NWTG · Newton Golf Company, Inc.

The preferred stock is perpetual and therefore has no expiration date.

Holders are entitled to an annual dividend at a rate of 10.00% per annum of the original issue price, payable (i) in cash, (ii) in kind by increasing the stated value, or (iii) by accruing unpaid cash dividends, at the issuer's sole discretion.

Reflects the outstanding principal amount (including accrued interest to the date of exchange) of the issuer's convertible promissory notes exchanged by the reporting person for each share of Series A Convertible Preferred Stock.

The preferred stock is perpetual and therefore has no expiration date.

Holders are entitled to an annual dividend at a rate of 10.00% per annum of the original issue price, payable (i) in cash, (ii) in kind by increasing the stated value, or (iii) by accruing unpaid cash dividends, at the issuer's sole discretion.

Reflects the outstanding principal amount (including accrued interest to the date of exchange) of the issuer's convertible promissory notes exchanged by the reporting person for each share of Series A Convertible Preferred Stock.

These restricted stock units vest in three substantially equal installments on each of June 24, 2027, June 24, 2028 and June 24, 2029, subject to the Reporting Person's continued service through each such vesting date.

These restricted stock units vest in three substantially equal installments on each of June 24, 2027, June 24, 2028 and June 24, 2029, subject to the Reporting Person's continued service through each such vesting date.

The restricted stock units vest on June 24, 2027, subject to the Reporting Person's continued service through such vesting date.

The restricted stock units vest on June 24, 2027, subject to the Reporting Person's continued service through such vesting date.

The restricted stock units will vest in full on the one year anniversary of the grant date.

The restricted stock units will vest in full on the one year anniversary of the grant date.

The restricted stock units will vest in full on the one year anniversary of the grant date.

The restricted stock units will vest in full on the one year anniversary of the grant date.

Reflects the weighted average price of 10,000 shares of common stock of the issuer purchased by the reporting person in multiple transactions on December 26, 2025 with purchase prices ranging from $1.54 to $1.5995 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

These restricted stock units vest in three substantially equal installments on each of the first, second, and third anniversaries of the grant date, subject to the Reporting Person's continued service through each such vesting date.

Reflects adjustments in connection with the issuer's 1-for-10 reverse stock split that was effected on July 30, 2024 and 1-for-30 reverse stock split that was effected on March 17, 2025.

Includes 12,090 shares previously reported as beneficially owned by Nippon Xport Ventures, Inc. due to an administrative error.

These restricted stock units vest in three substantially equal installments on each of June 10, 2026, June 10, 2027, and June 10, 2028, subject to the Reporting Person's continued service through each such vesting date.

These restricted stock units vest in three substantially equal installments on each of the first, second, and third anniversaries of the grant date, subject to the Reporting Person's continued service through each such vesting date.

Reflects the correction of an error in connection with adjustments following the reverse stock splits of the issuer that overstated the total holdings in the Reporting Person's previous Form 4s.

Reflects the weighted average price of 20,000 shares of common stock of the issuer purchased by the reporting person in multiple transactions on November 21, 2025 with purchase prices ranging from $1.14 to $1.25 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

Reflects the correction of an error in the reporting person's Form 4 filed with the Securities and Exchange Commission on November 20, 2025, which understated the reporting person's total holdings by two shares.

Reflects the weighted average price of 4,000 shares of common stock of the issuer purchased by the reporting person in multiple transactions on November 20, 2025 with purchase prices ranging from $1.14 to $1.24 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

Reflects the weighted average price of 15,000 shares of common stock of the issuer purchased by the reporting person in multiple transactions on November 19, 2025 with purchase prices ranging from $1.05 to $1.25 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

Reflects the weighted average price of 83,000 shares of common stock of the issuer purchased by the reporting person in multiple transactions on November 18, 2025 with purchase prices ranging from $0.90 to $1.16 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

Reflects the correction of an error in connection with adjustments following the reverse stock splits of the issuer that overstated the total holdings in the reporting person's previous Form 4s.

On August 27, 2025, the reporting person exercised a Series B Warrant to purchase 833 shares of the issuer's common stock under an alternative cashless exercise provision, pursuant to which the reporting person received 14,286 shares of the issuer's common stock for no additional consideration.

The number of shares of common stock and exercise price reflect adjustments for the 1-for-30 reverse stock split of the issuer that was effected on March 14, 2025.

Reflects the weighted average price of 20,000 shares of common stock of the issuer purchased by the reporting person in multiple transactions on August 19, 2025 with purchase prices ranging from $1.68 to $1.72 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

Reflects the weighted average price of 16,506 shares of common stock of the issuer purchased by the reporting person in multiple transactions on August 18, 2025 with purchase prices ranging from $1.60 to $1.63 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

Reflects the weighted average price of 25,000 shares of common stock of the issuer purchased by the reporting person in multiple transactions on May 27, 2025 with purchase prices ranging from $1.70 to $1.75 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

Reflects the weighted average price of 15,579 shares of common stock of the issuer purchased by the reporting person in multiple transactions on May 23, 2025 with purchase prices ranging from $1.69 to $1.72 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

Reflects the weighted average price of 22,769 shares of common stock of the issuer purchased by the reporting person in multiple transactions on May 20, 2025 with purchase prices ranging from $1.78 to $1.80 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

Reflects the weighted average price of 7,231 shares of common stock of the issuer purchased by the reporting person in multiple transactions on May 19, 2025 with purchase prices ranging from $1.765 to $1.77 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

On December 20, 2024, the reporting person was granted additional options for 2024 to purchase an aggregate of 20,000 shares vesting quarterly over a twelve-quarter period with an option termination date of the earlier of December 20, 2031 or the second anniversary of separation date.

On December 20, 2024, the reporting person was granted new options to purchase up to 25,000 shares vesting quarterly over a twelve-quarter period with an option termination date of the earlier of December 20, 2031 or the second anniversary of separation date.

On December 20, 2024, the reporting person was granted options for 2024 to purchase an aggregate of 13,000 shares vesting quarterly over a twelve-quarter period with an option termination date of the earlier of December 20, 2031 or the second anniversary of separation date.

On December 20, 2024, the reporting person was granted additional options for 2024 to purchase an aggregate of 20,000 shares vesting quarterly over a twelve-quarter period with an option termination date of the earlier of December 20, 2031 or the second anniversary of separation date.

On December 20, 2024, the reporting person was granted options to purchase an aggregate of 72,600 shares vesting quarterly over a twelve-quarter period with an option termination date of the earlier of December 20, 2031 or the second anniversary of separation date.

On December 13, 2024, the reporting person purchased 25,000 Units with each Unit consisting of one share of common stock, one warrant to purchase one share of common stock at an exercise price of $2.40 per share which will expire on the five-year anniversary of the date that the Company obtains stockholder approval (the "Series A Warrants"), and one warrant to purchase one share of common stock at an exercise price of $2.40 per share or pursuant to an alternative cashless exercise option, which warrant will expire on the two and one-half anniversary of the date of the warrant stockholder approval (the "Series B Warrants"). Both the Series A Warrants and Series B Warrants contain provisions relating to the reset and/or adjustments of the exercise prices and a corresponding adjustment in the number of shares issuable as a result thereof.. The purchase price per Unit was $1.20.