BASA · Basanite, Inc.

On December 10, 2021, U.S. Supplies, Inc. ("U.S. Supplies") and Basanite, Inc. (the "Company") entered into certain agreements whereby U.S. Supplies has a right to sales commissions for distributions occurring in the United Mexican States (the "Sales Commissions"). In consideration and satisfaction of the Sales Commissions owed to U.S. Supplies, the Company issued U.S. Supplies shares of restricted common stock of the Company.

Mr. Rodriguez is the President of U.S. Supplies.

These shares and warrants were purchased in a private transaction by the Reporting Person from the Issuer as part of a unit (the "Unit"), although no Units were issued as part of the offering. The shares, and shares underlying the warrants purchased once exercised, will be "restricted securities" as such term is defined by the Securities Act of 1933, as amended.

On March 7, 2022, the reporting person exercised options (previously granted to the reporting person on October 17, 2017) to purchase 500,000 shares of common stock at $0.25 per share for $125,000. The shares have been issued in the name of LoRi Co. an entity which the reporting person has joint control. The amount of securities beneficially owned include shares held by RVRM Holdings, Inc., First New Haven Mortgage Company, LLC and LoRi Co. (collectively the "Entities"). The reporting person has a pecuniary interest in the Entities.

These shares and warrants were purchased in a private transaction by the Reporting Person from the Issuer as part of a unit (the "Unit"), although no Units were issued as part of the offering. The shares, and shares underlying the warrants purchased once exercised, will be "restricted securities" as such term is defined by the Securities Act of 1933, as amended.

These shares and warrants were purchased in a private transaction by the Reporting Person from the Issuer as part of a unit (the "Unit"), although no Units were issued as part of the offering. The shares, and shares underlying the warrants purchased once exercised, will be "restricted securities" as such term is defined by the Securities Act of 1933, as amended.

The option vests in one year on February 1, 2023.

Option granted for annual service as a director is subject to vesting on February 1, 2023.

Option granted for annual service as a director is subject to vesting on February 1, 2023.

Option granted for annual service as a director is subject to vesting on February 1, 2023.

Option granted for annual service as a director is subject to vesting on February 1, 2023.

Option granted for annual service as a director is subject to vesting on February 1, 2023.

This non-qualified option to purchase up to 500,000 shares of the Issuer's common stock (the "Option") was issued to the Reporting Person on May 20, 2021 with an exercise price of $0.27 per share, which was the closing price of the Issuer's common stock on May 20, 2021. The Reporting Person's right to exercise the Option for all of the shares underlying the Option vested immediately and the Option is exercisable for the shorter of (i) five years from the date of issuance or (ii) one year from the date the Reporting Person ceases to serve as a member of the Issuer's Board of Directors.

This non-qualified option to purchase up to 777,778 shares of the Issuer's common stock (the "Option") was issued to the Reporting Person on May 20, 2021 with an exercise price of $0.27 per share, which was the closing price of the Issuer's common stock on May 20, 2021. The Reporting Person's right to exercise the Option for all of the shares underlying the Option vested immediately and the Option is exercisable for the shorter of (i) five years from the date of issuance or (ii) one year from the date the Reporting Person ceases to serve as a member of the Issuer's Board of Directors.

These shares were purchased in a private transaction by the Reporting Person from a stockholder of the Issuer and will be "restricted securities" as such term is defined by the Securities Act of 1933, as amended.

All of these shares are held by the LoRicco Family Trust Per Article 11 of the Richard and Lucille LoRicco Living Trust DTD 06/03/2010 (the "2010 Trust") Richard A. LoRicco Sr. and Lucille M. LoRicco were the parents of the Reporting Person and the 2010 Trust is maintained by an independent trustee. The Reporting Person disclaims beneficial ownership of the shares held by the 2010 Trust, except to the extent, if any, of his pecuniary interest therein.

These shares were purchased in a private transaction by the Reporting Person from a stockholder of the Issuer and will be "restricted securities" as such term is defined by the Securities Act of 1933, as amended.

All of these shares are held in the name of LoRi Co., which is controlled by the Reporting Person and Richard LoRicco, Jr., the Reporting Person's brother.

