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Certain Related Person Transactions

“The following is a summary of transactions since January 1, 2025 to which we were a party or will be a party, in which:”

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Certain Related Person Transactions

“the amounts involved exceeded or will exceed $120,000; and • any of our directors, executive officers or holders of more than 5% of Class A common stock or Class B common stock, or any member of the immediate family of, or person sharing the household with, the foregoing persons, had or will have a direct or indirect material interest.”

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Indemnification Agreements

“Our articles of incorporation authorize us to indemnify our directors, officers, employees and other agents to the fullest extent permitted by Nevada law. Our bylaws require us to indemnify our directors and executive officers to the fullest extent permitted by Nevada law and provide that we may indemnify our other officers, employees and other agents. Our bylaws also provide that, on satisfaction of certain conditions, we will advance expenses incurred by a director or executive officer in advance of the final disposition of any action or proceeding, and permit us to secure insurance on behalf of any executive officer, director, other officer, employee or other agent for any liability arising out of his or her actions in that capacity regardless of whether we would otherwise be permitted to indemnify him or her under the provisions of Nevada law. In addition, we have entered into an indemnification agreement with each of our directors and executive officers, which requires us to indemnify them.”

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Policies and Procedures for Transactions with Related Persons

“We have adopted a policy that our executive officers, directors, nominees for election as a director, beneficial owners of more than 5% of any class of our common stock and any members of the immediate family of any of the foregoing persons are not permitted to enter into a related person transaction with us without the approval or ratification of our board of directors or our audit committee. Any request for us to enter into a transaction with an executive officer, director, nominee for election as a director, beneficial owner of more than 5% of any class of our common stock or any member of the immediate family of any of the foregoing persons, in which the amount involved exceeds $120,000 and such person would have a direct or indirect interest, must be presented to our board of directors or our audit committee for review, consideration and approval. In approving or rejecting any such proposal, our board of directors or our audit committee is to consider the material facts of the transaction, including whether the transaction is on terms no less favorable than terms generally available to an unaffiliated third party under the same or similar circumstances and the extent of the related person’s interest in the transaction.”

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