Entry into a Material Definitive Agreement. Securities Purchase Agreement with Alset, Inc. On June 23, 2026, DSS, Inc. (the “Company”) entered into a securities purchase agreement (the “SPA”) with Alset, Inc. (“Alset”), a Texas corporation, pursuant to which Alset will loan the Company $1,000,000, in exchange for a convertible promissory note (the “Note”) and warrants to purchase 17,777,776 shares of the Company’s common stock pursuant to a warrant agreement (the “Warrant Agreement”). The Not…

Entry into a Material Definitive Agreement. Securities Purchase Agreement with Alset International Limited On March 26, 2026, DSS, Inc. (the “Company”) entered into a securities purchase agreement (the “SPA”) with Alset International Limited (“Alset International Limited”), a majority-owned subsidiary of Alset Inc., pursuant to which Alset International Limited will loan the Company $2,450,000, in exchange for a convertible promissory note (the “Note”) and warrant to purchase 16,554,055 share…

Entry into a Material Definitive Agreement. On February 4, 2026, DSS, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Aegis Capital Corp. (“Aegis”), which provided for the issuance and sale by the Company and the purchase by the underwriter, in a firm commitment underwritten public offering (the “Offering”), of 900,000 shares of the Company’s common stock, $0.02 par value per share. Subject to the terms and conditions contained in the Underwriti…

Entry into a Material Definitive Agreement. Debt Conversion Agreement On July 21, 2025, DSS, Inc. (the “Company” or “Lender”) entered into a Debt Conversion Agreement with Impact Biomedical Inc. (“Impact” or the “Borrower”) in connection with a revolving promissory note originally issued by the Company on March 31, 2023, in the principal amount of $12,000,000 (the “Original Note”). The Original Note was amended on January 18, 2024 to (i) extend the maturity date to September 30, 2023, (ii) el…

Change in Registrant’s Certifying Accountant. On June 27, 2025, DSS, Inc. (“DSS” or the “Company”) dismissed Grassi & Co., CPAs, P.C. (“Grassi”) as the Company’s independent registered public accounting firm. During the engagement period from July 1, 2022, to June 27, 2025, there were no disagreements between the Company and Grassi on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure which, if not resolved to the satisfaction of Gr…

Entry into a Material Definitive Agreement. On February 6, 2025, as a bonus for compensation awarded to Heng Fai Holdings Limited (“HFHL”), a Hong Kong Company, which is beneficially owned by Mr. Heng Fai Ambrose Chan, Director of DSS, Inc., and pursuant to DSS, Inc’s. (the “Company”) 2020 Employee, Director and Consultant Equity Incentive Plan (the “Plan”), HFHL was awarded one million (1,000,000) shares of the Company’s common stock under the Plan, for services rendered. The issuance was ap…

Unregistered Sales of Equity Securities. The disclosure set forth above in

Entry into a Material Definitive Agreement. On December 27, 2024, True Partner International Limited (“True Partner” or the “Subscriber”), a wholly owned subsidiary of DSS Financial Management, Inc. entered into a share subscription agreement (the “Share Subscription Agreement”), in which the Subscriber invested HK$ 7,800,000 (approximately $1,000,000) in True Partner Capital Holding Limited (the “Issuer”) in exchange for 19,500,000 shares (the “Shares”) of the Issuer (the “Transaction”). Eac…

Unregistered Sales of Equity Securities. The disclosure set forth above in

Entry into a Material Definitive Agreement. On December 10, 2024, DSS, Inc. (the “ Company ” or the “Seller”) entered into securities purchase agreement(s) (the “ Purchase Agreement(s) ”) with Alset Inc. (“Alset” or the “Buyer”) pursuant to which the Company agreed to sell and issue in a private placement (the “ Private Placement ”) an aggregate of 820,597 shares (the “Shares”) of the Company’s common stock (“ Common Stock ”), par value $0.02 per share. Additionally, the Company entered into…

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review. On October 18, 2024, the Audit Committee of DSS, Inc. (the “Audit Committee”) resolved that DSS, Inc.’s (the “Company”) previously issued financial statements, contained within its Annual Report on Form 10-K for the year ended December 31, 2023, originally filed on March 27, 2024 (the “Original Report”), should no longer be relied upon due to errors in such financial statements. There…

Chief Executive Officer — Frank D. Heuszel: Mr. Frank D. Heuszel is stepping down as CEO and will be succeeded by Mr. Jason Grady as Interim Chief Executive Officer.

