Kaival Brands Innovations Group, Inc. — fact timeline

Kaival Brands Innovations Group, Inc.: Amended Article II, Section 1 to change the director range to not less than one nor more than five; added new Section 12 on advance notice procedures for stockholder director nominations; added new Section 13 granting board authority to approve asset sales without stockholder approval unless require (effective 2026-02-05).

“Amendments to the Company’s Bylaws as follows: ● Article II, Section 1 is amended to read: “The number of directors shall be not less than one (1) nor more than five (5); provided, however, that the number of directors shall not be reduced so as to shorten the tenure of any director at the time in office.” ● A new Article II, Section 12 is added as follows: “Nominations of persons for election to the board of directors may be made at any annual meeting of stockholders, or at any special meeting of stockholders called for the purpose of electing directors, (a) by or at the direction of the board of directors (or any duly authorized committee thereof) or (b) by any stockholder of the Corporation (i) who is a stockholder of record on the date of the giving of the notice provided for in this Section 2.11 and on the record date for the determination of stockholders entitled to vote at such meeting and (ii) who complies with the notice procedures set forth in this Section 2.11. In addition t”

Kaival Brands Innovations Group, Inc. received a nasdaq delisting notice notice regarding other.

“November 10, 2025, the Company received a letter (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) that stated the Staff’s belief that the Company is a public shell” and the continued listing of its securities is no longer warranted. In the Notice, the Staff explained that it based this belief on its review of the Company’s public disclosures and materials submitted to the Staff by the Company. The Staff further stated that such belief is supported by the Company’s lack of revenue generating assets and the substantial reduction in”

Kaival Brands Innovations Group, Inc. received a nasdaq extension granted notice regarding minimum bid price (rules 5550(a)(2)).

“October 2, 2025, the Company received a second letter from Nasdaq granting the Company’s request for a 180-day extension to regain compliance with the Bid Price Rule. The Company now has until March 30, 2026, to meet the requirement. As part of the Company’s request for the 180-day extension, the Company notified Nasdaq that it intends to regain compliance with the Bid Price Rule by effecting a reverse stock split, if necessary. If at any time prior to March 30, 2026, the bid price of the Company’s common stock closes at $1 per share or more for a minimum of 10 consecutive business days, the C”

Kaival Brands Innovations Group, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).

“April 3, 2025, Kaival Brands Innovations Group, Inc. (the “Company”) received notification from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it is not in compliance with the requirement to maintain a minimum closing bid price of $1.00 per share, as set forth in Nasdaq Listing Rule 5550(a)(2), because the closing bid price of the Company’s common stock (the “Common Stock”) was below $1.00 per share for 30 consecutive business days. The notification does not impact the listing of the Company’s Common Stock on The Nasdaq Capital Market at this time. In accordance with Nasdaq”

Mark Thoenes was appointed as Chief Executive Officer at Kaival Brands Innovations Group, Inc..

“appointed Mark Thoenes as interim chief executive officer of the Company, effective immediately.”

Nirajkumar Patel departed as Chief Executive Officer at Kaival Brands Innovations Group, Inc..

“Mr. Nirajkumar Patel who unexpectedly passed away on September 7, 2024.”

Kaival Brands Innovations Group, Inc. received a nasdaq deficiency notice notice regarding other (rules 5620(a)).

“April 30, 2024, Kaival Brands Innovations Group, Inc (the “Company”) received a notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that the date of April 29, 2024 provided by Nasdaq for the Company to hold an annual meeting to regain compliance with Nasdaq Listing Rule 5620(a) lapsed without the Company holding its annual meeting. The Notice further stated unless the Company requests an appeal of the above determination by May 7, 2024, Nasdaq has determined that the Company’s securities will be scheduled for delisting fr”

Ketankumar Patel was appointed as Director at Kaival Brands Innovations Group, Inc..

“On April 23, 2024, Ketankumar Patel was appointed to the Board of Directors of the Company.”

Ashesh Modi was appointed as Director at Kaival Brands Innovations Group, Inc..

“On April 23, 2024, Ashesh Modi was appointed to the Board of Directors of the Company.”

Kaival Brands Innovations Group, Inc. received a nasdaq deficiency notice notice regarding board independence.

“March 13, 2024, Kaival Brands Innovations Group, Inc. (the “Company,” “we” or “us”), received a letter from the Listing Qualifications Department (the “Staff”) of The NASDAQ Stock Market (“Nasdaq”) notifying the Company that, as a result of the resignation of Mr. John Brooks and Mr. George Chuang as directors of the Company (as described in”

Eric Morris was appointed as Interim Chief Financial Officer at Kaival Brands Innovations Group, Inc..

“On March 7, 2024, the Board appointed Eric Morris as the Company’s Interim Chief Financial Officer, to serve in such capacity until a successor is duly appointed and approved by the Board.”

