FABC · Fabric.AI, Inc.

The stock options vest as follows: (i) 25% vested upon the date of grant; (ii) 25% will vest on June 30, 2026, (iii) 25% will vest on September 30, 2026, and (iv) 25% will vest on December 31, 2026, provided that the Reporting Person remains employed by or providing services to the Issuer on the applicable vesting date.

The stock options vest as follows: (i) 25% vested upon the date of grant; (ii) 25% will vest on June 30, 2026, (iii) 25% will vest on September 30, 2026, and (iv) 25% will vest on December 31, 2026, provided that the Reporting Person remains employed by or providing services to the Issuer on the applicable vesting date.

The stock options vest as follows: (i) 25% vested upon the date of grant; (ii) 25% will vest on June 30, 2026, (iii) 25% will vest on September 30, 2026, and (iv) 25% will vest on December 31, 2026, provided that the Reporting Person remains employed by or providing services to the Issuer on the applicable vesting date

The stock options vest as follows: (i) 25% vested upon the date of grant; (ii) 25% will vest on June 30, 2026, (iii) 25% will vest on September 30, 2026, and (iv) 25% will vest on December 31, 2026, provided that the Reporting Person remains employed by or providing services to the Issuer on the applicable vesting date.

The stock options vest as follows: (i) 25% vested upon the date of grant; (ii) 25% will vest on June 30, 2026, (iii) 25% will vest on September 30, 2026, and (iv) 25% will vest on December 31, 2026, provided that the Reporting Person remains employed by or providing services to the Issuer on the applicable vesting date.

The stock options vest as follows: (i) 75% vested upon the date of grant; and (ii) 25% will vest on December 31, 2025, provided that the Reporting Person remains employed by or providing services to the Issuer on the applicable vesting date.

The stock options vest as follows: (i) 75% vested upon the date of grant; and (ii) 25% will vest on December 31, 2025, provided that the Reporting Person remains employed by or providing services to the Issuer on the applicable vesting date.

The stock options vest as follows: (i) 75% vested upon the date of grant; and (ii) 25% will vest on December 31, 2025, provided that the Reporting Person remains employed by or providing services to the Issuer on the applicable vesting date.

The stock options vest as follows: (i) 75% vested upon the date of grant; and (ii) 25% will vest on December 31, 2025, provided that the Reporting Person remains employed by or providing services to the Issuer on the applicable vesting date.

The stock options vest as follows: (i) 75% vested upon the date of grant; and (ii) 25% will vest on December 31, 2025, provided that the Reporting Person remains employed by or providing services to the Issuer on the applicable vesting date.

The stock options vested fully on the date of grant.

Represents a forfeiture of restricted shares of common stock (the "Forfeited Shares"), par value $0.0001 per share ("Common Stock"), of the Issuer granted to the Reporting Person under the AYRO, Inc. Long-Term Incentive Plan (as amended, the "Plan") in connection with the Reporting Person's service on the Issuer's Board of Directors that vested, but were not issued to the Reporting Person, on November 1, 2023. The Reporting Person received the Director Equity Awards (as defined herein), among other reasons as described herein, in lieu of such Forfeited Shares.

The securities reported herein have been adjusted for the Company's one-for-eight reverse stock split effected on September 15, 2023.

Represents a grant of cash-settled restricted stock units ("RSUs" and, together with the Stock Award, the "Director Equity Awards") granted by the Issuer to the Reporting Person. On the date of grant, the RSUs immediately converted into a cash payment equal to the fair market value of the number of shares of Common Stock equal to the same number of RSUs that were granted to the Reporting Person for the purpose of satisfying the Reporting Person's tax obligation with respect to the Director Equity Awards. No securities of the Issuer were issued, acquired or disposed of in connection with the grant of the RSUs.

The securities reported as acquired herein were granted to the Reporting Person by the Issuer in lieu of any other awards previously approved by the Issuer since the beginning of the fourth quarter of the Company's 2023 fiscal year, but were never issued by the Issuer, as an annual award grant to the Reporting Person in connection with the Reporting Person's service on the Issuer's Board of Directors for 2024 and a partial annual award grant for the Reporting Person's service on the Issuer's Board of Directors for the last quarter of 2023.