These shares were purchased in a private transaction by the Reporting Person from a stockholder of the Issuer and will be "restricted securities" as such term is defined by the Securities Act of 1933, as amended.

This common stock warrant (the "Warrant") was issued in connection with the Note described in footnote 6 above.

None.

The Note and the Warrant are held by The Richard A. LoRicco Sr. and Lucille M. LoRicco Irrevocable Insurance Trust DTD 4/28/95, Camille Murphy as Trustee (the "1995 Trust") Richard A. LoRicco Sr. and Lucille M. LoRicco were the parents of the Reporting Person and the 1995 Trust is maintained by an independent trustee. The Reporting Person disclaims beneficial ownership of the Notes and the Warrants held by the 1995 Trust, except to the extent, if any, of his pecuniary interest therein.

This second amended and rested convertible promissory note bears a per annum interest rate of 20%, has a maturity date of February 12, 2022 and may be converted at the option of the Reporting Person at a per share conversion price equal to the per shares cash price paid by any third party investors with total proceeds to the Issuer of not less $500,000 while amounts remain outstanding under the convertible promissory note (the "Note").

The Note and the Warrant are held by The Richard A. LoRicco Sr. and Lucille M. LoRicco Irrevocable Insurance Trust DTD 4/28/95, Camille Murphy as Trustee (the "1995 Trust") Richard A. LoRicco Sr. and Lucille M. LoRicco were the parents of the Reporting Person and the 1995 Trust is maintained by an independent trustee. The Reporting Person disclaims beneficial ownership of the Notes and the Warrants held by the 1995 Trust, except to the extent, if any, of his pecuniary interest therein.

This convertible promissory note bears a per annum interest rate of 20%, has a maturity date of May 12, 2021 and may be converted at the option of the Reporting Person at a per share conversion price equal to the per shares cash price paid by any third party investors with total proceeds to the Issuer of not less $500,000 while amounts remain outstanding under the convertible promissory note (the "Note").

The Note and the Warrant are held by The Richard A. LoRicco Sr. and Lucille M. LoRicco Irrevocable Insurance Trust DTD 4/28/95, Louis Demaio as Trustee (the "Trust") The Trust is maintained by Richard A. LoRicco Sr. and Lucille M. LoRicco, who are the parents of the Reporting Person. The Reporting Person disclaims beneficial ownership of the Notes and the Warrants held by the Trust, except to the extent, if any, of his pecuniary interest therein.

This common stock warrant (the "Warrant") was issued in connection with the Note described in footnote 6 above.

The Note and the Warrant are held by The Richard A. LoRicco Sr. and Lucille M. LoRicco Irrevocable Insurance Trust DTD 4/28/95, Louis Demaio as Trustee (the "Trust") The Trust is maintained by Richard A. LoRicco Sr. and Lucille M. LoRicco, who are the parents of the Reporting Person. The Reporting Person disclaims beneficial ownership of the Notes and the Warrants held by the Trust, except to the extent, if any, of his pecuniary interest therein.

On November 20, 2020, the Reporting Person purchased 11,632 shares of common stock from the Issuer at a per share price of $0.20, or an aggregate purchase price of $2,320. All such shares are "restricted securities" as defined by the Securities Act.

All of these shares are held in the name of RVRM Holdings LLC, which is controlled by the Reporting Person.

On November 20, 2020, the Reporting Person converted a Common Stock Warrant dated June 24, 2020 (the "Warrant") for 1,163,201 shares of the Issuer's common stock at a per share exercise price of $0.1980, or an aggregate exercise price of $230,314. The Warrant had an initial exercise price of $0.396 and was reduced to $0.1980 in consideration of the Reporting Person exercising the Warrant at this time. All shares of common stock issued pursuant to the exercise are "restricted securities" as defined by the Securities Act of 1933, as amended (the "Securities Act").

All of these shares are held in the name of RVRM Holdings LLC, which is controlled by the Reporting Person.

