Sonim adopts poison pill in response to Orbic's $4.00/share takeover proposal; accelerates executive RSU vesting

DNA X, Inc.

Adopted limited-duration stockholder rights agreement triggered at 15.5% ownership (20% for passive investors), expiring April 21, 2026.
Response to unsolicited Orbic North America proposal to buy outstanding shares for $4.00 per share and Orbic's rapid accumulation.
Accelerated vesting of all previously granted RSUs for 81 employees effective April 17, 2025, including CEO Peter Liu (63,604 RSUs), CFO Clay Crolius (33,922), and CCO Charles Becher (70,671).
Rights include flip-in, flip-over, and exchange provisions; redeemable at $0.001 per right before an acquiring person emerges.
Board created Series A Junior Participating Preferred Stock with economic terms similar to 1,000 shares of common per preferred share.

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