NTRP · NextTrip, Inc. · Insider Trading

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.17 to $2.20, 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 information regarding the number of shares sold at each separate price within the range set forth in this footnote.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.02 to $2.03, 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 information regarding the number of shares sold at each separate price within the range set forth in this footnote.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.90 to $1.94, 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 information regarding the number of shares sold at each separate price within the range set forth in this footnote.

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.93 to $2.01, 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 information regarding the number of shares sold at each separate price within the range set forth in this footnote.

The Issuer and KC Global Media Asia, LLC ("KCGM") entered into a Securities Purchase Agreement on September 17, 2026 pursuant to which KCGM purchased from Issuer in a private transaction 52,910 shares of common stock and warrants to purchase 52,910 shares of common stock for a purchase price of $100,000.

The securities are held by KCGM. Mr. Kaplan serves as Chairman of KCGM and is deemed to beneficially own the securities held by KCGM.

Mr. Kaplan disclaims beneficial ownership of all securities held by KCGM and Trust in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

The Issuer and KC Global Media Asia, LLC ("KCGM") entered into a Securities Purchase Agreement on September 17, 2026 pursuant to which KCGM purchased from Issuer in a private transaction 52,910 shares of common stock and warrants to purchase 52,910 shares of common stock for a purchase price of $100,000.

The securities are held by KCGM. Mr. Kaplan serves as Chairman of KCGM and is deemed to beneficially own the securities held by KCGM.

Mr. Kaplan disclaims beneficial ownership of all securities held by KCGM and Trust in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

At the election of the Reporting Person, each outstanding share of Series B Preferred Stock (the "Series B Preferred") may be converted to the number of shares of Issuer common stock equal to the quotient obtained by dividing (i) the price per share of Series B Preferred of $1,000, plus accrued and unpaid dividends thereon by (ii) an initial conversion price of $3.88, subject to adjustment under certain limited circumstances, subject to beneficial ownership limitations and rounded down to the nearest whole share.

The Series B Preferred was acquired from the Issuer in a privately negotiated exchange pursuant to an exchange agreement, in exchange for the cancellation of $3,612,000 aggregate principal amount of non-convertible indebtedness, together with accrued and unpaid interest thereon. The Series B Preferred has a stated value of $1,000 per share.

The Series B Preferred Stock is immediately convertible at the election of the Reporting Person.

The Series B Preferred does not expire.

The shares are beneficially owned by Monaco Investment Partners II, LP ("MI Partners II"). The Reporting Person is the managing general partner of MI Partners II. As such, the Reporting Person is deemed to beneficially own the securities held by the MI Partners II. The Reporting Person disclaims Section 16 beneficial ownership in the securities held by MI Partners II, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for Section 16 or any other purpose.

Reporting person exchanged debt in the form of unpaid wages for shares of common stock.

The shares are beneficially owned by the Donald P. Monaco Insurance Trust (the "Trust"). The Reporting Person is the trustee of the Trust. As such, the Reporting Person is deemed to beneficially own the shares held by the Trust

NextTrip, Inc. (the "Company") entered into Purchase Agreement with David Jiang on June 18, 2026, pursuant to which Mr. Jiang purchased 18,200 shares of common stock of the Company for $2.75 per share, and in connection therewith, the Company issued a warrant to purchase 18,200 shares of common stock, with an exercise price of $2.75 per share that are exercisable until June 18, 2029.

NextTrip, Inc. (the "Company") entered into Purchase Agreement with David Jiang on June 18, 2026, pursuant to which Mr. Jiang purchased 18,200 shares of common stock of the Company for $2.75 per share, and in connection therewith, the Company issued a warrant to purchase 18,200 shares of common stock, with an exercise price of $2.75 per share that are exercisable until June 18, 2029.

Represents shares of common stock withheld by the Company to satisfy tax withholding obligations in connection with the issuance of the shares reported on Line 1. In accordance with the terms of the plan, the withholding price is based on the closing market price of $2.48 on the May 11, 2026 transaction date.

Represents shares of common stock granted to Mr. Orzechowski as payment for deferred salary and a performance bonus pursuant to the NextTrip, Inc. 2023 Equity Incentive Plan. The share grant was approved by the Issuer's Board of Directors on February 10, 2026, and issued on May 11, 2026 for no cash consideration.

The Issuer and KC Global Media Asia, LLC ("KCGM") entered into a Securities Purchase Agreement on May 8, 2026 pursuant to which KCGM purchased from Issuer in a private transaction 18,182 shares of common stock and warrants to purchase 9,091 shares of common stock for a purchase price of $50,000.

