FCCN · SPECTRAL CAPITAL Corp

The reported shares were issued by the Issuer as Earn-Out Shares under the Definitive Stock Purchase Agreement dated December 29, 2025, by and between the Issuer and Telvantis, Inc. (formerly Raadr, Inc.), as additional consideration for the Issuer's acquisition of Telvantis Voice Services, Inc., which closed effective December 31, 2025. The shares were issued pursuant to a Direction of Issuance delivered by Telvantis, Inc. as Seller, designating OTUS LLC as a recipient. No cash consideration was paid by the reporting person or by OTUS LLC for the shares. The shares are subject to the transfer restrictions, lock-up, trickle-out, beneficial-ownership limitation, and standstill set forth in a Lock-Up and Trickle-Out Agreement dated May 22, 2026, between the Issuer and OTUS LLC.

The reported shares are held of record by OTUS LLC, a Florida limited liability company of which the reporting person is the sole owner and control person. The reporting person disclaims beneficial ownership of the shares held by OTUS LLC except to the extent of his pecuniary interest therein.

As reported on Form 8-K filed by the Company with the SEC on June 7, 2024, the Reporting Person entered into an agreement with the Company on June 7, 2024 to sell 100% of the securities of Node Nexus Network Co LLC, an LLC limited liability company formed under the laws of the Emirate of Dubai, in exchange for 40,000,000 shares of Common Stock. This transaction was rescinded on November 13, 2024 and the 1,000,000 shares issued to were subsequently exchanged for 100% of the issued and outstanding shares of Vogon Cloud Inc. Vogon Cloud, Inc., is currently a wholly owned subsidiary of Spectral and the owner of the intellectual property formerly owned by NNN. NNN assigned the intellectual property ("IP") to Vogon Cloud, Inc., concurrently with the recission. There is no longer any relationship between Spectral and NNN.

As reported on Form 8-K filed by the Company with the SEC on June 7, 2024, the Reporting Person entered into an agreement with the Company on June 7, 2024 to sell 100% of the securities of Node Nexus Network Co LLC, an LLC limited liability company formed under the laws of the Emirate of Dubai, in exchange for 40,000,000 shares of Common Stock. This transaction was rescinded on November 13, 2024 and the 1,000,000 shares issued to were subsequently exchanged for 100% of the issued and outstanding shares of Vogon Cloud Inc. Vogon Cloud, Inc., is currently a wholly owned subsidiary of Spectral and the owner of the intellectual property formerly owned by NNN. NNN assigned the intellectual property ("IP") to Vogon Cloud, Inc., concurrently with the recission. There is no longer any relationship between Spectral and NNN.

This amendment is being filed to correct the price per share of the Common Stock in Table I. Box 4 from $.020 to $0.20 and to correct the exercise price of the Stock Options (Right to Buy) in Table II. Box 2 from $.043 to $0.43.

On July 15, 2024, the Reporting Person gifted 5,050,000 shares to VanTech Securities.

This transaction was executed in 9 trades at prices ranging from $4.67 to $4.79. The price reported above reflects the weighted average purchase price.

The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

This transaction was executed in 5 trades at prices ranging from $3.00 to $3.28. The price reported above reflects the weighted average purchase price.

The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

This transaction was executed in 17 trades at prices ranging from $1.70 to $2.15. The price reported above reflects the weighted average purchase price.

The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

This transaction was executed in 3 trades at prices ranging from $1.16 to $1.30. The price reported above reflects the weighted average purchase price.

The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

This transaction was executed in 10 trades at prices ranging from from $0.90 to $1.08. The price reported above reflects the weighted average purchase price.

The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

This amendment is being filed to correct the price per share of the Common Stock in Table I. Box 4 from $.020 to $0.20 and to correct the exercise price of the Stock Options (Right to Buy) in Table II. Box 2 from $.043 to $0.43.

On June 12, 2024 ("Grant Date"), the Company granted the Reporting Person the ability to acquire one hundred twenty-five thousand (125,000) options (the "Options") each month or an aggregate of three million (3,000,000) Options over 24 months. The Options vest monthly on their respective grant date and may be exercised in whole or in part into shares of the Common Stock at the price of $.43 per share for a period of ten (10) years from each Grant Date. The terms of the Options are set forth in the Option Agreement dated June 12, 2024, which is attached as an Exhibit to the Company's Form 8-K filed with the SEC on June 17, 2024. The amount reflected includes Options that may be acquired in 60 days from the date hereof.

On June 12, 2024 ("Grant Date"), the Company granted the Reporting Person the ability to acquire one hundred twenty-five thousand (125,000) options (the "Options") each month or an aggregate of three million (3,000,000) Options over 24 months. The Options vest monthly on their respective grant date and may be exercised in whole or in part into shares of the Common Stock at the price of $.43 per share for a period of ten (10) years from each Grant Date. The terms of the Options are set forth in the Option Agreement dated June 12, 2024, which is attached as an Exhibit to the Company's Form 8-K filed with the Securities and Exchange Commission on June 17, 2024. The amount reflected includes Options that may be acquired in 60 days from the date hereof.

As reported on Form 8-K filed by the Company with the SEC on June 7, 2024, the Reporting Person entered into an agreement with the Company on June 7, 2024 to sell 100% of the securities of Node Nexus Network Co LLC, a limited liability company formed under the laws of the Emirate of Dubai, in exchange for 40,000,000 shares of the Company's Common Stock. As amended, such agreement will terminate if the closing of the transactions contemplated by the agreement has not been completed by August 31, 2024.

This transaction was executed in 2 trades at prices ranging from $0.28 to $.037. The price reported above reflects the weighted average purchase price.

The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.