On November 20, 2020, the Reporting Person converted a Common Stock Warrant dated June 24, 2020 (the "Warrant") for 1,163,201 shares of the Issuer's common stock at a per share exercise price of $0.1980, or an aggregate exercise price of $230,314. The Warrant had an initial exercise price of $0.396 and was reduced to $0.1980 in consideration of the Reporting Person exercising the Warrant at this time. All shares of common stock issued pursuant to the exercise are "restricted securities" as defined by the Securities Act of 1933, as amended (the "Securities Act").

All of these shares are held in the name of RVRM Holdings LLC, which is controlled by the Reporting Person.

On November 19, 2020, the Reporting Person converted a Common Stock Warrant dated March 15, 2019 (the "Warrant") for 2,000,000 shares of the Issuer's common stock at a per share exercise price of $0.0375, or an aggregate exercise price of $75,000. The Warrant had an initial exercise price of $0.075. All shares of common stock issued pursuant to the exercise are "restricted securities" as defined by the Securities Act of 1933, as amended.

On November 19, 2020, the Reporting Person converted a portion of Common Stock Warrant dated November 1, 2018 (the "Warrant") for 1,000,000 shares of the Issuer's common stock at a per share exercise price of $0.0375, or an aggregate exercise price of $37,500. The Warrant had an initial exercise price of $0.075 and such $0.075 price shall continue to be the exercise price for the remaining 1,000,000 shares of common stock underlying the Warrant. All shares of common stock issued pursuant to the exercise are "restricted securities" as defined by the Securities Act of 1933, as amended.

On November 19, 2020, the Reporting Person converted a portion of Common Stock Warrant dated November 1, 2018 (the "Warrant") for 1,000,000 shares of the Issuer's common stock at a per share exercise price of $0.0375, or an aggregate exercise price of $37,500. The Warrant had an initial exercise price of $0.075 and such $0.075 price shall continue to be the exercise price for the remaining 1,000,000 shares of common stock underlying the Warrant. All shares of common stock issued pursuant to the exercise are "restricted securities" as defined by the Securities Act of 1933, as amended.

On November 19, 2020, the Reporting Person converted a Common Stock Warrant dated March 15, 2019 (the "Warrant") for 2,000,000 shares of the Issuer's common stock at a per share exercise price of $0.0375, or an aggregate exercise price of $75,000. The Warrant had an initial exercise price of $0.075. All shares of common stock issued pursuant to the exercise are "restricted securities" as defined by the Securities Act of 1933, as amended.

Pursuant to the terms of the January Note, as of the conversion date the Reporting Person was issued a five-year Warrant to Purchase Common Stock for up to 400,195 shares of the Issuer's common stock with an exercise price of $0.396, or three times the conversion price of the January Note.

On July 21, 2020, the Reporting Person converted a previously disclosed $50,000 12% Convertible Promissory Note (including $2,439.53 of accrued, unpaid interest) initially issued on January 16, 2020 (the "January Note") at a conversion price of $0.132. Pursuant to the terms of the January Note, the conversion price was calculated at 80% of the Issuer's closing trading price on June 5, 2020, which was $0.165. All such shares are "restricted securities" as defined by the Securities Act of 1933, as amended (the "Securities Act").

On July 21, 2020, the Reporting Person converted a previously disclosed $25,000 12% Convertible Promissory Note (including $590.41 of accrued, unpaid interest) initially issued on April 13, 2020 (the "April Note") at a conversion price of $0.132. Pursuant to the terms of the April Note, the conversion price was calculated at 80% of the Issuer's closing trading price on June 5, 2020, which was $0.165. All such shares are "restricted securities" as defined by the Securities Act.

On July 21, 2020, the Reporting Person converted a previously disclosed $25,000 12% Convertible Promissory Note (including $590.41 of accrued, unpaid interest) initially issued on April 13, 2020 (the "April Note") at a conversion price of $0.132. Pursuant to the terms of the April Note, the conversion price was calculated at 80% of the Issuer's closing trading price on June 5, 2020, which was $0.165. All such shares are "restricted securities" as defined by the Securities Act.