Mr. Kaplan disclaims beneficial ownership of all securities held by KCGM and the Kaplan Wright Family Trust (the "Trust") in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

The securities are held by KCGM. Mr. Kaplan serves as Chairman of KCGM and is deemed to beneficially own the securities held by KCGM.

The Issuer and KC Global Media Asia, LLC ("KCGM") entered into a Securities Purchase Agreement on May 8, 2026 pursuant to which KCGM purchased from Issuer in a private transaction 18,182 shares of common stock and warrants to purchase 9,091 shares of common stock for a purchase price of $50,000.

Mr. Kaplan disclaims beneficial ownership of all securities held by KCGM and the Kaplan Wright Family Trust (the "Trust") in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

The securities are held by KCGM. Mr. Kaplan serves as Chairman of KCGM and is deemed to beneficially own the securities held by KCGM.

The shares were purchased pursuant to a Securities Purchase Agreement between the Issuer and the Reporting Person.

Each share of Series A Nonvoting Convertible Preferred Stock is convertible into one share of Common Stock. The shares are not convertible into Common Stock until shareholder approval is received after which it will automatically convert to common shares on the third business day after such approval is received. There is no expiration date for the Series A Nonvoting Convertible Preferred Stock. The price of each share of Series A Non is $3.00 and includes 1/2 warrant with an initial exercise date which is six months from the issue date and a term of three years.

The securities are held by KC Global Media Asia LLC ("KCGM"). Mr. Kaplan serves as Chairman of KCGM and is deemed to beneficially own the securities held by KCGM.

Mr. Kaplan disclaims beneficial ownership of all securities held by KCGM in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Each share of Series A Nonvoting Convertible Preferred Stock is convertible into one share of Common Stock. The shares are not convertible into Common Stock until shareholder approval is received after which it will automatically convert to common shares on the third business day after such approval is received. There is no expiration date for the Series A Nonvoting Convertible Preferred Stock. The price of each share of Series A Non is $3.00 and includes 1/2 warrant with an initial exercise date which is six months from the issue date and a term of three years.

The shares were purchased pursuant to a Securities Purchase Agreement between the Issuer and the Reporting Person.

The securities are held by KC Global Media Asia LLC ("KCGM"). Mr. Kaplan serves as Chairman of KCGM and is deemed to beneficially own the securities held by KCGM.

Mr. Kaplan disclaims beneficial ownership of all securities held by KCGM in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Each share of Series Q Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025. The shares have no expiration date.

The shares were originally acquired by Mr. Kircher and subsequently transferred by Mr. Kircher to The Kircher Family Trust (the "Trust"). Mr. Kircher is the trustee of the trust. As such, Mr. Kircher is deemed to beneficially own the securities held by the Trust.

Mr. Kircher disclaims beneficial ownership of all securities held by the Trust in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purpose of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Each share of Series I Nonvoting Convertible Preferred Stock and Series J Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025.

The shares have no expiration date.

Each share of Series I Nonvoting Convertible Preferred Stock and Series J Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025.

The shares have no expiration date.

Each share of Series Q Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025. The shares have no expiration date.

The shares were originally acquired by Mr. Kircher and subsequently transferred by Mr. Kircher to The Kircher Family Trust (the "Trust"). Mr. Kircher is the trustee of the trust. As such, Mr. Kircher is deemed to beneficially own the securities held by the Trust.

Mr. Kircher disclaims beneficial ownership of all securities held by the Trust in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purpose of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Each share of Series L Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025. The shares have no expiration date.

Includes shares of Common Stock that were acquired through quarterly dividend distributions.

Each share of Series L Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025. The shares have no expiration date.

Includes shares of Common Stock that were acquired through quarterly dividend distributions.

The shares are beneficially owned by the Donald P. Monaco Insurance Trust (the "Trust"). The Reporting Person is the trustee of the Trust. As such, the Reporting Person is deemed to beneficially own the shares held by the Trust

Each share of Series Q Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025. The shares have not expiration date.

The shares are held by the Trust. Mr. Kaplan is the trustee of the Kaplan Wright Family Trust (the "Trust"). As such, Mr. Kaplan is deemed to beneficially own the securities held by the Trust.

The securities are held by KC Global Media Asia LLC ("KCGM"). Mr. Kaplan serves as Chairman of KCGM and is deemed to beneficially own the securities held by KCGM.

Except as noted below, each share of Series O Nonvoting Convertible Preferred Stock ("Series O Preferred") was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025. Due to rounding that occurred upon conversion of preferred shares, the Reporting Person was originally issued 168,416 shares of Series O Preferred that were converted into 168,414 shares of Common Stock.

