Subsequent Events	6 Months Ended
Jun. 30, 2026
Subsequent Events
Subsequent Events	Note 22 - Subsequent Events Equity Awards Subsequent to June 30, 2026, the Company issued 56,000 shares of common stock upon the exercise of outstanding warrants for cash consideration. In addition, the Company issued 2,950 shares of common stock in settlement of outstanding accounts payable to Martin-Krusin-Elbaum. The Company also issued 50,000 shares of common stock to LMC Communications Inc. in settlement of the $202,900 common stock payable outstanding at June 30, 2026, as further disclosed in Note 9. Additionally, 108,932 shares of common stock were issued in connection with the July 2026 financing transactions. Financing Transactions On July 1, 2026, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with the purchasers identified therein pursuant to which the Company agreed to sell in private placements an aggregate of (i) 108,932 shares of common stock, (ii) pre-funded warrants to purchase up to 1,742,991 shares of common stock and (iii) common stock purchase warrants to purchase up to 1,851,923 shares of common stock, for aggregate gross proceeds of approximately $8.5 million. The combined purchase price for one share of common stock, or one pre-funded warrant in lieu thereof, together with one common warrant was $4.59 per unit. The Company intends to use the net proceeds for general corporate purposes, which may include acquisitions, repayment of outstanding debt and working capital. The closing occurred on July 7, 2026, subject to the terms and conditions of the Purchase Agreement. The Pre-Funded Warrants have an exercise price of $0.0001 per share, subject to adjustment and no expiration date. The Pre-Funded Warrants will be exercisable immediately and may be exercised at any time until all of the Pre-Funded Warrants are exercised in full. The Common Warrants are exercisable immediately and expire five years from the earlier of the effective date of the Registration Statement or the date that the common stock underlying the Pre-Funded Warrants and Common Warrants can be resold without restriction or limitation pursuant to Rule 144. The Common Warrants have an exercise price of $4.47 per share, subject to adjustment as set forth in the Common Warrants for stock splits, stock dividends, recapitalizations and similar customary adjustments. The Purchasers may exercise the Common Warrants on a cashless basis if the shares of common stock underlying the Common Warrants are not then registered pursuant to an effective registration statement. Loan to Pronghorn Resources LLC On July 17, 2026, GridAI Technologies Corp. (the “Company”) made a loan (“Loan”) to Pronghorn Resources, LLC, a Delaware limited liability company (“Pronghorn”, and, together with the Company, the “Parties”), pursuant to the terms of a Secured Convertible Promissory Note (“Note”), in the principal sum of $2,000,000 (the “Principal Amount”). The Principal Amount, in addition to all interest due under the Note, is payable on the earlier to occur of: (i) December 31, 2026; and (ii) the consummation of a Change of Control Transaction (as defined below). The Note bears interest at an annual rate of seven percent (7%), such interest calculated on the basis of a 360-day year, consisting of twelve 30 calendar day periods, and accrues daily, commencing on the Maturity Date until payment in full of the Note. Pronghorn agreed to customary covenants and made customary representations and warranties under the Note. Pronghorn agreed to certain negative covenants, including not to: (a) other than Permitted Indebtedness, enter into, create, incur, assume, guarantee or suffer to exist any Indebtedness; (b) create, permit or suffer to exist any Lien on any of its or any subsidiaries’ properties and assets other than Permitted Liens; or (c) enter into any agreement with respect to any of the foregoing. The payment for the loan has been made in the sum of $2,000,000 as of date of this Quarterly Report to Pronghorn. Nicholas D’Onofrio, a shareholder of Pronghorn, also holds common stock and common warrants of the Company. Upon an Event of Default (as defined below), the Company has the right, at its election, to convert the Payment Amount (as defined below) (or, from and after the date of the occurrence of any Event of Default, the Default Amount) of the Note, in whole or in part (as the case may be, the “Conversion Amount”) into such number of membership interests equal to ten percent (10%) of the fully diluted capitalization of Pronghorn as of the date of conversion (“Conversion Interests” and such date of conversion, “Conversion Date”). If any Event of Default occurs and is uncured for the applicable cure period, the Note becomes, at the Company’s election, immediately due and payable in cash in the Default Amount (as defined below), and, alternatively, upon the Company’s election, convertible, in part or in full, into Conversion Interests, pursuant to the terms of Section 4(a) of the Note. The Note ranks pari passu with Pronghorn’s existing Indebtedness. The Note is secured by all of Pronghorn’s assets, pursuant to the terms of that certain Security Agreement entered into between the Parties on July 17, 2026 (“Security Agreement”). Under the Security Agreement, Pronghorn granted a lien security interest in all of its assets to the Company. Asymchem Inc. On April 22, 2026, the Supreme Court of the State of New York, County of New York, entered a judgment in favor of Asymchem, Inc. and against the Company related to unpaid invoices from prior years in the amount of $209,386. Following entry of the judgment, Asymchem caused a restraint to be placed on certain funds held in one of the Company’s bank accounts. On August 17, 2026, the Company and Asymchem entered into a stipulation pursuant to which the parties agreed that the full judgement would be remitted from the restrained funds to Asymchem in full satisfaction of the judgment. Upon receipt and clearance of the payment, Asymchem is required to withdraw and release the restraint on the remaining funds in the applicable bank account. The Company has accrued the amount of the judgment and applicable interest in its financial statements as of June 30, 2026.

