GridAI adds $536K third advance to Pronghorn note; aggregate principal $3.5M, convertible into 10% of Pronghorn

GridAI Technologies Corp.

Third advance of $536,000 to Pronghorn Resources, LLC; prior advances were $2,000,000 (July 17, 2026) and $964,000 (Sept. 4, 2026), bringing aggregate principal to $3,500,000.
Principal due on the earlier of Dec. 31, 2026 or a Change of Control Transaction; 7% annual interest accrues from the Maturity Date and is payable in cash.
On an uncured Event of Default, GridAI may convert the Payment Amount into membership interests equal to 10% of Pronghorn's fully diluted capitalization.
Second Amendment to Security Agreement amends the 'Note' definition to reference the Second Amended Note; loan remains secured by Pronghorn assets under the July 17, 2026 Security Agreement.
Pronghorn agreed to use proceeds per Schedule B and is barred from new debt or liens beyond Permitted Indebtedness/Liens without GridAI's consent.

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