The filing is about an equity plan amendment, not a management change.

NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING. On September 11, 2025, VirnetX Holding Corporation (the “Company”), acting pursuant to authorization from its Board of Directors, notified the New York Stock Exchange (the “NYSE”) of its intention to voluntarily withdraw the listing of its common stock, par value $0.0001 per share (the “Common Stock”) from the NYSE and transfer the listing to The Nasdaq Stock Market LLC (“Nasdaq”), effective o…

NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING. On August 28, 2024, VirnetX Holding Corporation (the “ Company ”) received written notice (the “ Notice ”) from the New York Stock Exchange (the “ NYSE ”) that the Company is no longer in compliance with NYSE’s continued listing standards set forth in Section 802.01B (the “ Minimum Market Capitalization Standard ”) due to the fact that the Company’s average global market capitalization over a…

The filing pertains to the approval of an amendment to the equity incentive plan, not a management change.

Chief Operating Officer — Darl McBride: Mr. McBride was promoted to Chief Operating Officer of the Company.

MATERIAL MODIFICATION TO RIGHTS OF SECURITY HOLDERS To the extent required by

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On March 29, 2023, VirnetX Holding Corporation (the “ Company ”) entered into a cooperation letter agreement (the “ Agreement ”) with The Radoff Family Foundation, Bradley L. Radoff, JEC II Associates, LLC, Michael Torok (collectively, the “ Radoff/JEC Group ”). Among other things, the Agreement provides that: • The Company agreed to declare and pay a special dividend of $1.00 on its common stock (the “ Special Dividend ”). • The Company committed t…

OTHER EVENTS. On March 30, 2023, the Company announced the Special Dividend. The Special Dividend will be payable on April 17, 2023 to shareholders of record as of the close of business on April 10, 2023, and issued a press release entitled “VirnetX Declares Special Cash Dividend of $1.00 Per Share.” A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference.

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report of Completed Interim Review. On May 9, 2022, after discussing with the management of VirnetX Holding Corporation (the “Company”) and Farber Hass Hurley LLP (“FHH”), the Company’s independent public accounting firm, the Company’s Audit Committee of the Board of Directors (the “Audit Committee”) concluded that the Company’s previously issued financial statements as of and for the year ended December 31, 2021 (the “…

The filing details the approval and payment of discretionary bonuses to certain officers.

Chief Financial Officer — Katherine Allanson: Ms. Allanson was promoted from Controller to Chief Financial Officer.

The filing details the discretionary annual incentive bonuses awarded to senior executives.