Represents a forfeiture of restricted shares of common stock (the "Forfeited Shares"), par value $0.0001 per share ("Common Stock"), of the Issuer granted to the Reporting Person under the AYRO, Inc. Long-Term Incentive Plan (as amended, the "Plan") in connection with the Reporting Person's service on the Issuer's Board of Directors that vested, but were not issued to the Reporting Person, on November 1, 2023. The Reporting Person received the Director Equity Awards (as defined herein), among other reasons as described herein, in lieu of such Forfeited Shares.

The securities reported herein have been adjusted for the Company's one-for-eight reverse stock split effected on September 15, 2023.

Represents a grant of restricted shares of Common Stock issued under the Plan which fully vested on the date of grant (the "Stock Award").

The securities reported herein have been adjusted for the Company's one-for-eight reverse stock split effected on September 15, 2023.

The securities reported as acquired herein were granted to the Reporting Person by the Issuer in lieu of any other awards previously approved by the Issuer since the beginning of the fourth quarter of the Company's 2023 fiscal year, but were never issued by the Issuer, as an annual award grant to the Reporting Person in connection with the Reporting Person's service on the Issuer's Board of Directors for 2024 and a partial annual award grant for the Reporting Person's service on the Issuer's Board of Directors for the last quarter of 2023.

Represents a grant of restricted shares of Common Stock issued under the Plan which fully vested on the date of grant (the "Stock Award").

The securities reported herein have been adjusted for the Company's one-for-eight reverse stock split effected on September 15, 2023.

The securities reported as acquired herein were granted to the Reporting Person by the Issuer in lieu of any other awards previously approved by the Issuer since the beginning of the fourth quarter of the Company's 2023 fiscal year, but were never issued by the Issuer, as an annual award grant to the Reporting Person in connection with the Reporting Person's service on the Issuer's Board of Directors for 2024 and a partial annual award grant for the Reporting Person's service on the Issuer's Board of Directors for the last quarter of 2023.

Represents a grant of restricted shares of Common Stock issued under the Plan which fully vested on the date of grant (the "Stock Award").

The securities reported herein have been adjusted for the Company's one-for-eight reverse stock split effected on September 15, 2023.

The securities reported as acquired herein were granted to the Reporting Person by the Issuer in lieu of any other awards previously approved by the Issuer since the beginning of the fourth quarter of the Company's 2023 fiscal year, but were never issued by the Issuer, as an annual award grant to the Reporting Person in connection with the Reporting Person's service on the Issuer's Board of Directors for 2024 and a partial annual award grant for the Reporting Person's service on the Issuer's Board of Directors for the last quarter of 2023.

Represents a grant of cash-settled restricted stock units ("RSUs" and, together with the Stock Award, the "Director Equity Awards") granted by the Issuer to the Reporting Person. On the date of grant, the RSUs immediately converted into a cash payment equal to the fair market value of the number of shares of Common Stock equal to the same number of RSUs that were granted to the Reporting Person for the purpose of satisfying the Reporting Person's tax obligation with respect to the Director Equity Awards. No securities of the Issuer were issued, acquired or disposed of in connection with the grant of the RSUs.

The securities reported as acquired herein were granted to the Reporting Person by the Issuer in lieu of any other awards previously approved by the Issuer since the beginning of the fourth quarter of the Company's 2023 fiscal year, but were never issued by the Issuer, as an annual award grant to the Reporting Person in connection with the Reporting Person's service on the Issuer's Board of Directors for 2024 and a partial annual award grant for the Reporting Person's service on the Issuer's Board of Directors for the last quarter of 2023.

Represents a forfeiture of restricted shares of common stock (the "Forfeited Shares"), par value $0.0001 per share ("Common Stock"), of the Issuer granted to the Reporting Person under the AYRO, Inc. Long-Term Incentive Plan (as amended, the "Plan") in connection with the Reporting Person's service on the Issuer's Board of Directors that vested, but were not issued to the Reporting Person, on November 1, 2023. The Reporting Person received the Director Equity Awards (as defined herein), among other reasons as described herein, in lieu of such Forfeited Shares.

The securities reported herein have been adjusted for the Company's one-for-eight reverse stock split effected on September 15, 2023.

Represents a grant of restricted shares of Common Stock issued under the Plan which fully vested on the date of grant (the "Stock Award").

The securities reported herein have been adjusted for the Company's one-for-eight reverse stock split effected on September 15, 2023.

