Extract to table

Without limiting the generality of the foregoing, the Restated Certificate provides, among other things, that the shares of Series Seed Preferred Stock shall have the following material rights, preferences, privileges, and restrictions: (a) Liquidation Preference

After payment of the Liquidation Preference, the remaining assets available for distribution shall be distributed to the holders of Common Stock

Opinion 10: No Consents Required No consent, approval, authorization, order, filing, registration, or qualification of or with any federal, state, or local governmental or regulatory authority or agency is required for the execution and delivery by the Company of the Transaction Documents to which it is a party or for the consummation of the transactions contemplated thereby, including the issuance and sale of the Shares pursuant to the Purchase Agreement and the issuance of the Conversion Shares upon conversion of the Convertible Notes, except for: (a) the filing of the Restated Certificate with the Secretary of State of the State of Delaware, which filing has been completed on February 9, 2026; (b) the filing of a Notice of Sale of Securities on Form D with the United States Securities and Exchange Commission (the "SEC") pursuant to Rule 503 of Regulation D under the Securities Act, which filing is required to be made within fifteen (15) calendar days after the first sale of the Shares (i