(1)

On March 4, 2026, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with certain accredited investors pursuant to which the Company agreed to sell and issue in a private placement (the “Private Placement Offering”) an aggregate of 500,000 shares of common stock (the “Private Placement Shares”) or pre-funded warrants to purchase shares of common stock (the “Pre-Funded Warrants” and together with the Private Placement Shares, the “Securities”) in lieu of the Private Placement Shares. at a purchase price of $4.00 per Private Placement Share and $3.9999 per Pre-Funded Warrant. The Pre-Funded Warrants will be immediately exercisable upon issuance at an exercise price of $0.0001 per share and will not expire until exercised in full. Aggregate gross proceeds to the Company in respect of the Private Placement Offering are expected to be approximately $2.0 million, before deducting offering expenses payable by the Company. The Private Placement Offering and the issuance of the Securities is expected to close on the effectiveness date of an uplisting of the Company’s common stock to a national securities exchange, subject to the satisfaction of customary closing conditions.

(2)

On March 23, 2026, the Company entered into an earn-out milestone extension agreement with the holders of the Milestone Warrants pursuant to which the Company and the holders of the Milestone Warrants extended the deadline for the Company’s achieving the Earn Out Milestones from December 31, 2025 to December 31, 2026 and amended the first milestone to “A demonstration of wireless charging system capable of charging electric vehicle located inside an automated parking system”. Following the achievement of all of the Earn Out Milestones, the Milestone Warrants will become immediately exercisable on the effectiveness date of an uplisting of the Company’s common stock to a national securities exchange.

(3)

On February 28, 2026, a joint military operation by the United States and Israel was launched against targets in Iran. In response, Iran launched hundreds of ballistic missiles and unmanned aerial vehicles toward Israel and the Persian Gulf states, resulting in civilian casualties and extensive property damage in Israel. Additionally, Hezbollah intensified its attacks from Lebanon, leading to a significant Israeli military response. Following these events, a “special state of emergency” was declared in Israel, involving the closure of Israeli airspace, restrictions on public gatherings, temporary closures or reduced operating hours of various businesses, and a massive mobilization of reserve forces. These measures have resulted in a partial reduction of domestic economic activity. Since the outbreak of this recent operation on February 28, 2026, the Company’s operations have not been adversely affected, and the Company has not experienced material disruptions to its business operations. The situation remains highly volatile, and the risk of broader regional escalation involving additional actors persists. The Company continues to assess the ongoing effects of the state of war on its financial statements and business operations and will update its estimates or judgments as appropriate.