On July 21, 2020, the Reporting Person converted a previously disclosed $50,000 12% Convertible Promissory Note (including $2,439.53 of accrued, unpaid interest) initially issued on January 16, 2020 (the "January Note") at a conversion price of $0.132. Pursuant to the terms of the January Note, the conversion price was calculated at 80% of the Issuer's closing trading price on June 5, 2020, which was $0.165. All such shares are "restricted securities" as defined by the Securities Act of 1933, as amended (the "Securities Act").

Pursuant to the terms of the April Note, as of the conversion date the Reporting Person was issued a five-year Warrant to Purchase Common Stock for up to 195,522 shares of the Issuer's common stock with an exercise price of $0.396, or three times the conversion price of the April Note.

On June 25, 2020, the Reporting Person converted a previously disclosed $50,000 12% Convertible Promissory Note (including $2,439.52 of accrued, unpaid interest) initially issued on April 13, 2020 (the "April Note") at a conversion price of $0.132. Pursuant to the terms of the April Note, the conversion price was calculated at 80% of the Issuer's closing trading price on June 5, 2020, which was $0.165. All such shares are "restricted securities" as defined by the Securities Act.

All of these shares are held in the name of First New Haven Mortgage Company, which is controlled by the Reporting Person.

Pursuant to the terms of the April Note, as of the conversion date the Reporting Person was issued a five-year Warrant to Purchase Common Stock for up to 397,269 shares of the Issuer's common stock with an exercise price of $0.396, or three times the conversion price of the April Note.

All of these shares are held in the name of First New Haven Mortgage Company, which is controlled by the Reporting Person.

On June 25, 2020, the Reporting Person converted a previously disclosed $150,000 12% Convertible Promissory Note (including $3,542.47 of accrued, unpaid interest) initially issued on January 16, 2020 (the "January Note") at a conversion price of $0.132. Pursuant to the terms of the January Note, the conversion price was calculated at 80% of the Issuer's closing trading price on June 5, 2020, which was $0.165. All such shares are "restricted securities" as defined by the Securities Act of 1933, as amended (the "Securities Act").

All of these shares are held in the name of RVRM Holdings LLC, which is controlled by the Reporting Person.

Pursuant to the terms of the January Note, as of the conversion date the Reporting Person was issued a five-year Warrant to Purchase Common Stock for up to 1,163,201 shares of the Issuer's common stock with an exercise price of $0.396, or three times the conversion price of the January Note.

All of these shares are held in the name of RVRM Holdings LLC, which is controlled by the Reporting Person.

On June 25, 2020, the Reporting Person converted a previously disclosed $50,000 12% Convertible Promissory Note (including $2,439.52 of accrued, unpaid interest) initially issued on April 13, 2020 (the "April Note") at a conversion price of $0.132. Pursuant to the terms of the April Note, the conversion price was calculated at 80% of the Issuer's closing trading price on June 5, 2020, which was $0.165. All such shares are "restricted securities" as defined by the Securities Act.

All of these shares are held in the name of First New Haven Mortgage Company, which is controlled by the Reporting Person.

On June 25, 2020, the Reporting Person converted a previously disclosed $150,000 12% Convertible Promissory Note (including $3,542.47 of accrued, unpaid interest) initially issued on January 16, 2020 (the "January Note") at a conversion price of $0.132. Pursuant to the terms of the January Note, the conversion price was calculated at 80% of the Issuer's closing trading price on June 5, 2020, which was $0.165. All such shares are "restricted securities" as defined by the Securities Act of 1933, as amended (the "Securities Act").

All of these shares are held in the name of RVRM Holdings LLC, which is controlled by the Reporting Person.

After June 5, 2020, the Reporting Person may convert all or a portion of this Demand Note (including interest) into shares of the Issuer's common stock at a conversion rate equal to 80% of the closing price of the Issuer's common stock at such time. The Issuer may force a conversion upon the maturity at a conversion rate equal to 80% of the closing price of the Issuer's common stock on June 5, 2020. If the Reporting Person elects to convert or if the Issuer forces a conversion at maturity, the Reporting Person will be issued a warrant to purchase the same number of shares of the Issuer's common stock for which the Reporting Person converted at an exercise price equal to three times the conversion price. In the event the warrants are issued, the Issuer shall have the right to require the Reporting Person to exercise if the Issuer's trading price exceeds 150% of the exercise price for twenty consecutive days.

