Entry into a Material Definitive Agreement

 

On March 26, 2026, Global Interactive Technologies, Inc. (the "Company") entered into an Equity Purchase Agreement (the "Agreement") with Hudson Global Ventures, LLC (the "Investor").

 

Pursuant to the Agreement, the Company has the right, but not the obligation, to sell to the Investor, from time to time, shares of its common stock having an aggregate purchase price of up to $18,000,000 (the "Maximum Commitment Amount"), subject to the terms and conditions set forth therein.

 

Summary of Key Terms

 

● The Company may, at its discretion, deliver "Put Notices" to the Investor to purchase shares of common stock from time to time.

 

● Each drawdown is subject to specified minimum and maximum amounts based on trading volume and contractual limits.

 

● The purchase price per share will be based on a formula equal to approximately 93% of the applicable market price, as defined in the Agreement.

 

● The Agreement has a term of up to 24 months, unless earlier terminated or the full commitment amount is utilized.

 

● The Company issued initial commitment shares to the Investor as consideration for entering into the Agreement and may be required to issue additional shares under certain conditions.

 

● The Investor's beneficial ownership is capped at 4.99% of the Company's outstanding common stock.

 

● The Company has agreed not to enter into certain other variable rate or equity line financing arrangements for specified periods without Investor consent.

 

Registration Requirement

 

The Company's ability to sell shares under the Agreement is subject to the effectiveness of a registration statement covering the resale of such shares by the Investor. The Company has agreed to file such registration statement within sixty (60) days following the execution of the Agreement.