13, 2024, and we undertake no obligation, and hereby disclaim any obligation, to update, revise, or supplement this letter to reflect any facts, circumstances, events, changes in law, or developments occurring or coming to our attention after the date hereof, regardless of whether such facts, circumstances, events, changes, or developments may affect the negative assurance expressed herein. The negative assurance expressed herein should not be understood to apply to any period after the date of this letter.

4. Negative Assurance Statement

On the basis of the foregoing, and subject to the limitations, qualifications, exceptions, and assumptions set forth in this letter, and having regard to the nature and scope of our engagement as counsel to the Company and our participation in the preparation of the Registration Statement and the Prospectus as described in Section 2 above, we advise you that nothing has come to the attention of the attorneys in this firm who participated in the preparation of the Registration Statement and the Prospectus that causes us to believe that:

(a) the Registration Statement (File No. 333-276841), including the documents incorporated by reference therein, as of the date it was declared effective by the SEC on February 8, 2024, contained an untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary to make the statements therein not misleading; or

(b) the Final Prospectus, as of its date (February 9, 2024) and as of the date hereof (February 13, 2024), contained or contains an untrue statement of a material fact or omitted or omits to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading.

The foregoing negative assurance does not extend to, and we express no opinion or belief with respect to:

(i) the financial statements and schedules (including the related notes thereto) and other financial and statistical data included in or incorporated by reference in the Registration Statement, the Prospectus, or the Final Prospectus, as to which no belief is expressed by us;

(ii) the comfort letters delivered by Kellerman & Associates LLP pursuant to Sections 7(g) and 7(h) of the Underwriting Agreement and the financial and accounting information and data covered by or addressed in such comfort letters; and

(iii) any information relating to the Underwriters that has been furnished by or on behalf of the Underwriters specifically for inclusion in the Registration Statement, the Prospectus, or the Final Prospectus, including, without limitation, information set forth in the section of the Prospectus captioned "Underwriting (Conflicts of Interest)" or any similar section thereof describing the terms of the offering and the Underwriters' participation therein.

5. Reliance; No Third-Party Beneficiaries

This letter is furnished to the Addressees solely in connection with the offering of the Shares of common stock of Arbor Health Technologies Inc. pursuant to the Underwriting Agreement dated February 8, 2024, and is intended solely for the Addressees' use in connection with the closing of such offering. This letter may not be relied upon by any other person, or for any other purpose, without our prior written consent in each instance.

We acknowledge that Meridian Hale & Quivorn LLP, as counsel to the Underwriters, may refer to this letter to the extent required in its own opinions, letters, or certificates delivered in connection with the closing of the offering contemplated by the Underwriting Agreement; provided, however, that such reference shall not constitute permission for, or be deemed to confer upon Meridian Hale & Quivorn LLP or any other person, any broader right to rely upon this letter or any right to furnish this letter or copies hereof to any other person.

No person or entity other than the Addressees shall be deemed a third-party beneficiary of this letter, and no third-party beneficiary rights are created by or arise under this letter.

6. Governing Law

This letter, and any matters arising out of or relating to this letter, shall be governed by and construed in accordance with the laws of the State of New York, without regard to the conflicts-of-law principles thereof that would result in the application of the laws of another jurisdiction.

[Remainder of page intentionally left blank; signature page follows.]

We are furnishing this letter to you in our capacity as counsel to the Company, and this letter is not to be construed as an opinion of law but rather as a statement of negative assurance rendered in accordance with customary practice in connection with underwritten public offerings of securities pursuant to registration statements filed under the Securities Act.

Very truly yours,