Banzai International issues $2M convertible note to YA II PN; receives $890K initially

Banzai International, Inc.

Convertible promissory note of $2M principal; $890K received after 10% discount and fees.
Remaining $900K (net of 10% discount) due upon effectiveness of S-1 registration (File 333-290241).
Note matures March 16, 2026; interest at 6% (18% on default), conversion price $2.50/share.
Monthly installments of $500K principal plus 4% premium and interest starting 30 days from issuance.
Company may redeem at its option if VWAP below conversion price, with 10 trading days' notice.

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