The securities reported as acquired herein were granted to the Reporting Person by the Issuer in lieu of any other awards previously approved by the Issuer since the beginning of the fourth quarter of the Company's 2023 fiscal year, but were never issued by the Issuer, as an annual award grant to the Reporting Person in connection with the Reporting Person's service on the Issuer's Board of Directors for 2024 and a partial annual award grant for the Reporting Person's service on the Issuer's Board of Directors for the last quarter of 2023.

Represents a forfeiture of restricted shares of common stock (the "Forfeited Shares"), par value $0.0001 per share ("Common Stock"), of the Issuer granted to the Reporting Person under the AYRO, Inc. Long-Term Incentive Plan (as amended, the "Plan") in connection with the Reporting Person's service on the Issuer's Board of Directors that vested, but were not issued to the Reporting Person, on November 1, 2023. The Reporting Person received the Director Equity Awards (as defined herein), among other reasons as described herein, in lieu of such Forfeited Shares.

The securities reported herein have been adjusted for the Company's one-for-eight reverse stock split effected on September 15, 2023.

Represents a grant of restricted shares of Common Stock issued under the Plan which fully vested on the date of grant (the "Stock Award").

The securities reported herein have been adjusted for the Company's one-for-eight reverse stock split effected on September 15, 2023.

The securities reported as acquired herein were granted to the Reporting Person by the Issuer in lieu of any other awards previously approved by the Issuer since the beginning of the fourth quarter of the Company's 2023 fiscal year, but were never issued by the Issuer, as an annual award grant to the Reporting Person in connection with the Reporting Person's service on the Issuer's Board of Directors for 2024 and a partial annual award grant for the Reporting Person's service on the Issuer's Board of Directors for the last quarter of 2023.

Represents a grant of cash-settled restricted stock units ("RSUs" and, together with the Stock Award, the "Director Equity Awards") granted by the Issuer to the Reporting Person. On the date of grant, the RSUs immediately converted into a cash payment equal to the fair market value of the number of shares of Common Stock equal to the same number of RSUs that were granted to the Reporting Person for the purpose of satisfying the Reporting Person's tax obligation with respect to the Director Equity Awards. No securities of the Issuer were issued, acquired or disposed of in connection with the grant of the RSUs.

The securities reported as acquired herein were granted to the Reporting Person by the Issuer in lieu of any other awards previously approved by the Issuer since the beginning of the fourth quarter of the Company's 2023 fiscal year, but were never issued by the Issuer, as an annual award grant to the Reporting Person in connection with the Reporting Person's service on the Issuer's Board of Directors for 2024 and a partial annual award grant for the Reporting Person's service on the Issuer's Board of Directors for the last quarter of 2023.

Represents a grant of cash-settled restricted stock units ("RSUs" and, together with the Stock Award, the "Director Equity Awards") granted by the Issuer to the Reporting Person. On the date of grant, the RSUs immediately converted into a cash payment equal to the fair market value of the number of shares of Common Stock equal to the same number of RSUs that were granted to the Reporting Person for the purpose of satisfying the Reporting Person's tax obligation with respect to the Director Equity Awards. No securities of the Issuer were issued, acquired or disposed of in connection with the grant of the RSUs.

The securities reported as acquired herein were granted to the Reporting Person by the Issuer in lieu of any other awards previously approved by the Issuer since the beginning of the fourth quarter of the Company's 2023 fiscal year, but were never issued by the Issuer, as an annual award grant to the Reporting Person in connection with the Reporting Person's service on the Issuer's Board of Directors for 2024 and a partial annual award grant for the Reporting Person's service on the Issuer's Board of Directors for the last quarter of 2023.

Represents a grant of cash-settled restricted stock units ("RSUs" and, together with the Stock Award, the "Director Equity Awards") granted by the Issuer to the Reporting Person. On the date of grant, the RSUs immediately converted into a cash payment equal to the fair market value of the number of shares of Common Stock equal to the same number of RSUs that were granted to the Reporting Person for the purpose of satisfying the Reporting Person's tax obligation with respect to the Director Equity Awards. No securities of the Issuer were issued, acquired or disposed of in connection with the grant of the RSUs.

