CRVO · CervoMed Inc.

The Series C Warrants have an exercise price equal to $3.14 per share of Common Stock or $3.139 per pre-funded warrant, are exercisable immediately, and will expire one year from the issuance date of the Series C Warrant.

Under the terms of the Series B Warrants and the Series C Warrants, the Issuer may not effect the exercise of any portion thereof, and the JSB 2021 Trust will not have the right to exercise any portion thereof, which, upon giving effect to such exercise, would cause the JSB 2021 Trust (together with its affiliates) to own more than 19.99% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise. To the extent that exercise of the Series B Warrants or Series C Warrants will result in the JSB 2021 Trust (together with its affiliates) beneficially owning shares of Common Stock above such ownership limitations, the JSB 2021 Trust may exercise its Series B Warrants or Series C Warrants for pre-funded warrants to purchase shares of Common Stock, which pre-funded warrants will include a substantially similar maximum ownership limitation.

On June 11, 2026, the Issuer completed a private placement (the "Private Placement") pursuant to a securities purchase agreement, dated June 9, 2026 (the "Purchase Agreement"), with the Joshua S. Boger 2021 Trust DTD 12/09/2021, of which the Reporting Person serves as the sole trustee (the "JSB 2021 Trust"), and certain accredited investors named therein. Pursuant to the Purchase Agreement, the JSB 2021 Trust purchased an aggregate of 955,414 units (the "Units"), each Unit comprised of (i) one share of the Issuer's common stock, par value $0.001 per share (the "Common Stock"), (ii) one Series B warrant to purchase one share of Common Stock or a pre-funded warrant to purchase one share of Common Stock (each, a "Series B Warrant"), and (iii) one Series C warrant to purchase one share of Common Stock or a pre-funded warrant to purchase one share of Common Stock (each, a "Series C Warrant") for a purchase price of $3.14 per Unit.

The Series B Warrants and Series C Warrants are owned by the JSB 2021 Trust.

The Series B Warrants have an exercise price equal to $3.32 per share of Common Stock or $3.319 per pre-funded warrant, are exercisable immediately, and will expire five years from the issuance date of the Series B Warrant.

Under the terms of the Series B Warrants and the Series C Warrants, the Issuer may not effect the exercise of any portion thereof, and the JSB 2021 Trust will not have the right to exercise any portion thereof, which, upon giving effect to such exercise, would cause the JSB 2021 Trust (together with its affiliates) to own more than 19.99% of the number of shares of Common Stock outstanding immediately after giving effect to such exercise. To the extent that exercise of the Series B Warrants or Series C Warrants will result in the JSB 2021 Trust (together with its affiliates) beneficially owning shares of Common Stock above such ownership limitations, the JSB 2021 Trust may exercise its Series B Warrants or Series C Warrants for pre-funded warrants to purchase shares of Common Stock, which pre-funded warrants will include a substantially similar maximum ownership limitation.

On June 11, 2026, the Issuer completed a private placement (the "Private Placement") pursuant to a securities purchase agreement, dated June 9, 2026 (the "Purchase Agreement"), with the Joshua S. Boger 2021 Trust DTD 12/09/2021, of which the Reporting Person serves as the sole trustee (the "JSB 2021 Trust"), and certain accredited investors named therein. Pursuant to the Purchase Agreement, the JSB 2021 Trust purchased an aggregate of 955,414 units (the "Units"), each Unit comprised of (i) one share of the Issuer's common stock, par value $0.001 per share (the "Common Stock"), (ii) one Series B warrant to purchase one share of Common Stock or a pre-funded warrant to purchase one share of Common Stock (each, a "Series B Warrant"), and (iii) one Series C warrant to purchase one share of Common Stock or a pre-funded warrant to purchase one share of Common Stock (each, a "Series C Warrant") for a purchase price of $3.14 per Unit.

The Series B Warrants and Series C Warrants are owned by the JSB 2021 Trust.

On June 11, 2026, the Issuer completed a private placement (the "Private Placement") pursuant to a securities purchase agreement, dated June 9, 2026 (the "Purchase Agreement"), with the Joshua S. Boger 2021 Trust DTD 12/09/2021, of which the Reporting Person serves as the sole trustee (the "JSB 2021 Trust"), and certain accredited investors named therein. Pursuant to the Purchase Agreement, the JSB 2021 Trust purchased an aggregate of 955,414 units (the "Units"), each Unit comprised of (i) one share of the Issuer's common stock, par value $0.001 per share (the "Common Stock"), (ii) one Series B warrant to purchase one share of Common Stock or a pre-funded warrant to purchase one share of Common Stock (each, a "Series B Warrant"), and (iii) one Series C warrant to purchase one share of Common Stock or a pre-funded warrant to purchase one share of Common Stock (each, a "Series C Warrant") for a purchase price of $3.14 per Unit.

