Big Digital Energy exchanges $2.57M debt for 442,899 shares to related party

Big Digital Energy, Inc.

Exchanged $2,500,000 principal plus $68,815.71 interest on Revolving Line of Credit Note dated May 28, 2026, for 442,899 shares at $5.80/share.
Endeavor Blockchain, LLC, the counterparty, is wholly owned by Executive Chair Joshua A. Kilgore; exchange closed Sept 21, 2026.
Shares issued unregistered under Section 3(a)(9); registration rights agreement requires filing resale registration by Oct 9, 2026 and effectiveness by Nov 17, 2026.
Debt and interest fully cancelled upon issuance; transaction treated as recapitalization under Section 368(a)(1)(E).

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