Regulation FD disclosure. On August 6, 2026, the Board of Directors of Smartbird, Inc. (the “Company”) declared $0.31 per share of common stock as the amount of the special dividend payable from the proceeds of the sale of the Company's footwear business (the “Sale”) to stockholders of record as of June 25, 2026. The anticipated payment date is August 20, 2026. Following the conclusion of transitional and post-closing matters related to the Sale, the Company may determine to pay an additional…

Changes in Registrant ’ s Certifying Accountant. (a) Dismissal of Independent Registered Public Accounting Firm On July 28, 2026, the Audit Committee of the Board of Directors of Smartbird, Inc. (the “Company”) dismissed Deloitte & Touche LLP (“Deloitte”) as the Company’s independent registered public accounting firm. The audit reports of Deloitte on the consolidated financial statements of the Company for each of the two most recent fiscal years ended December 31, 2025 and 2024 did not conta…

Director — Ravi Thanawala: Mr. Thanawala is resigning to take up a new position as CFO at American Eagle Outfitters, Inc.

President, Chief Executive Officer, Secretary, Director — Nadia Carlsten: Dr. Carlsten was appointed as President, CEO, Secretary, and Director of the Company.

Entry into a Material Definitive Agreement. As previously disclosed, on April 14, 2026, the Company entered into a Securities Purchase Agreement (as subsequently amended, the “ Amended Purchase Agreement ”), pursuant to which the Company agreed to issue and sell senior secured convertible notes (each a “ Convertible Note ”) convertible into shares of the Company’s Class A common stock. On June 15, 2026, the Company and the Investor party thereto entered into Amendment No. 1 to the Amended Pur…

Other Events. As previously disclosed, the Company intends to make a distribution, in the form of a special dividend, to stockholders of record of a portion of the proceeds from the Asset Sale (such special dividend, the “ Asset Sale Dividend ”). The board of directors of the Company has established June 25, 2026, as the record date for the stockholders of the Company entitled to receive the Asset Sale Dividend, with the payment of the Asset Sale Dividend to occur within 60 days of such recor…

Completion of Acquisition or Disposition of Assets. As previously announced, on March 29, 2026, the Company and Allbirds IP LLC, a Delaware limited liability company affiliated with American Exchange Group (the “ Purchaser ”), entered into an Asset Purchase Agreement (the “ Asset Purchase Agreement ”) pursuant to which the Purchaser would (i) acquire the Company’s assets relating to its footwear business, including those related to intellectual property assets (including global trademarks, tr…

Other Events. Allbirds, Inc. (the “ Company ”) previously entered into a Class A Common Stock Sales Agreement (the “ Sales Agreement ”) with Chardan Capital Markets LLC (“ Chardan ”), to sell shares of its Class A Common Stock (the “ ATM Shares ”), from time to time, through an “at the market offering” program under which Chardan, acting as sales agent or principal (including through its affiliates), will offer and sell the ATM Shares. The sales, if any, of the ATM Shares made under the Sales…

Unregistered Sales of Equity Securities. As previously disclosed, on April 14, 2026, Allbirds, Inc., a Delaware public benefit corporation (the “Company”) entered into a Securities Purchase Agreement (as subsequently amended, the “Purchase Agreement”), pursuant to which the Company agreed to issue and sell senior secured convertible notes in an aggregate original principal amount of up to $50.0 million (the “Convertible Notes”), convertible into shares of the Company’s Class A common stock (t…

Entry into a Material Definitive Agreement. Entry into Asset Purchase Agreement On May 26, 2026, Allbirds, Inc., a Delaware public benefit corporation (the “ Company ”), Allbirds International, Inc., a Delaware corporation (the “ Guarantor ”), the Lenders party thereto, and Second Avenue Capital Partners LLC, as Administrative Agent and Collateral Agent (in such capacities, the “ Agent ”) entered into a Third Amendment to Credit Agreement (the “ Third Amendment to Credit Agreement ”), which T…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information regarding the Third Amendment to Credit Agreement in

director — Joseph Zwillinger: Joseph Zwillinger resigned from the Board of Directors.