After giving effect to all transactions described herein, consists of (i) 1,600,117 shares of the Issuer's common stock held by the JSB 2021 Trust and (ii) 195,748 shares of the Issuer's common stock held by The Amy S. Boger 2021 Trust (the "ASB 2021 Trust"). The Reporting Person serves as the sole trustee of each of the JSB 2021 Trust and the ASB 2021 Trust. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

On June 8, 2026, in connection with the Reporting Person's election to the Issuer's board of directors at its 2026 Annual Meeting of Stockholders, the Reporting Person was granted an option to purchase 8,150 shares of the Issuer's common stock under the Issuer's 2025 Equity Incentive Plan in accordance with the terms of the Issuer's non-employee director compensation policy. The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2026, subject to the Reporting Person's continued service through the applicable vesting date.

On June 8, 2026, in connection with the Reporting Person's election to the Issuer's board of directors at its 2026 Annual Meeting of Stockholders, the Reporting Person was granted an option to purchase 8,150 shares of the Issuer's common stock under the Issuer's 2025 Equity Incentive Plan in accordance with the terms of the Issuer's non-employee director compensation policy. The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2026, subject to the Reporting Person's continued service through the applicable vesting date.

On June 8, 2026, in connection with the Reporting Person's election to the Issuer's board of directors at its 2026 Annual Meeting of Stockholders, the Reporting Person was granted an option to purchase 8,150 shares of the Issuer's common stock under the Issuer's 2025 Equity Incentive Plan in accordance with the terms of the Issuer's non-employee director compensation policy. The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2026, subject to the Reporting Person's continued service through the applicable vesting date.

On June 8, 2026, in connection with the Reporting Person's election to the Issuer's board of directors at its 2026 Annual Meeting of Stockholders, the Reporting Person was granted an option to purchase 8,150 shares of the Issuer's common stock under the Issuer's 2025 Equity Incentive Plan in accordance with the terms of the Issuer's non-employee director compensation policy. The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2026, subject to the Reporting Person's continued service through the applicable vesting date.

On June 8, 2026, in connection with the Reporting Person's election to the Issuer's board of directors at its 2026 Annual Meeting of Stockholders, the Reporting Person was granted an option to purchase 8,150 shares of the Issuer's common stock under the Issuer's 2025 Equity Incentive Plan in accordance with the terms of the Issuer's non-employee director compensation policy. The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2026, subject to the Reporting Person's continued service through the applicable vesting date.

Consists of an option to purchase shares of common stock granted to Sylvie Gregoire, PharmD., the Reporting Person's spouse and a non-employee director of the Issuer. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2026, subject to the Dr. Gregoire's continued service through the applicable vesting date.

On June 8, 2026, in connection with the Reporting Person's election to the Issuer's board of directors at its 2026 Annual Meeting of Stockholders, the Reporting Person was granted an option to purchase 8,150 shares of the Issuer's common stock under the Issuer's 2025 Equity Incentive Plan in accordance with the terms of the Issuer's non-employee director compensation policy. The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2026, subject to the Reporting Person's continued service through the applicable vesting date.

On June 8, 2026, in connection with the Reporting Person's election to the Issuer's board of directors at its 2026 Annual Meeting of Stockholders, the Reporting Person was granted an option to purchase 8,150 shares of the Issuer's common stock under the Issuer's 2025 Equity Incentive Plan in accordance with the terms of the Issuer's non-employee director compensation policy. The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2026, subject to the Reporting Person's continued service through the applicable vesting date.

The shares of common stock underlying the award will vest in 36 equal (or as near equal as possible) monthly installments on the last calendar day of each month over a 36-month period commencing February 28, 2026.

Consists of an option to purchase shares of common stock granted to John Alam, M.D., the Reporting Person's spouse and the President & Chief Executive Officer of the Issuer and a member of its Board of Directors. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The shares of common stock underlying the award will vest in 36 equal (or as near equal as possible) monthly installments on the last calendar day of each month over a 36-month period commencing February 28, 2026.

The shares of common stock underlying the award will vest in 36 equal (or as near equal as possible) monthly installments on the last calendar day of each month over a 36-month period commencing February 28, 2026.

The shares of common stock underlying the award will vest in 36 equal (or as near equal as possible) monthly installments on the last calendar day of each month over a 36-month period commencing February 28, 2026.