The securities reported as acquired herein were granted to the Reporting Person by the Issuer in lieu of any other awards previously approved by the Issuer since the beginning of the fourth quarter of the Company's 2023 fiscal year, but were never issued by the Issuer, as an annual award grant to the Reporting Person in connection with the Reporting Person's service on the Issuer's Board of Directors for 2024 and a partial annual award grant for the Reporting Person's service on the Issuer's Board of Directors for the last quarter of 2023.

Represents a forfeiture of restricted shares of common stock (the "Forfeited Shares"), par value $0.0001 per share ("Common Stock"), of the Issuer granted to the Reporting Person under the AYRO, Inc. Long-Term Incentive Plan (as amended, the "Plan") in connection with the Reporting Person's service on the Issuer's Board of Directors that vested, but were not issued to the Reporting Person, on November 1, 2023. The Reporting Person received the Director Equity Awards (as defined herein), among other reasons as described herein, in lieu of such Forfeited Shares.

The securities reported herein have been adjusted for the Company's one-for-eight reverse stock split effected on September 15, 2023.

Represents a grant of cash-settled restricted stock units ("RSUs" and, together with the Stock Award, the "Director Equity Awards") granted by the Issuer to the Reporting Person. On the date of grant, the RSUs immediately converted into a cash payment equal to the fair market value of the number of shares of Common Stock equal to the same number of RSUs that were granted to the Reporting Person for the purpose of satisfying the Reporting Person's tax obligation with respect to the Director Equity Awards. No securities of the Issuer were issued, acquired or disposed of in connection with the grant of the RSUs.

The securities reported as acquired herein were granted to the Reporting Person by the Issuer in lieu of any other awards previously approved by the Issuer since the beginning of the fourth quarter of the Company's 2023 fiscal year, but were never issued by the Issuer, as an annual award grant to the Reporting Person in connection with the Reporting Person's service on the Issuer's Board of Directors for 2024 and a partial annual award grant for the Reporting Person's service on the Issuer's Board of Directors for the last quarter of 2023.

Represents a forfeiture of restricted shares of common stock (the "Forfeited Shares"), par value $0.0001 per share ("Common Stock"), of the Issuer granted to the Reporting Person under the AYRO, Inc. Long-Term Incentive Plan (as amended, the "Plan") in connection with the Reporting Person's service on the Issuer's Board of Directors that vested, but were not issued to the Reporting Person, on November 1, 2023. The Reporting Person received the Director Equity Awards (as defined herein), among other reasons as described herein, in lieu of such Forfeited Shares.

The securities reported herein have been adjusted for the Company's one-for-eight reverse stock split effected on September 15, 2023.

Represents a grant of restricted shares of Common Stock issued under the Plan which fully vested on the date of grant (the "Stock Award").

The securities reported herein have been adjusted for the Company's one-for-eight reverse stock split effected on September 15, 2023.