This Demand Note was originally issued on January 16, 2020 without a conversion feature but was amended on April 13, 2020 to include the conversion feature described in Footnote 3 above. This Demand Note accrues interest at 10% per annum and has a maturity date of July 16, 2020.

After June 5, 2020, the Reporting Person may convert all or a portion of this Convertible Promissory Note (including interest) into shares of the Issuer's common stock at a conversion rate equal to 80% of the closing price of the Issuer's common stock at such time. The Issuer may force a conversion upon the maturity at a conversion rate equal to 80% of the closing price of the Issuer's common stock on June 5, 2020. If the Reporting Person elects to convert or if the Issuer forces a conversion at maturity, the Reporting Person will be issued a warrant to purchase the same number of shares of the Issuer's common stock for which the Reporting Person converted at an exercise price equal to three times the conversion price. In the event the warrants are issued, the Issuer shall have the right to require the Reporting Person to exercise if the Issuer's trading price exceeds 150% of the exercise price for twenty consecutive days.

This Demand Note was originally issued on January 16, 2020 without a conversion feature but was amended on April 13, 2020 to include the conversion feature described in Footnote 3 above. This Demand Note accrues interest at 10% per annum and has a maturity date of July 16, 2020.

After June 5, 2020, the Reporting Person may convert all or a portion of this Demand Note (including interest) into shares of the Issuer's common stock at a conversion rate equal to 80% of the closing price of the Issuer's common stock at such time. The Issuer may force a conversion upon the maturity at a conversion rate equal to 80% of the closing price of the Issuer's common stock on June 5, 2020. If the Reporting Person elects to convert or if the Issuer forces a conversion at maturity, the Reporting Person will be issued a warrant to purchase the same number of shares of the Issuer's common stock for which the Reporting Person converted at an exercise price equal to three times the conversion price. In the event the warrants are issued, the Issuer shall have the right to require the Reporting Person to exercise if the Issuer's trading price exceeds 150% of the exercise price for twenty consecutive days.

The Demand Note is held in the name of First New Haven Mortgage Company, which is controlled by the Reporting Person.

After June 5, 2020, the Reporting Person may convert all or a portion of this Convertible Promissory Note (including interest) into shares of the Issuer's common stock at a conversion rate equal to 80% of the closing price of the Issuer's common stock at such time. The Issuer may force a conversion upon the maturity at a conversion rate equal to 80% of the closing price of the Issuer's common stock on June 5, 2020. If the Reporting Person elects to convert or if the Issuer forces a conversion at maturity, the Reporting Person will be issued a warrant to purchase the same number of shares of the Issuer's common stock for which the Reporting Person converted at an exercise price equal to three times the conversion price. In the event the warrants are issued, the Issuer shall have the right to require the Reporting Person to exercise if the Issuer's trading price exceeds 150% of the exercise price for twenty consecutive days.

This Convertible Promissory Note accrues interest at 12% per annum and has a maturity date of October 13, 2020.

The Convertible Promissory Note is held in the name of RVRM Holdings LLC, which is controlled by the Reporting Person.

After June 5, 2020, the Reporting Person may convert all or a portion of this Convertible Promissory Note (including interest) into shares of the Issuer's common stock at a conversion rate equal to 80% of the closing price of the Issuer's common stock at such time. The Issuer may force a conversion upon the maturity at a conversion rate equal to 80% of the closing price of the Issuer's common stock on June 5, 2020. If the Reporting Person elects to convert or if the Issuer forces a conversion at maturity, the Reporting Person will be issued a warrant to purchase the same number of shares of the Issuer's common stock for which the Reporting Person converted at an exercise price equal to three times the conversion price. In the event the warrants are issued, the Issuer shall have the right to require the Reporting Person to exercise if the Issuer's trading price exceeds 150% of the exercise price for twenty consecutive days.

This Convertible Promissory Note accrues interest at 12% per annum and has a maturity date of October 13, 2020.