The shares have no expiration date.

Each share of Series I Nonvoting Convertible Preferred Stock and Series J Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025.

Each share of Series Q Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025. The shares have not expiration date.

The shares are held by the Trust. Mr. Kaplan is the trustee of the Kaplan Wright Family Trust (the "Trust"). As such, Mr. Kaplan is deemed to beneficially own the securities held by the Trust.

The securities are held by KC Global Media Asia LLC ("KCGM"). Mr. Kaplan serves as Chairman of KCGM and is deemed to beneficially own the securities held by KCGM.

Each share of Series L Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025. The shares have no expiration date.

Includes shares of Common Stock that were acquired through quarterly dividend distributions.

Each share of Series L Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025. The shares have no expiration date.

Each share of Series Q Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025.

Each share of Series Q Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025.

Except as noted below, each share of Series O Nonvoting Convertible Preferred Stock ("Series O Preferred") was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025. Due to rounding that occurred upon conversion of preferred shares, the Reporting Person was originally issued 168,416 shares of Series O Preferred that were converted into 168,414 shares of Common Stock.

Each share of Series Q Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025.

The shares have no expiration date.

Each share of Series Q Nonvoting Convertible Preferred Stock was converted into one share of Common Stock upon receipt of stockholder approval, which approval was obtained on November 19, 2025, and the underlying Common Stock shares were issued on November 21, 2025.

The shares have no expiration date.

The Issuer and KC Global Media Asia, LLC ("KCGM") entered into a Securities Purchase Agreement on November 4, 2025 pursuant to which KCGM purchased from Issuer in a private transaction 33,400 shares of common stock and warrants to purchase 16,700 shares of common stock for a purchase price of $100,200.

Mr. Kaplan disclaims beneficial ownership of all securities held by KCGM and the Kaplan Wright Family Trust (the "Trust") in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

The securities are held by KCGM. Mr. Kaplan serves as Chairman of KCGM and is deemed to beneficially own the securities held by KCGM.

The shares of common stock were acquired pursuant to the terms of an Assignment Agreement dated February24, 2025, pursuant to which Travel and Media Tech, LLC agreed to transfer the shares to the reporting person upon the satisfaction of certain milestone achievements and other conditions met and in exchange for the investment by the reporting person for funding an acquisition made by the issuer.

The Issuer and KC Global Media Asia, LLC ("KCGM") entered into a Securities Purchase Agreement on November 4, 2025 pursuant to which KCGM purchased from Issuer in a private transaction 33,400 shares of common stock and warrants to purchase 16,700 shares of common stock for a purchase price of $100,200.

Mr. Kaplan disclaims beneficial ownership of all securities held by KCGM and the Kaplan Wright Family Trust (the "Trust") in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

The securities are held by KCGM. Mr. Kaplan serves as Chairman of KCGM and is deemed to beneficially own the securities held by KCGM.

The shares (the "Shares") of Series Q Nonvoting Convertible Preferred Stock ("Series Q Preferred") shall not be convertible into shares of Common Stock unless and until stockholder approval of the conversion of the Series Q Preferred into Common Stock ("Stockholder Approval") is obtained. Following receipt of Stockholder Approval, each share of Series Q Preferred will automatically convert into one share of Common Stock, subject to certain limitations.

The Shares were acquired from the Issuer in a private transaction pursuant to a Securities Purchase Agreement at a purchase price of $3.20 per Share.

The Shares do not expire.

The shares (the "Shares") of Series Q Nonvoting Convertible Preferred Stock ("Series Q Preferred") shall not be convertible into shares of Common Stock unless and until stockholder approval of the conversion of the Series Q Preferred into Common Stock ("Stockholder Approval") is obtained. Following receipt of Stockholder Approval, each share of Series Q Preferred will automatically convert into one share of Common Stock, subject to certain limitations.

The Shares were acquired from the Issuer in a private transaction pursuant to a Securities Purchase Agreement at a purchase price of $3.20 per Share.

The Shares do not expire.

The shares (the "Shares") of Series Q Nonvoting Convertible Preferred Stock ("Series Q Preferred") shall not be convertible into shares of Common Stock unless and until stockholder approval of the conversion of the Series Q Preferred into Common Stock ("Stockholder Approval") is obtained. Following receipt of Stockholder Approval, each share of Series Q Preferred will automatically convert into one share of Common Stock, subject to certain limitations.

The Shares were acquired from the Issuer in a private transaction pursuant to a Securities Purchase Agreement at a purchase price of $3.20 per Share.

The Shares do not expire.

The Shares are held by the Kaplan Wright Family Trust (the "Trust"). Mr. Kaplan is the trustee of the trust. As such, Mr. Kaplan is deemed to beneficially own the securities held by the Trust.