Entry into a Material Definitive Agreement. On April 28, 2026, the Company entered into a Class A Common Stock Sales Agreement (the “ Sales Agreement ”) with Chardan Capital Markets LLC (“ Chardan ”), to sell shares of its Class A Common Stock (the “ ATM Shares ”), from time to time, through an “at the market offering” program under which Chardan, acting as sales agent or principal (including through its affiliates), will offer and sell the ATM Shares. The sales, if any, of the ATM Shares mad…

Termination of a Material Definitive Agreement. In furtherance of entry into the Sales Agreement, effective as of April 27, 2026, the Company terminated that certain Class A Common Stock Sales Agreement, dated June 30, 2025, between the Company and TD Securities (USA) LLC.

Other Events. Amended Business Plan As previously disclosed, on March 29, 2026, the Company entered into an Asset Purchase Agreement (the “ Asset Purchase Agreement ”) with Allbirds IP LLC, a Delaware limited liability company affiliated with American Exchange Group (the “ Purchaser ” and the transactions contemplated by the Asset Purchase Agreement, the “ Asset Sale ”), to sell the Purchased Assets of the Company, which relate to the Company’s existing footwear business and represent a signi…

Unregistered Sales of Equity Securities. The information under the heading “Facility Matters” in

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information under the heading “Credit Agreement Matters” in

Entry into a Material Definitive Agreement. Facility Matters Securities Purchase Agreement As previously disclosed, on April 14, 2026, Allbirds, Inc., a Delaware public benefit corporation (the “ Company ”) entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with an institutional investor (the “ Investor ”), pursuant to which the Company agreed to issue and sell to the Investor senior secured convertible notes in an aggregate original principal amount of up to $50.0 mill…

of this Current Report (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Unregistered Sales of Equity Securities. The information under the heading “Facility Matters” in

Entry into a Material Definitive Agreement. Facility Matters Securities Purchase Agreement As previously disclosed, on April 14, 2026, Allbirds, Inc., a Delaware public benefit corporation (the “ Company ”) entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with an institutional investor (the “ Investor ”), pursuant to which the Company agreed to issue and sell to the Investor senior secured convertible notes in an aggregate original principal amount of up to $50.0 mill…

Other Events. Amended Business Plan As previously disclosed, on March 29, 2026, the Company entered into an Asset Purchase Agreement (the “ Asset Purchase Agreement ”) with Allbirds IP LLC, a Delaware limited liability company affiliated with American Exchange Group (the “ Purchaser ” and the transactions contemplated by the Asset Purchase Agreement, the “ Asset Sale ”), to sell the Purchased Assets of the Company, which relate to the Company’s existing footwear business and represent a signi…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information under the heading “Credit Agreement Matters” in

Entry into a Material Definitive Agreement. As previously disclosed, on March 29, 2026, Allbirds, Inc., a Delaware public benefit corporation (the “ Company ” or the “ Seller ”) entered into an Asset Purchase Agreement (the “ Asset Purchase Agreement ”) with Allbirds IP LLC, a Delaware limited liability company affiliated with American Exchange Group (the “ Purchaser ” and the transactions contemplated by the Asset Purchase Agreement, the “ Asset Sale ”). In furtherance of the Asset Sale, the…

Other Information. On March 29, 2026, and in connection with the approval of the Asset Purchase Agreement, the Asset Sale and the other transactions contemplated by the Asset Purchase Agreement, the Board approved the Company taking steps to effect the dissolution of the Company (the “ Dissolution ”). The Asset Purchase Agreement, the Asset Sale, and the Dissolution are subject to the approval of the Company’s stockholders. The Company intends to file the Proxy Statement with the SEC with res…