Chief Executive Officer — Frank D. Heuszel: Mr. Frank D. Heuszel is stepping down as the Chief Executive Officer, and Mr. Jason Grady has been appointed as the new Interim Chief Executive Officer.

Director — Sassuan Samson (Sam) Lee: Mr. Lee resigned as a member of the Board of Directors without any disagreement with the Company.

Entry into a Material Definitive Agreement. Effective January 18, 2024, DSS, Inc. (the “Company”) and Impact BioMedical, Inc., a Nevada corporation (“Impact”) entered into an amendment to the revolving promissory note dated March 1, 2023 (the “Original Note”), whereby the Company loaned Impact an original amount of up to $12,000,000 (the “Loan”). Pursuant to the amendment, the Company has agreed to amend the existing Original Note to (1) extend the maturity date of the Loan to September 30, 2…

Material Modification of Rights to Security Holders To the extent required by

The current executives' employment agreements were extended on a month-to-month basis until new agreements are negotiated.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On October 20, 2023, DSS, Inc. (the “Company”) received a letter (the “Letter”) from the staff of NYSE American LLC (the “Exchange”) stating that the Company’s securities have been selling for a low price per share for a substantial period of time and, pursuant to Section 1003(f)(v) of the NYSE American Company Guide, the Company’s continued listing is predicated on it effecting a reverse stoc…

Director — Mr. Danny Lim Sheng Hon: Election of Mr. Danny Lim Sheng Hon as a member of the Board of Directors.

Director — John “JT” Thatch: Mr. Thatch resigned as a member of the Board of Directors without any disagreement with the Company.

Entry Into a Material Definitive Agreement. As previously disclosed in the Quarterly Report for the Quarter Ending September 30, 2022 (the “10-Q”), on February 15, 2021, Maiden Biosciences, Inc. (“Maiden”) commenced an action against DSS, Inc. (“DSS”), Decentralized Sharing Systems, Inc. (“Decentralized”), HWH World, Inc. (“HWH”), RBC Life International, Inc. (“RBC International”) (together, the “DSS Defendants”), Frank D. Heuszel (“Heuszel”), RBC Life Sciences, Inc (“RBC”), Steven E. Brown,…

Other Events As we previously disclosed in our Quarterly Report for the Quarter Ending September 30, 2022 (the “10-Q”), on February 15, 2021, Maiden Biosciences, Inc. (“Maiden”) commenced an action against DSS, Inc. (“DSS”), Decentralized Sharing Systems, Inc. (“Decentralized”), HWH World, Inc. (“HWH”), RBC Life International, Inc. (“RBC International”) (together, the “DSS Defendants”), Frank D. Heuszel (“Heuszel”), RBC Life Sciences, Inc (“RBC”), Steven E. Brown, Clinton Howard, and Andrew H…

Changes in Registrant’s Certifying Accountant. (a) Change of Independent Registered Public Accounting Firm On June 29, 2022, the Company’s Board of Directors (the “Board”) approved replacing Turner, Stone & Company, LLP (the “Former Accountant”) as our independent registered public accounting firm, with Grassi & Co. CPAs, P.C. (the “New Accountant”) as our independent registered public accounting firm, effective July 1, 2022. The engagement of the New Accountant was recommended and approved b…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously reported in a Form 12b-25 Notification of Late Filing filed by DSS, Inc. (the “Company”) on August 16, 2022, the Company is delayed in filing with the Securities and Exchange Commission (the “SEC”) its Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 (the “Form 10-Q”) because additional time was needed for the Company to compile and analyze supporting documentati…

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review. On August 9, 2022, the Audit Committee of DSS, Inc. (the “Company”) resolved that the Company’s previously issued financial statements, contained within its Annual Report on Form 10-K for the fiscal year ended December 31, 2021, should no longer be relied upon due to errors in such financial statements. Therefore, a restatement of these prior financial statements is required. Accordin…