Director — Mike Mulica: The filing discloses a compensatory arrangement (substitute cash grant in lieu of RSUs) for board members, not a change in management or officer status.

Other Events. Based on the foregoing transactions, as of the date of the filing of this Current Report on Form 8-K/A, the Company believes it has stockholders’ equity in excess of the $2.5 million stockholders’ equity requirement for continued listing on The Nasdaq Capital Market pursuant to Listing Rule 5550(b)(1) (the “Equity Rule”), as reflected in the pro forma stockholders’ equity balance provided below. The Company is awaiting Nasdaq’s formal determination that it has evidenced complian…

Unregistered Sales of Equity Securities. On August 7, 2026, the Company sold and issued the remaining 416,667 shares of Series B Preferred Stock purchasable pursuant to the Purchase Agreement in exchange for cash proceeds of $2.5 million.

Unregistered Sales of Equity Securities. On July 8, 2026, the Company sold and issued an aggregate of 929,864 shares of Series B Preferred Stock in exchange for cash proceeds of $2.5 million and the cancellation of $3.1 million of the outstanding balance under the convertible promissory note. The Company expects to consummate the sale and issuance of the remaining 416,667 shares subscribed for under the Purchase Agreement on or prior to August 14, 2026.

Other Events. Based on the foregoing transactions, as of the date of the filing of this Current Report on Form 8-K/A, the Company believes it has stockholders’ equity in excess of the $2.5 million stockholders’ equity requirement for continued listing on The Nasdaq Capital Market, as reflected in the pro forma stockholders’ equity balance provided below. The Company is awaiting Nasdaq’s formal determination that it has evidenced compliance with the minimum stockholders’ equity rule and intend…

Material Modification to Rights of Security Holders. The information set forth below in

The Series B Preferred Stock will be issued and sold, and the underlying shares of Common Stock will be issued, without registration under the Securities Act in reliance on the exemptions provided by Section 4(a)(2) of the Securities Act and Rule 506 promulgated under the Securities Act and in reliance on similar exemptions under applicable state laws.

Entry into a Material Definitive Agreement. Securities Purchase Agreement On June 29, 2026, DNA X, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with DNA Holdings Venture, Inc. (“DNA Holdings”), a holder of more than 5% of the Company’s outstanding capital stock and an entity associated with Scott Walker, a member of the Company’s board of directors, pursuant to which the Company agreed to issue and sell, in a private placement, 1,346,531 shares…

Material Modification to Rights of Security Holders. The information set forth below in

Termination of a Material Definitive Agreement. As previously disclosed, on September 29, 2025, DNA X, Inc. (the “Company”) and Chardan Capital Markets LLC (“Chardan”) entered into a ChEF Purchase Agreement (the “ChEF Agreement”) pursuant to which Chardan committed to purchase, subject to certain limitations and conditions set forth in the ChEF Agreement, up to $500 million of shares of the Company’s common stock, par value $0.001 per share, and a Registration Rights Agreement (the “Registrat…

Entry Into a Material Definitive Agreement. Securities Purchase Agreement; Issuance of Convertible Note On May 20, 2026, DNA X, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with DNA Holdings Venture, Inc. (the “Purchaser”) pursuant to which the Company sold and issued to the Purchaser a convertible promissory note (the “Note”) in the principal amount of $3,052,787.68 for an aggregate purchase price in the same amount. The transactions contemplat…

Creation of a Direct Financial Obligation or an Obligation under an Off-Balane Sheet Arrangement of a Registrant. The information set forth in

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously disclosed, on August 22, 2025, the Company received a letter from the staff of the Nasdaq Listing Qualifications Department (the “Staff”) notifying the Company that it was not in compliance with Nasdaq Listing Rule 5550(b)(1), which requires companies listed on the Nasdaq Capital Market to maintain stockholders’ equity of at least $2,500,000 (the “Stockholders’ Equity Requirement…

The Note was issued in reliance upon the exemption from registration afforded by Section 4(a)(2) of the Securities Act and/or Rule 506(b) of Regulation D promulgated under the Securities Act. The Purchaser has represented to the Company that it is an “accredited investor” as defined in Rule 501(a) under the Securities Act. The Purchaser has represented that it is acquiring the Note as principal for its own account and not with a view to or for distributing or reselling the Note or any part th…

Results of Operations and Financial Condition. On May 20, 2026, DNA X, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended March 31, 2026 (the “Press Release”). A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Changes in Registrant’s Certifying Accountant. Dismissal of Independent Registered Public Accounting Firm On April 27, 2026, the Audit Committee of the Board of Directors (the “Audit Committee”) of DNA X, Inc. (the “Company”) dismissed Baker Tilly US, LLP (“Baker Tilly”) as the Company’s independent registered public accounting firm. Baker Tilly’s audit reports on the Company’s consolidated financial statements for the fiscal years ended December 31, 2025 and December 31, 2024 did not contain…

Results of Operations and Financial Condition. On April 14, 2026, DNA X, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended December 31, 2025 (the “Press Release”). A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Material Modification to Rights of Security Holders. The information contained above under the heading “ Convertible Promissory Note ” in

Entry into a Material Definitive Agreement. Note Offering and Purchase of Membership Interest On December 15, 2025, Sonim Technologies, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with DNA Holdings Venture, Inc. (“DNA Holdings”) and issued a convertible promissory note in the original principal amount of $1,200,000 (the “DNA Note”), in a private placement (the “Offering”). The Company paid no placement agent fees in connection with the Offering…

Unregistered Sales of Equity Securities. The information contained above under the headings “ Membership Interest Purchase Agreement ” and “ Exchange Agreement ” in

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information contained above under the heading “ Note Offering and Purchase of Membership Interest ” in

Completion of Acquisition or Disposition of Assets. The information contained above under the heading “ Note Offering and Purchase of Membership Interest ” in

Material Modification to Rights of Security Holders. The information contained above under the heading “ Convertible Promissory Note ” in

Completion of Acquisition or Disposition of Assets. The information contained above under the heading “ Note Offering and Purchase of Membership Interest ” in

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information contained above under the heading “ Note Offering and Purchase of Membership Interest ” in