The shares of common stock underlying the award will vest in 36 equal (or as near equal as possible) monthly installments on the last calendar day of each month over a 36-month period commencing February 28, 2026.

The shares of common stock underlying the award will vest in 36 equal (or as near equal as possible) monthly installments on the last calendar day of each month over a 36-month period commencing February 28, 2026.

Shares purchased in open-market transactions.

The price reported is a weighted average price. The shares were purchased in open-market transactions at prices ranging from $8.26 to $8.38, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full detail regarding the number of shares purchased at each separate price within such range.

Shares purchased in open-market transactions.

Shares purchased in open-market transactions.

Shares purchased in open-market transactions.

Shares purchased in open-market transactions.

Shares held by the John J. Alam Roth IRA.

The price reported is a weighted average price. The shares were purchased in open-market transactions at prices ranging from $8.39 to $8.46, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full detail regarding the number of shares purchased at each separate price within such range.

Shares purchased in open-market transactions.

The price reported is a weighted average price. The shares were purchased in open-market transactions at prices ranging from $8.39 to $8.46, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full detail regarding the number of shares purchased at each separate price within such range.

Includes (i) 1,471,578 shares held jointly by the Reporting Person and his spouse, Dr. Sylvie Gregoire, PharmD., a member of the Issuer's Board of Directors and (ii) 12,500 shares held by the John J. Alam Roth IRA.

Shares purchased in open-market transactions.

The price reported is a weighted average price. The shares were purchased in open-market transactions at prices ranging from $8.38 to $8.50, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full detail regarding the number of shares purchased at each separate price within such range.

Includes (i) 1,471,578 hares held jointly by the Reporting Person and her spouse, Dr. John Alam, M.D., the Issuer's President & Chief Executive Officer and a member of the Issuer's Board of Directors and (ii) 12,500 shares held by the Sylvie Gregoire Roth IRA.

Shares purchased in open-market transactions.

Shares held by the Sylvie Gregoire Roth IRA.

The price reported is a weighted average price. The shares were purchased in open-market transactions at prices ranging from $8.38 to $8.50, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full detail regarding the number of shares purchased at each separate price within such range.

Shares purchased in open-market transactions.

Includes 1,693 shares held by the John J. Alam Roth IRA. The price reported is a weighted average price. The shares were purchased in open-market transactions at prices ranging from $7.41 to $7.57, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full detail regarding the number of shares purchased at each separate price within such range.

Includes 1,471,578 shares held jointly by the Reporting Person and his spouse, Dr. Sylvie Gregoire, PharmD., a member of the Issuer's Board of Directors.

Shares purchased in open-market transactions.

Includes 1,707 shares held by the Sylvie Gregoire Roth IRA. The price reported is a weighted average price. The shares were purchased in open-market transactions at prices ranging from $7.44 to $7.58, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full detail regarding the number of shares purchased at each separate price within such range.

Shares held jointly by the Reporting Person and his spouse, Dr. John Alam, M.D., the Issuer's President & Chief Executive Officer and a member of the Issuer's Board of Directors.

Shares purchased in open-market transactions.

The price reported is a weighted average price. The shares were purchased in open-market transactions at prices ranging from $7.53 to $7.60, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full detail regarding the number of shares purchased at each separate price within such range.

Shares purchased in open-market transactions.

Includes 1,693 shares held by the John J. Alam Roth IRA. The price reported is a weighted average price. The shares were purchased in open-market transactions at prices ranging from $7.41 to $7.57, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full detail regarding the number of shares purchased at each separate price within such range.

Shares purchased in open-market transactions.

Includes 1,707 shares held by the Sylvie Gregoire Roth IRA. The price reported is a weighted average price. The shares were purchased in open-market transactions at prices ranging from $7.44 to $7.58, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full detail regarding the number of shares purchased at each separate price within such range.

Shares purchased in open-market transactions.

Shares held jointly by the Reporting Person and his spouse, Dr. John Alam, M.D., the Issuer's President & Chief Executive Officer and a member of the Issuer's Board of Directors.

Shares purchased in open-market transactions.

Includes 1,471,578 shares held jointly by the Reporting Person and his spouse, Dr. Sylvie Gregoire, PharmD., a member of the Issuer's Board of Directors.

Shares purchased in open-market transactions.

Shares held jointly by the Reporting Person and his spouse, Dr. Sylvie Gregoire, PharmD., a member of the Issuer's Board of Directors.

Shares purchased in open-market transactions.

Shares purchased in open-market transactions.

