22nd Century Group extends stockholder approval deadline to Feb 23, 2026, amends Preferred Stock terms

22nd Century Group, Inc.

• Extends Stockholder Approval Deadline from 90 days post-closing to February 23, 2026.
• Waives prior failure to obtain approval; if not obtained by new deadline, investors may require redemption at 100% Stated Value.
• ATM facility sales limited to price >= $2.00 and volume caps (5-10% of daily volume); sales prohibited if approval not obtained by deadline.
• Company will seek approval for reverse stock split to comply with Nasdaq rules and a future offering of preferred stock and warrants up to $20 million.
• Warrants amended to provide anti-dilution adjustments for issuances below exercise price, effective after stockholder approval date.