On August 26, 2026, Xiao-I Corporation (the "Company") entered into a Securities Purchase Agreement (the "SPA") with an institutional investor, pursuant to which the Company agreed to issue and sell an unsecured convertible promissory note in the original principal amount of $4,330,000 (the "Note"). Pursuant to the SPA, the Note would be issued with an original issue discount of $320,000 and $10,000 of transaction expenses, resulting in a purchase price of $4,000,000 for the Note. The closing of the transactions contemplated by the SPA is expected to occur on or about August 26, 2026, following the satisfaction or waiver of the applicable closing conditions.