NOTE 4: INVESTMENT IN BC THERAPEUTICS INC.

On December 21, 2021, the Company and BC Therapeutics, Inc. (“BC Therapeutics” or “the Investee”) entered a share purchase agreement (“SPA”), pursuant to which the Company initially provided a loan of $300,000 to BC Therapeutics, with no interest to be paid. Subsequently, in accordance with the SPA, this loan was converted into an equity investment in BC Therapeutics at a rate of $1.25 per share, resulting in a 37.5% ownership interest (“Initial Investment”).

BriaCell Therapeutics Corp

Notes to the Consolidated Financial Statements

For the Years Ended July 31, 2026 and 2025

(Expressed in US Dollars, unless otherwise indicated)

NOTE 4: INVESTMENT IN BC THERAPEUTICS INC. (Cont.)

Pursuant to the SPA (“Initial Investment”), Briacell also received two options to invest an additional $225,000 per option at $1.25 per BC Therapeutics share. The first option expired on February 15, 2024 (“First BC Therapeutics Option”) and the second option expired on June 30, 2024 (“Second BC Therapeutics Options”, together, the “BC Therapeutic Options”). In accordance with ASC 321 and ASC 815, the BC Therapeutics Options were valued at $76,350 in accordance with the Black Scholes Option Price Model, using the following assumptions: Share price: $1.25, Exercise price: $1.25, Dividend yield: 0%, Risk free interest rate: 4.902%, Volatility: 100%.

BC Therapeutics has a board of four representatives, with two representatives appointed by BriaCell and two representatives appointed by the existing shareholders. All significant decisions related to BC Therapeutics require the approval of at least a majority of the board members.

The Company acquired a significant interest in BC Therapeutics on February 1, 2024 through the exercise of the First BC Therapeutics Option, increasing its ownership interest to 51.2%. Following the expiration of the original Second BC Therapeutics Option, the Company and BC Therapeutics amended the SPA on August 7, 2024 to provide additional option rights exercisable in tranches of at least 20,000 shares at $1.25 per share. The SPA was further amended on March 18, 2025 to increase the Second BC Therapeutics Option to 424,000 shares and extend its expiration to June 30, 2026, and again on February 1, 2026 to extend the option exercise period through June 30, 2027 and provide additional option rights at $1.25 per share.

During the year ended July 31, 2026, the Company exercised BC Therapeutics options for aggregate consideration of $377,000 and acquired 301,600 shares. As of July 31, 2026, the Company held 985,600 of the 1,385,600 issued and outstanding shares of BC Therapeutics, representing a 71.13% ownership interest (July 31, 2025- 63.1%). In addition, the Company retained the right to purchase an additional 194,400 shares under the Third BC Therapeutics Option at $1.25 per share through June 30, 2027.

In accordance with ASC 810, the Company continues to account for the investment under the equity method of accounting as the Company does not exercise control over BC Therapeutics.

Changes in the Company’s equity investment in BC Therapeutics are summarized as follows:

 SCHEDULE OF CHANGES IN INVESTMENT

The following amounts represent the Company’s 71.13% share of the assets of BC Therapeutics (July 31, 2025 – 63.1%):

 SCHEDULE OF SHARE OF ASSETS

BriaCell Therapeutics Corp

Notes to the Consolidated Financial Statements

For the Years Ended July 31, 2026 and 2025

(Expressed in US Dollars, unless otherwise indicated)