Completion of Acquisition or Disposition of Assets. Tekne Implementation Agreement On October 15, 2026, Nuburu, Inc. (the “Company”) and its wholly owned subsidiary, Nuburu Defense, LLC (“Nuburu Defense”), entered into the Tekne Implementation Agreement (the “Agreement”) with Tekne S.p.A. (“Tekne”) and Ambrogio D’Arrezzo, Carlo Ulacco, and Andrea Lodi (collectively, the “Existing Shareholders”). Pursuant to the Agreement, on October 15, 2026, Nuburu Defense completed the acquisition of 745,75…

Entry into a Material Definitive Agreement.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On October 19, 2026, the Company received a public warning letter (the “Letter”) from NYSE Regulation on behalf of NYSE American LLC (the "Exchange"). The Exchange issued the Letter under Section 1009(a)(i) of the NYSE American Company Guide after determining that the Company violated Section 401(a), which requires immediate public disclosure of material information. The finding concerns two m…

Entry into a Material Definitive Agreement Side Letter Agreement Nuburu, Inc. (the “Company”) entered into a Side Letter Agreement, effective as of September 30, 2026 (the “Side Letter”) with Esousa Group Holdings, LLC and other purchasers who were a party to the Securities Purchase Agreement, dated as of July 15, 2026 (the “Purchase Agreement”), among the Company and the purchasers named therein. The Side Letter revises the definition of “Black Scholes Value” in the Pre-Funded Common Stock P…

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review. On September 16, 2026, the Board of Directors (the “Board”) and the management of Nuburu, Inc. (the “Company”), upon the recommendation of the Audit Committee of the Board (the “Audit Committee”), concluded that the Company’s previously issued unaudited condensed consolidated financial statements as of and for the three and six months ended June 30, 2026, should no longer be relied up…

Material Modification to Rights of Security Holders. Explanatory Note On September 2, 2026, Nuburu, Inc. (the “Company”) filed a Current Report on Form 8-K regarding its implementation of a 1-for-40 reverse stock split (the “Reverse Stock Split”). This amendment is being filed solely to correct a scrivener’s error regarding the new CUSIP number following the Reverse Stock Split. The correct CUSIP number of the Company following the Reverse Stock Split is 67021W509. No other changes are being…

Material Modification to Rights of Security Holders. A Certificate of Amendment to the Certificate of Incorporation of Nuburu, Inc. (the “Company”) to effect a 1-for-40 reverse stock split (the “Reverse Stock Split”) became effective on September 1, 2026 (the “Effective Date”) and the Company anticipates trading on the OTC Market on a split-adjusted basis at the commencement of trading on September 2, 2026. The Reverse Stock Split is being implemented in order to allow the Company to return t…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On July 17, 2026, the Company’s Common Stock traded below $0.10 during the trading day. As a result, on July 17, 2026, the Company received a letter from the NYSE American stating that it had commenced proceedings to delist the Company’s Common Stock from the NYSE American because the Company was not in compliance with Section 1003(f)(v) of the NYSE American Company Guide due to the low sellin…

Entry into a Material Definitive Agreement.

Material Modification to Rights of Security Holders. The Offering On July 17, 2026, Nuburu, Inc. (the “ Company ”) consummated a best efforts public offering (the “ Offering ”) of an aggregate of (i) 117,365,368 shares (the “ Shares ”) of common stock, par value $0.0001 per share (“ Common Stock ”), of the Company, (ii) pre-funded warrants (the “ Pre-Funded Warrants ”) to purchase up to 127,007,616 shares of Common Stock (the “ Pre-Funded Warrant Shares ”), (iii) 733,853 shares of Series B Pr…

Entry into a Material Definitive Agreement Head of Terms with SunCubes S.r.l. On June 4, 2026, Nuburu, Inc. (the “Company”) entered into a binding Head of Terms (the “HoT”) with SunCubes S.r.l. (“SunCubes”), the individual founders of SunCubes (the “Founders”), Infratech Accelerator S.r.l. (“CrossConnect”), RoboIT S.r.l. (“RoboIT”) and Pariter Partners S.r.l. (“Pariter, and, with CrossConnect and RoboIT, the “Current Investors”) (collectively, the “Parties”). SunCubes is an Italian developer…

Entry into a Material Definitive Agreement Tekne Investment Agreement On May 26, 2026, Nuburu, Inc. (the “Company”) and its subsidiary, Nuburu Defense, LLC (“Nuburu Defense”), entered into an Investment Agreement (the “Agreement”) with Tekne S.p.A. (“Tekne”) and Ambrogio D’Arrezzo, Carlo Ulacco, and Andrea Lodi, the shareholders of Tekne (collectively, the “Shareholders”) pursuant to which the Company agreed to contribute additional financial resources to Tekne and purchase shares of Tekne fr…

