Beneficient closes $3M GP primary capital transaction, issues Series B-9 convertible preferred stock

On January 5, 2026, Beneficient, a Nevada corporation (the “Company”), through one of its subsidiaries, funded the closing of a primary capital transaction pursuant to definitive agreements entered into on December 31, 2025 with a customer with respect to a limited partner interest in an investment fund with a net asset value of $3,022,728 (the “Transaction”). Pursuant to the Transaction, the Company’s customized trust vehicles acquired a limited partner interest, and in exchange for such, the customer received 302,273 shares of the Company’s Series B-9 Resettable Convertible Preferred Stock, par value $0.001 per share (the “Series B-9 Preferred Stock”), with such Series B-9 Preferred Stock being convertible into shares of the Company’s Class A Common Stock, par value $0.001 per share (the “Class A Common Stock”).

On January 5, 2026, the Company filed a certificate of designation (the “B-9 Certificate of Designation”) with the Secretary of State of Nevada, effective as of the time of filing, designating the rights, preferences, privileges and restrictions of the shares of the Series B-9 Preferred Stock.