Edgemode, Inc. entered into a securities purchase agreement with an accredited investor pursuant to which, the Company issued a convertible promissory note in the principal amount of $120,000, with an original issuance discount of $15,000 (12%) for gross proceeds of $105,000 on March 5, 2026. The Company received net proceeds of $92,000 following the payment of the Holder?s legal costs of $8,000. The Promissory Note carries a one-time interest charge of 15%, which was applied to the principal on the issuance date, and matures on December 15, 2026.
Accrued, unpaid interest and outstanding principal, subject to adjustment, shall be paid in four (4) payments on September 15, 2026, October 15, 2026, November 15, 2026, and December 15, 2026, for total payments of $138,000. The Promissory Note is convertible into common stock of the Company at any time following an event of default at a conversion price equal to 61% of the lowest closing price of the Company?s common stock on its principal trading market during the 20 trading days prior to the conversion date. The Promissory Note was issued in a private placement in reliance upon an exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933.