Nirajkumar Patel was appointed as Chief Executive Officer at Kaival Brands Innovations Group, Inc..

“On March 7, 2024, the Board appointed Nirajkumar Patel, the Company’s Chief Science and Regulatory Officer, as the Company’s Chief Executive Officer.”

Eric Mosser resigned as President and Interim Chief Executive Officer at Kaival Brands Innovations Group, Inc..

“On March 8, 2024, Eric Mosser, President and the Interim Chief Executive Officer of the Company, provided written notice to the Company’s Board of his resignation, effectively immediately.”

Eric Mosser was appointed as President and Interim Chief Executive Officer at Kaival Brands Innovations Group, Inc..

“On February 23, 2024, the Board appointed Eric Mosser, a current Senior Advisor to the Company and the Chief Executive Officer of Kaival International Brands, LLC, a wholly owned subsidiary of the Company, as the Company’s President and Interim Chief Executive Officer, to serve in such capacity until a successor is duly appointed and approved by the Board.”

George Chuang resigned as Director at Kaival Brands Innovations Group, Inc..

“On February 26, 2024, George Chuang, a Director of the Company, provided written notice to the Company’s Board of his resignation, effectively immediately.”

Roger Brooks resigned as Director at Kaival Brands Innovations Group, Inc..

“On February 22, 2024, Roger Brooks, a Director of the Company, provided written notice to the Company’s Board of his resignation, effectively immediately.”

Stephen Sheriff resigned as Chief Operating Officer at Kaival Brands Innovations Group, Inc..

“On February 22, 2024, Stephen Sheriff, the Chief Operating Officer of the Company, provided written notice to the Company’s Board of his resignation, effectively immediately.”

Barry M. Hopkins resigned as Interim Chief Executive Officer at Kaival Brands Innovations Group, Inc..

“On February 22, 2024, Barry M. Hopkins, the Interim Chief Executive Officer, President, and Director of the Company, provided written notice to the Company’s Board of Directors (the “Board”) of his resignation, effectively immediately.”

Thomas Metzler resigned as Chief Financial Officer at Kaival Brands Innovations Group, Inc..

“On February 20, 2024, Thomas Metzler, the Chief Financial Officer, Secretary and Treasurer of the Company, provided written notice to the Company’s Board of his resignation, effectively immediately.”

Kaival Brands Innovations Group, Inc. received a nasdaq compliance regained notice regarding minimum bid price (rules 5550(a)(2)).

“February 8, 2024, the Company received written notice from Nasdaq stating that the Company has regained compliance with the Bid Price Rule and the matter is now closed. The Common Stock will continue to trade on Nasdaq, subject to the Company’s compliance with Nasdaq’s listing rules. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Dated: February 8, 2024 Kaival Brands Innovations Group, Inc. By: /s/ Barry M. Hopkins Barry M. Hopkins Executive Chair”

James P. Cassidy resigned as Director at Kaival Brands Innovations Group, Inc..

“On January 25, 2024, James P. Cassidy provided written notice to the board of directors (the “ Board ”) of Kaival Brands Innovations Group, Inc. (the “ Company ”) of his resignation from the Board, effective immediately.”

Kaival Brands Innovations Group, Inc. received a nasdaq extension granted notice regarding shareholders (rules 5620(a)).

“January 18, 2024 Nasdaq provided written notice to the Company that it determined to grant the Company an extension until April 29, 2024 to regain compliance with the Annual Meeting Listing Rule by holding an annual meeting of shareholders. At the annual meeting, shareholders must be afforded the opportunity to discuss Company affairs with management and, if required by the Company's governing documents, to elect directors. The Company expects to hold an annual meeting within such timeframe. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly”

Barry M. Hopkins was appointed as Interim Chief Executive Officer and President at Kaival Brands Innovations Group, Inc..

“On December 22, 2023, the Board appointed Mr. Hopkins as Interim Chief Executive Officer and President of the Company, to serve in such capacity until a successor is duly appointed and approved by the Board.”

Eric Mosser was appointed as Senior Advisor and Chief Executive Officer of Kaival International Brands, LLC at Kaival Brands Innovations Group, Inc..

“Pursuant to the Amendment, effective December 21, 2023, Mr. Mosser resigned as Chief Executive Officer and President of the Company and became a Senior Advisor to the Company and the Chief Executive Officer of Kaival International Brands, LLC, a wholly owned subsidiary of the Company (“KBI”).”

Kaival Brands Innovations Group, Inc. incurred debt of $864,000 with Mr. Advance LLC maturing approximately 28 weeks.

