NOTE 13 — Subsequent Events

Securities Purchase Agreement

On June 29, 2026, the Company entered into the Securities Purchase Agreement with DNA Holdings pursuant to which the Company agreed to issue and sell, in private placement, 1,346,531 shares on non-voting Series B Convertible Preferred Stock (“Series B Preferred Stock”) at a purchase price of $6.00 per share, for an aggregate offering price of $8.1 million consisting of $5.0 million in cash and the cancellation of $3.1 million of the outstanding balance under a convertible promissory note issued to DNA Holdings in May 2026. Each share of Series B Preferred Stock will be automatically converted into one share of the Company’s common stock on the first trading day following the approval by the Company’s stockholders of the issuance of the common stock issuable upon such conversion.

On July 8, 2026, the Company completed the sale of 929,864 shares of Series B Preferred Stock in exchange for $2.5 million in cash proceeds and the cancellation of $3.1 million of the outstanding balance under the convertible promissory note.

On August 7, 2026, the Company completed the sale of the remaining 416,667 shares of Series B Preferred Stock purchasable under the Securities Purchase Agreement in exchange for cash proceeds of $2.5 million. The Company expects to enter into an advisory and promote agreement (the “Consulting Agreement”) with DNA Holdings, Scott Walker and Brock Pierce (the “Consultants”) pursuant to which, among other things, the Consultants will provide services related to the promotion and development of the Company’s DNA X platform and agree not to engage in certain prohibited activities competitive with the Company during the term of the Consulting Agreement and for a period of one year thereafter in exchanged for consideration consisting of an aggregate of 2,494,000 shares of Common Stock, to be issued to the Consultants following the obtainment of the approval to such issuances by the Company’s stockholders.