Mr. Kaplan disclaims beneficial ownership of all securities held by the Trust in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purpose of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

The shares (the "Shares") of Series Q Nonvoting Convertible Preferred Stock ("Series Q Preferred") shall not be convertible into shares of Common Stock unless and until stockholder approval of the conversion of the Series Q Preferred into Common Stock ("Stockholder Approval") is obtained. Following receipt of Stockholder Approval, each share of Series Q Preferred will automatically convert into one share of Common Stock, subject to certain limitations.

The Shares were acquired from the Issuer in a private transaction pursuant to a Securities Purchase Agreement at a purchase price of $3.20 per Share.

The Shares do not expire.

Shares transferred by the Reporting Person consisting of (a) 95,625 shares which were transferred to NextTrip Group, LLC ("Group") to satisfy certain obligations on behalf of Travel and Media Tech, LLC ("TMT") pursuant to a Warrant Assignment Agreement to transfer shares of the Issuer upon exercise of warrants issued by TMT; and (b) 6,954 shares transferred to Group to satisfy obligations of Group regarding delivery to a third party of shares of the Issuer owned by Group.

Includes 22,351 shares issued to the Reporting Person in June 2025 as a dividend on shares of Series L Non-Voting Convertible Preferred Stock of the Issuer held by the Reporting Person which issuance is exempt from Section 16 pursuant to Rule 16a(9)(a).

The shares are beneficially owned by the Donald P. Monaco Insurance Trust (the "Trust"). The Reporting Person is the trustee of the Trust. As such, the Reporting Person is deemed to beneficially own the shares held by the Trust.

The Reporting Person disclaims beneficial ownership of all securities held by Monaco Investment Partners, LP ("MI Partners"), Monaco Investment Partners II LP (" MI II Partners"), and TMT in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Shares transferred by the Reporting Person consisting of (a) 95,625 shares which were transferred to NextTrip Group, LLC ("Group") to satisfy certain obligations on behalf of Travel and Media Tech, LLC ("TMT") pursuant to a Warrant Assignment Agreement to transfer shares of the Issuer upon the exercise of warrants issued by TMT; and (b) 6,954 shares transferred to Group to satisfy obligations of Group regarding delivery to a third party of shares of the Issuer owned by Group.

Includes 9,934 shares issued to the Reporting Person in June 2025 as a dividend on shares of Series L Non-Voting Convertible Preferred Stock of the Issuer held by the Reporting Person which issuance is exempt from Section 16 pursuant to Rule 16a(9)(a).

The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $4.12 to $4.13, inclusive. Mr. Kaplan undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the foregoing range.

The shares are held by the Kaplan Wright Family Trust (the "Trust"). Mr. Kaplan is the trustee of the Trust. As such, Mr. Kaplan is deemed to beneficially own the securities held by the Trust.

Mr. Kaplan disclaims beneficial ownership of all securities held the Trust and KC Global Media Asia, LLC ("KCGM") in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

The stock options are beneficially owned by the Donald P. Monaco Insurance Trust (the "Trust"). Mr. Monaco, is the trustee of the Trust. As such, Mr. Monaco is deemed to beneficially own the securities held by the Trust. Mr. Monaco disclaims beneficial ownership of all securities held the Trust in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Shares received by the Reporting Person upon achievement of the final milestone (the "Milestone") pursuant to that share exchange agreement entered into by and among the Issuer and various other parties on October 13, 2023, pursuant to which all outstanding shares of NextTrip Holdings, Inc. were exchanged for shares of the Issuer's common stock (the "Exchange"). The Exchange closed on December 29, 2023. No additional consideration was paid for the shares issued to the Reporting Person upon achievement of the Milestone.

Shares received by the Reporting Person upon achievement of the final milestone (the "Milestone") pursuant to that share exchange agreement entered into by and among the Issuer and various other parties on October 13, 2023, pursuant to which all outstanding shares of NextTrip Holdings, Inc. were exchanged for shares of the Issuer's common stock (the "Exchange"). The Exchange closed on December 29, 2023. No additional consideration was paid for the shares issued to the Reporting Person upon achievement of the Milestone.

The shares are beneficially owned by the Donald P. Monaco Insurance Trust (the "Trust"). The Reporting Person is the trustee of the Trust. As such, the Reporting Person is deemed to beneficially own the shares held by the Trust.

The Reporting Person disclaims beneficial ownership of all securities held by Monaco Investment Partners, LP ("MI Partners"), the Trust and Travel and Media Tech, LLC ("TMT") in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.