The securities reported as acquired herein were granted to the Reporting Person by the Issuer in lieu of any other awards previously approved by the Issuer since the beginning of the fourth quarter of the Company's 2023 fiscal year, but were never issued by the Issuer, as an annual award grant to the Reporting Person in connection with the Reporting Person's service on the Issuer's Board of Directors for 2024 and a partial annual award grant for the Reporting Person's service on the Issuer's Board of Directors for the last quarter of 2023.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.8002 to $0.8450, inclusive. The reporting person undertakes to provide to AYRO, Inc., any security holder of AYRO, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Represents a broker-assisted sale of shares subject to a 10b5(1) trading plan adopted by the reporting person on February 16, 2023 to pay taxes upon the vesting of an award.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.8000 to $0.8450, inclusive. The reporting person undertakes to provide to AYRO, Inc., any security holder of AYRO, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Represents a broker-assisted sale of shares subject to a 10b5(1) trading plan adopted by the reporting person on February 16, 2023 to pay taxes upon the vesting of an award.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.8100 to $0.8450, inclusive. The reporting person undertakes to provide to AYRO, Inc., any security holder of AYRO, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Represents a broker-assisted sale of shares subject to a 10b5(1) trading plan adopted by the reporting person on February 16, 2023 to pay taxes upon the vesting of an award.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.8100 to $0.8450, inclusive. The reporting person undertakes to provide to AYRO, Inc., any security holder of AYRO, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Represents a broker-assisted sale of shares subject to a 10b5(1) trading plan adopted by the reporting person on February 16, 2023 to pay taxes upon the vesting of an award.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.8100 to $0.8450, inclusive. The reporting person undertakes to provide to AYRO, Inc., any security holder of AYRO, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Represents a broker-assisted sale of shares subject to a 10b5(1) trading plan adopted by the reporting person on February 16, 2023 to pay taxes upon the vesting of an award.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.8100 to $0.8450, inclusive. The reporting person undertakes to provide to AYRO, Inc., any security holder of AYRO, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Represents a broker-assisted sale of shares subject to a 10b5(1) trading plan adopted by the reporting person on February 16, 2023 to pay taxes upon the vesting of an award.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.4700 to $0.5001, inclusive. The reporting person undertakes to provide to AYRO, Inc., any security holder of AYRO, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Represents a broker-assisted sale of shares subject to a 10b5(1) trading plan adopted by the reporting person on February 16, 2023 to pay taxes upon the vesting of an award.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.4700 to $0.5000, inclusive. The reporting person undertakes to provide to AYRO, Inc., any security holder of AYRO, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Represents a broker-assisted sale of shares subject to a 10b5(1) trading plan adopted by the reporting person on February 16, 2023 to pay taxes upon the vesting of an award.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.4700 to $0.5001, inclusive. The reporting person undertakes to provide to AYRO, Inc., any security holder of AYRO, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Represents a broker-assisted sale of shares subject to a 10b5(1) trading plan adopted by the reporting person on February 16, 2023 to pay taxes upon the vesting of an award.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.4700 to $0.5000, inclusive. The reporting person undertakes to provide to AYRO, Inc., any security holder of AYRO, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Represents a broker-assisted sale of shares subject to a 10b5(1) trading plan adopted by the reporting person on February 16, 2023 to pay taxes upon the vesting of an award.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.4700 to $0.5037, inclusive. The reporting person undertakes to provide to AYRO, Inc., any security holder of AYRO, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Represents a broker-assisted sale of shares subject to a 10b5(1) trading plan adopted by the reporting person on February 16, 2023 to pay taxes upon the vesting of an award.

Represents a broker-assisted sale of shares subject to a 10b5(1) trading plan adopted by the reporting person on February 16, 2023 to pay taxes upon the vesting of an award. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.4700 to $0.5001, inclusive. The reporting person undertakes to provide to AYRO, Inc., any security holder of AYRO, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.

Shares will vest in four equal installments on each quarterly anniversary of the Grant Date, provided that Mr. Joseph is employed by or providing services to the Company through the applicable vesting date and subject to the terms and conditions of the AYRO, Inc. Long-Term Incentive Plan.

Shares will vest in four equal installments on each quarterly anniversary of the Grant Date, provided that Mr. Walker is employed by or providing services to the Company through the applicable vesting date and subject to the terms and conditions of the AYRO, Inc. Long-Term Incentive Plan.

Shares will vest in four equal installments on each quarterly anniversary of the Grant Date, provided that Mr. Giordano is employed by or providing services to the Company through the applicable vesting date and subject to the terms and conditions of the AYRO, Inc. Long-Term Incentive Plan.

Shares will vest in four equal installments on each quarterly anniversary of the Grant Date, provided that Mr. Devlin is employed by or providing services to the Company through the applicable vesting date and subject to the terms and conditions of the AYRO, Inc. Long-Term Incentive Plan.

Shares will vest in four equal installments on each quarterly anniversary of the Grant Date, provided that Mr. Silverman is employed by or providing services to the Company through the applicable vesting date and subject to the terms and conditions of the AYRO, Inc. Long-Term Incentive Plan.

Shares will vest in four equal installments on each quarterly anniversary of the Grant Date, provided that Mr. Schiffman is employed by or providing services to the Company through the applicable vesting date and subject to the terms and conditions of the AYRO, Inc. Long-Term Incentive Plan.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.7000 to $0.7375, inclusive. The reporting person undertakes to provide to AYRO, Inc., any security holder of AYRO, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Represents a broker-assisted sale of shares subject to a 10b5(1) trading plan adopted by the reporting person on August 22, 2022 to pay taxes upon the vesting of an award.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.7000 to $0.7446, inclusive. The reporting person undertakes to provide to AYRO, Inc., any security holder of AYRO, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4. Represents a broker-assisted sale of shares subject to a 10b5(1) trading plan adopted by the reporting person on August 22, 2022 to pay taxes upon the vesting of an award.