Subsequent Events

6 Months Ended

Jun. 30, 2026

Note 22 - Subsequent Events

Equity Awards

Subsequent to June 30, 2026, the Company issued 56,000 shares of common stock upon the exercise of outstanding warrants for cash consideration. In addition, the Company issued 2,950 shares of common stock in settlement of outstanding accounts payable to Martin-Krusin-Elbaum. The Company also issued 50,000 shares of common stock to LMC Communications Inc. in settlement of the $202,900 common stock payable outstanding at June 30, 2026, as further disclosed in Note 9. Additionally, 108,932 shares of common stock were issued in connection with the July 2026 financing transactions.

Financing Transactions

On July 1, 2026, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with the purchasers identified therein pursuant to which the Company agreed to sell in private placements an aggregate of (i) 108,932 shares of common stock, (ii) pre-funded warrants to purchase up to 1,742,991 shares of common stock and (iii) common stock purchase warrants to purchase up to 1,851,923 shares of common stock, for aggregate gross proceeds of approximately $8.5 million. The combined purchase price for one share of common stock, or one pre-funded warrant in lieu thereof, together with one common warrant was $4.59 per unit.

The Company intends to use the net proceeds for general corporate purposes, which may include acquisitions, repayment of outstanding debt and working capital. The closing occurred on July 7, 2026, subject to the terms and conditions of the Purchase Agreement.

The Pre-Funded Warrants have an exercise price of $0.0001 per share, subject to adjustment and no expiration date. The Pre-Funded Warrants will be exercisable immediately and may be exercised at any time until all of the Pre-Funded Warrants are exercised in full.

The Common Warrants are exercisable immediately and expire five years from the earlier of the effective date of the Registration Statement or the date that the common stock underlying the Pre-Funded Warrants and Common Warrants can be resold without restriction or limitation pursuant to Rule 144. The Common Warrants have an exercise price of $4.47 per share, subject to adjustment as set forth in the Common Warrants for stock splits, stock dividends, recapitalizations and similar customary adjustments. The

Purchasers may exercise the Common Warrants on a cashless basis if the shares of common stock underlying the Common Warrants are not then registered pursuant to an effective registration statement.

Loan to Pronghorn Resources LLC

On July 17, 2026, GridAI Technologies Corp. (the “Company”) made a loan (“Loan”) to Pronghorn Resources, LLC, a Delaware limited liability company (“Pronghorn”, and, together with the Company, the “Parties”), pursuant to the terms of a Secured Convertible Promissory Note (“Note”), in the principal sum of $2,000,000 (the “Principal Amount”). The Principal Amount, in addition to all interest due under the Note, is payable on the earlier to occur of: (i) December 31, 2026; and (ii) the consummation of a Change of Control Transaction (as defined below). The Note bears interest at an annual rate of seven percent (7%), such interest calculated on the basis of a 360-day year, consisting of twelve 30 calendar day periods, and accrues daily, commencing on the Maturity Date until payment in full of the Note. Pronghorn agreed to customary covenants and made customary representations and warranties under the Note. Pronghorn agreed to certain negative covenants, including not to: (a) other than Permitted Indebtedness, enter into, create, incur, assume, guarantee or suffer to exist any Indebtedness; (b) create, permit or suffer to exist any Lien on any of its or any subsidiaries’ properties and assets other than Permitted Liens; or (c) enter into any agreement with respect to any of the foregoing. The payment for the loan has been made in the sum of $2,000,000 as of date of this Quarterly Report to Pronghorn.

Nicholas D’Onofrio, a shareholder of Pronghorn, also holds common stock and common warrants of the Company.

Upon an Event of Default (as defined below), the Company has the right, at its election, to convert the Payment Amount (as defined below) (or, from and after the date of the occurrence of any Event of Default, the Default Amount) of the Note, in whole or in part (as the case may be, the “Conversion Amount”) into such number of membership interests equal to ten percent (10%) of the fully diluted capitalization of Pronghorn as of the date of conversion (“Conversion Interests” and such date of conversion, “Conversion Date”). If any Event of Default occurs and is uncured for the applicable cure period, the Note becomes, at the Company’s election, immediately due and payable in cash in the Default Amount (as defined below), and, alternatively, upon the Company’s election, convertible, in part or in full, into Conversion Interests, pursuant to the terms of Section 4(a) of the Note.

The Note ranks pari passu with Pronghorn’s existing Indebtedness. The Note is secured by all of Pronghorn’s assets, pursuant to the terms of that certain Security Agreement entered into between the Parties on July 17, 2026 (“Security Agreement”). Under the Security Agreement, Pronghorn granted a lien security interest in all of its assets to the Company.

Asymchem Inc.

On April 22, 2026, the Supreme Court of the State of New York, County of New York, entered a judgment in favor of Asymchem, Inc. and against the Company related to unpaid invoices from prior years in the amount of $209,386. Following entry of the judgment, Asymchem caused a restraint to be placed on certain funds held in one of the Company’s bank accounts.

On August 17, 2026, the Company and Asymchem entered into a stipulation pursuant to which the parties agreed that the full judgement would be remitted from the restrained funds to Asymchem in full satisfaction of the judgment. Upon receipt and clearance of the payment, Asymchem is required to withdraw and release the restraint on the remaining funds in the applicable bank account. The Company has accrued the amount of the judgment and applicable interest in its financial statements as of June 30, 2026.