Professional Diversity Network issues $400K in convertible notes with 12% interest and conversion at floor of $0.47

Professional Diversity Network, Inc.

• Entered two convertible note purchase agreements on July 7 and July 9, 2025, for aggregate proceeds of $400,000.
• Notes bear 12% interest, mature in 360 days; default rate rises to 18%; unsecured and include customary events of default.
• Conversion price is greater of $0.47 floor or 80% of lowest of 15-day avg close, 10-day VWAP, or 3-day VWAP for First Note; Second Note uses 15-day avg close only.
• Issued to two non-affiliated accredited investors under Section 4(a)(2) and Regulation D exemption.
• Proceeds used for general corporate purposes; conversion shares are restricted securities.