“Pursuant to the Advance Agreement, the Company sold future receivables in the principal amount of $864,000 (the “Advance Future Receivables”) to Advance in a private transaction for a purchase price of $600,000”

Kaival Brands Innovations Group, Inc. incurred debt of $864,000 with Clearview Funding Solutions LLC maturing approximately 28 weeks.

“Pursuant to the Clearview Agreement, the Company sold future receivables in the principal amount of $864,000 (the “Clearview Future Receivables”) to Clearview in a private transaction for a purchase price of $600,000”

Kaival Brands Innovations Group, Inc. terminated Securities Purchase Agreement with AJB Capital Investments, LLC valued at Repaid $650,180.56 in full; Purchaser retained 400,000 Commitment Fee Shares (effective 2023-12-01).

“On December 1, 2023, the Company repaid all amounts due and owing under the Note in full, in an aggregate amount, including accrued interest, equal to $650,180.56. In connection with the repayment of the Note, the Company agreed that the Purchaser would be permitted to retain all of the Commitment Fee Shares.”

Kaival Brands Innovations Group, Inc. received a nasdaq deficiency notice notice regarding other (rules 5620(a)).

“November 7, 2023, Kaival Brands Innovations Group, Inc., a Delaware corporation (the “ Company ”) received written notice (the “ Notice ”) from the Listing Qualifications Department of The Nasdaq Stock Market (“ Nasdaq ”) stating that the Company failed to hold an annual meeting of shareholders within twelve ( 12) months after its fiscal year ended on October 31, 2022, as required by Nasdaq Listing Rule 5620(a) (the “ Annual Meeting Listing Rule ”). The Notice is only a notification of deficiency, not of imminent delisting. Therefore, the Notice has no current effect on the listing or trading”

Barry M. Hopkins was appointed as Executive Chairman at Kaival Brands Innovations Group, Inc..

“On November 6, 2023, the Company’s board of directors (the “ Board ”), pursuant to the powers of the Board provided for under applicable Delaware law, approved the creation of the new officer position of Executive Chairman and appointed Barry M. Hopkins, the current Chairman of the Board of the Company, to the office of Executive Chairman.”

Kaival Brands Innovations Group, Inc. reported fiscal 2023 third quarter ended July 31, 2023 results: net income $1.8 million, EPS $0.03 basic and diluted net loss per share.

“Revenues for the third quarter of fiscal year 2023 were $3.6 million, compared to $3.8 million in the same period of the prior fiscal year.”

Eric Mosser changed role as Chief Executive Officer at Kaival Brands Innovations Group, Inc..

“Mr. Sheriff succeeds Eric Mosser, who had served as the Company’s Chief Operating Officer prior to his recent promotion to Chief Executive Officer of the Company.”

Stephen Sheriff was appointed as Chief Operating Officer and Investor Relations Officer at Kaival Brands Innovations Group, Inc..

“appointed Stephen Sheriff as the Company’s Chief Operating Officer and Investor Relations Officer.”

Kaival Brands Innovations Group, Inc. amended Deed of Amendment No. 1 with Philip Morris Products S.A. valued at approximately $135,000 (effective 2023-06-30).

“On August 12, 2023, Kaival Brands Innovations Group, Inc. (the “Company”) executed and entered into a Deed of Amendment No. 1 (the “PMI License Amendment”) with Philip Morris Products S.A. (“PMPSA”), Bidi Vapor LLC (“Bidi Vapor”) and Kaival Brands International, LLC, a wholly-owned subsidiary of the Company (“KBI”).”

Kaival Brands Innovations Group, Inc. incurred debt of $580,000 with Mr. Advance LLC at 9% per annum maturing approximately 28 weeks.

“Pursuant to the Advance Agreement, the Company sold future receivables in the principal amount of $580,000 (the “Advance Future Receivables”) to Advance in a private transaction for a purchase price of $400,000”

Kaival Brands Innovations Group, Inc. incurred debt of $580,000 with Clearview Funding Solutions LLC maturing approximately 28 weeks.

“ordinary course of business of the Company and are material to the Company. Pursuant to the Clearview Agreement, the Company sold future receivables in the principal amount of $580,000 (the “Clearview Future Receivables”) to Clearview in a private transaction for a purchase price of $400,000 (giving effect to original issue discount of $180,000). In connection”

Kaival Brands Innovations Group, Inc. incurred loan of $650,000 with AJB Capital Investments, LLC at 10% per annum maturing February 8, 2024.

“On August 9, 2023, Kaival Brands Innovations Group, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “SPA”) with AJB Capital Investments, LLC (the “Purchaser”), pursuant to which the Company sold a Promissory Note in the principal amount of $650,000 (the “Note”) to the Purchaser in a private transaction for a purchase price of $585,000 (giving effect to original issue discount of $65,000).”

Kaival Brands Innovations Group, Inc. entered into Securities Purchase Agreement with AJB Capital Investments, LLC valued at $650,000 (effective 2023-08-09).