Shares held jointly by the Reporting Person and her spouse, Dr. John Alam, M.D., the Issuer's President & Chief Executive Officer and a member of the Issuer's Board of Directors.

Shares granted pursuant to the Issuer's 2025 Equity Incentive Plan in connection with the Reporting Person's appointment to the Issuer's board of directors. Award vests in equal monthly installments over thirty-six (36) months on the last day of each month commencing October 31, 2025.

Shares granted as an inducement award material to Dr. Winton's entering into employment with the Company in accordance with Nasdaq Listing Rule 5635(c)(4). Award vests in equal monthly installments over thirty-six (36) months on the last day of each month commencing October 31, 2025.

On June 23, 2025, in connection with the Reporting Person's election to the Issuer's board of directors at its 2025 Annual Meeting of Stockholders, the Reporting Person was granted an option to purchase 8,100 shares of the Issuer's common stock under the Issuer's 2025 Equity Incentive Plan in accordance with the terms of the Issuer's non-employee director compensation policy. The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2025, subject to the Reporting Person's continued service through the applicable vesting date.

On June 23, 2025, in connection with the Reporting Person's election to the Issuer's board of directors at its 2025 Annual Meeting of Stockholders, the Reporting Person was granted an option to purchase 8,100 shares of the Issuer's common stock under the Issuer's 2025 Equity Incentive Plan in accordance with the terms of the Issuer's non-employee director compensation policy. The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2025, subject to the Reporting Person's continued service through the applicable vesting date.

On June 23, 2025, in connection with the Reporting Person's election to the Issuer's board of directors at its 2025 Annual Meeting of Stockholders, the Reporting Person was granted an option to purchase 8,100 shares of the Issuer's common stock under the Issuer's 2025 Equity Incentive Plan in accordance with the terms of the Issuer's non-employee director compensation policy. The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2025, subject to the Reporting Person's continued service through the applicable vesting date.

On June 23, 2025, in connection with the Reporting Person's election to the Issuer's board of directors at its 2025 Annual Meeting of Stockholders, the Reporting Person was granted an option to purchase 8,100 shares of the Issuer's common stock under the Issuer's 2025 Equity Incentive Plan in accordance with the terms of the Issuer's non-employee director compensation policy. The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2025, subject to the Reporting Person's continued service through the applicable vesting date.

Consists of an option to purchase shares of common stock granted to Sylvie Gregoire, PharmD., the Reporting Person's spouse and a non-employee director of the Issuer. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2025, subject to the Dr. Gregoire's continued service through the applicable vesting date.

On June 23, 2025, in connection with the Reporting Person's election to the Issuer's board of directors at its 2025 Annual Meeting of Stockholders, the Reporting Person was granted an option to purchase 8,100 shares of the Issuer's common stock under the Issuer's 2025 Equity Incentive Plan in accordance with the terms of the Issuer's non-employee director compensation policy. The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2025, subject to the Reporting Person's continued service through the applicable vesting date.

On June 23, 2025, in connection with the Reporting Person's election to the Issuer's board of directors at its 2025 Annual Meeting of Stockholders, the Reporting Person was granted an option to purchase 8,100 shares of the Issuer's common stock under the Issuer's 2025 Equity Incentive Plan in accordance with the terms of the Issuer's non-employee director compensation policy. The shares of common stock underlying the award will vest on a monthly basis over a one-year period in substantially equal 1/12th increments on the last day of each month beginning on June 30, 2025, subject to the Reporting Person's continued service through the applicable vesting date.

Shares purchased in open-market transactions.

Represents weighted average price of (i) 3,800 shares purchased at $8.4499 per share and (ii) 433 shares purchased at $8.5373 per share.

The shares of common stock underlying the award will vest in 36 equal (or as near equal as possible) monthly installments on the last calendar day of each month over a 36-month period commencing February 28, 2025.

The shares of common stock underlying the award will vest in 36 equal (or as near equal as possible) monthly installments on the last calendar day of each month over a 36-month period commencing February 28, 2025.

The shares of common stock underlying the award will vest in 36 equal (or as near equal as possible) monthly installments on the last calendar day of each month over a 36-month period commencing February 28, 2025.

Consists of an option to purchase shares of common stock granted to John Alam, M.D., the Reporting Person's spouse and the Chief Executive Officer of the Issuer. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

The shares of common stock underlying the award will vest in 36 equal (or as near equal as possible) monthly installments on the last calendar day of each month over a 36-month period commencing February 28, 2025.

The shares of common stock underlying the award will vest in 36 equal (or as near equal as possible) monthly installments on the last calendar day of each month over a 36-month period commencing February 28, 2025.