Unregistered Sales of Equity Securities On April 29, 2025, Nuburu, Inc. (the “Company”) received a notice of noncompliance with NYSE American continued listing standards (the “2025 Notice”) indicating that the Company was not in compliance with Section 1003(a)(i) of the NYSE American LLC Company Guide (the “Company Guide”), which requires a company to maintain stockholders’ equity of $2.0 million or more if it has reported losses from continuing operations or net losses in two of its three mo…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

Entry into a Material Definitive Agreement

Entry into a Material Definitive Agreement. On March 12, 2026, the Company entered into a Bond Subscription Agreement (the “Agreement”), with Supply@ME Stock Company 3 S.r.l. (“SYME 3”), pursuant to which the Company agreed to subscribe and pay for initial bonds issued by SYME 3 in the nominal value of EUR 5.25 million with a maturity date in March 2029 (the “Initial Bonds”) for a subscription price of EUR 5.25 million. SYME 3 is an affiliate of Supply@ME Capital plc (“SYME”), a fintech platf…

Entry into a Material Definitive Agreement Tekne Letter On March 19, 2026, Nuburu, Inc. (the “Company”) and its subsidiary, Nuburu Defense, LLC (“Nuburu Defense”), entered into a letter of intent (the “Tekne Letter”) with Ambrogio D’Arrezzo, Carlo Ulacco, and Andrea Lodi, the shareholders (collectively, the “Shareholders”) of Tekne S.p.A. (“Tekne”), pursuant to which the Company agreed to contribute additional financial resources to Tekne in exchange for obtaining a 70% equity interest in Tek…

The filing details compensation arrangements and bonuses for Co-CEOs and non-employee directors, which are routine management matters.

Entry into a Material Definitive Agreement. On March 12, 2026, Nuburu, Inc. (the “Company”) entered into a Bond Subscription Agreement (the “Agreement”), with Supply@ME Stock Company 3 S.r.l. (“SYME 3”), pursuant to which the Company agreed to subscribe and pay for initial bonds issued by SYME 3 in the nominal value of EUR 5.25 million with a maturity date in March 2029 (the “Initial Bonds”) for a subscription price of EUR 5.25 million. SYME 3 is an affiliate of Supply@ME Capital plc (“SYME”)…

Entry into a Material Definitive Agreement. On March 3, 2026, Nuburu Defense, LLC (“Nuburu Defense”), a wholly-owned subsidiary of Nuburu, Inc. (the “Company”), entered into an International Cooperation Agreement (“Agreement”) with Tekne S.p.A. (“Tekne”) and Engineering Bureau Beryl LLC (“Beryl”), pursuant to which the parties will collaborate to support the deployment in Ukraine of a high-performance vehicle developed and manufactured by Tekne based on the Graelion platform, known as the “Te…

Entry into a Material Definitive Agreement. On February 26, 2026, Nuburu, Inc. and Nuburu Defense, LLC (jointly, the “Company”) entered into a Contractual Joint Venture Agreement (the “Agreement”), with Maddox Defense Incorporated (“Maddox”), pursuant to which the Company and Maddox have established a contractual joint venture for the development of a modular, containerized, mobile additive manufacturing platform capable of producing drone components, pods, mission-critical structural parts a…

Material Modification to Rights of Security Holders. Reasons for the Reverse Stock Split Trading of the common stock, par value $0.0001 per share (“Common Stock”), of Nuburu, Inc. (the “Company”) was halted by NYSE American on February 13, 2026, because the trading price dropped below NYSE American’s Minimum Trading Price of $0.10. The Company implemented a 1-for-4.99 reverse stock split (the “Reverse Stock Split”) on February 27, 2026 in order to return to compliance with the Minimum Trading…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. The information set forth in

Entry into a Material Definitive Agreement. On February 17, 2026, Nuburu, Inc. (the “Company”) consummated a best efforts public offering (the “Offering”) of an aggregate of (i) 58,379,137 shares (the “Shares”) of common stock, par value $0.0001 per share (“Common Stock”), of the Company, (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to 50,711,772 shares of Common Stock (the “Pre-Funded Warrant Shares”), and (iii) warrants (the “Common Warrants”) to purchase up to 163,63…

Material Modification to Rights of Security Holders. Reasons for the Reverse Stock Split Trading of the Company’s Common Stock was halted by NYSE American on February 13, 2026, because the trading price dropped below NYSE American’s Minimum Trading Price of $0.10. The Company is conducting a 1-for-4.99 reverse stock split (the “Reverse Stock Split”) immediately in order to return to compliance with the Minimum Trading Price requirement. Following the resumption of trading on March 2, 2026, to…