“On August 9, 2023, Kaival Brands Innovations Group, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “SPA”) with AJB Capital Investments, LLC (the “Purchaser”), pursuant to which the Company sold a Promissory Note in the principal amount of $650,000”

Kaival Brands Innovations Group, Inc. received a nasdaq extension granted notice regarding minimum bid price (rules 5550(a)(2)).

“August 1, 2023, Nasdaq notified the Company that its has received a 180-day extension to comply with the Bid Price Rule until January 29, 2024, by which date the Company must evidence compliance with the Bid Price Rule for at least ten (10) consecutive business days. If compliance cannot be demonstrated by January 29, 2024, Nasdaq will provide written notification to the Company that its common stock will be delisted. In the event of such a notification, the Company may appeal Nasdaq’s determination. There can be no assurance Nasdaq would grant any such request for continued listing. The Compa”

Mark Thoenes departed as Interim Chief Financial Officer at Kaival Brands Innovations Group, Inc..

“Mr. Metzler replaces Mark Thoenes, who has served as the Company’s Interim Chief Financial Officer since June 2021.”

Thomas Metzler was appointed as Chief Financial Officer, Treasurer and Secretary at Kaival Brands Innovations Group, Inc..

“the Board of Directors (the “ Board ”) of Kaival Brands Innovations Group, Inc. (the “ Company ”) appointed Thomas Metzler as the Company’s Chief Financial Officer, Treasurer and Secretary.”

Kaival Brands Innovations Group, Inc. reported the fiscal 2023 second quarter ended April 30, 2023 results: revenue approximately $3.0 million.

“Revenues for the second quarter of fiscal year 2023 were approximately $3.0 million, compared to approximately $3.1 million in the same period of the prior fiscal year.”

Mark Thoenes was appointed as Director at Kaival Brands Innovations Group, Inc..

“The Board subsequently appointed Messrs. Barry M. Hopkins, David Worner and Mark Thoenes to the Board to fill the three resulting vacancies.”

David Worner was appointed as Director at Kaival Brands Innovations Group, Inc..

“The Board subsequently appointed Messrs. Barry M. Hopkins, David Worner and Mark Thoenes to the Board to fill the three resulting vacancies.”

Barry M. Hopkins was appointed as Chairman of the Board at Kaival Brands Innovations Group, Inc..

“The Board subsequently appointed Messrs. Barry M. Hopkins, David Worner and Mark Thoenes to the Board to fill the three resulting vacancies.”

Paul Reuter resigned as Chairman of the Board at Kaival Brands Innovations Group, Inc..

“On March 18, 2023, Paul Reuter notified the Board of Directors (the “ Board ”) of Kaival Brands Innovations Group, Inc. (the “ Company ”) of his intent to retire and resign from the office of Chairman of the Board and each Board committee on which he serves, effective immediately.”

Kaival Brands Innovations Group, Inc. reported the fiscal 2023 first quarter ended January 31, 2023 results: revenue approximately $2.5 million, net income approximately $3.0 million, EPS $0.05 basic and diluted net loss per share.

“Revenues for the first quarter of fiscal year 2023 were approximately $2.5 million, compared to approximately $2.8 million in the same period of the prior fiscal year.”

Kaival Brands Innovations Group, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“se the closing bid price for the Company’s common stock has fallen below $1.00 per share for 30 consecutive business days (December 14, 2022 through January 17, 2023), the Company no longer complies with the minimum bid price requirement for continued listing on the Nasdaq Capital Market under Rule 5550(a)(2) of the Nasdaq Listing Rules. Nasdaq’s notice has no immediate effect on the listing of the Company’s common stock on the Nasdaq Capital Market. Pursuant to Nasdaq Marketplace Rule 5810(c)(3)(A), the Company has been provided with a compliance period of 180 calendar days, or until July 31”

Kaival Brands Innovations Group, Inc. reported the fourth fiscal quarter and the full year ended October 31, 2022 results: revenue approximately $3.0 million.

“Revenues for the fourth fiscal quarter ended October 31, 2022 were approximately $3.0 million”

Kaival Brands Innovations Group, Inc. amended Fourth Amendment to Service Agreement with QuikfillRx, LLC (effective 2022-11-09).

“On November 9, 2022, Kai val Brands Innovations Group, Inc., a Delaware corporation (the “Company”), entered into a Fourth Amendment to Service Agreement (the “Amendment”) with QuikfillRx, LLC (“QuikfillRx”), the third party vendor responsible for executing the Company’s marketing and sales strategies.”

Eric Mosser was appointed as President at Kaival Brands Innovations Group, Inc..

“On June 24, 2022, the Board appointed Eric Mosser, the Company’s current Chief Operating Officer, as President, effective immediately.”