SpringBig Holdings, Inc. — fact timeline

Jason Moos resigned as Chief Financial Officer at SpringBig Holdings, Inc..

“Mr. Moos resigned from his position as Chief Financial Officer of the Company, effective June 30, 2026”

James Cabral departed as Chief Operating Officer at SpringBig Holdings, Inc..

“Effective June 16, 2026 (the “Effective Date”), James Cabral ceased serving as Chief Operating Officer of SpringBig Holdings, Inc. (the “Company”) and is no longer employed by the Company.”

Jaret Christopher resigned as Chief Executive Officer at SpringBig Holdings, Inc..

“On May 28, 2026 (the “Effective Date”), SpringBig Holdings, Inc. (the “Company”) entered into a Separation Agreement (the “Separation Agreement”) with Jaret Christopher and Mr. Christopher’s service with the Company as Chief Executive Officer and a director concluded.”

SpringBig Holdings, Inc. reported a default on senior notes with Shalcor Management, Inc. and Lightbank II, L.P..

“On May 15, 2026, the Lead Noteholders sent a "Notice of Suspension of Rights and Exercise of Rights with respect to Pledged Securities, and Reservation of Rights" to the Company, resulting in the immediate suspension of all voting and other consensual rights of the Company on account of the Company's equity interests in SpringBig Inc., its wholly-owned subsidiary through which it operates its business (the "Operating Subsidiary"), and immediate vesting of all such voting and other consensual rights in Shalcor Management Inc., as collateral agent and administrative agent under the Notes.”

SpringBig Holdings, Inc. reported first quarter ended March 31, 2026 results: revenue $5.4 million, net income $(0.5) million.

“results for the first quarter ended March 31, 2026. First Quarter 2026 Highlights All comparisons are versus the first quarter of 2025 unless otherwise noted. ● Revenue of $5.4 million, compared with $5.5 million ● Subscription revenue of $4.8 million, consistent year-over-year, representing 88% of total revenue ● Gross profit of $3.6 million, impacted by”

SpringBig Holdings, Inc. reported a default on senior notes of approximately $1.6 million and $8.2 million, respectively with Shalcor Management, Inc. and Lightbank II, L.P. maturing January 2027.

“exercise any other remedies provided therein. As of April 27, 2026, the outstanding amount of the 2024 Secured Term Notes and 2024 Secured Convertible Notes was approximately $1.6 million and $8.2 million, respectively. At this time, the holders of the Notes have not: (i) accelerated or demanded any payment of principal; (ii) foreclosed on all or any part of any”

David Schachter was appointed as Vice President of Business Development at SpringBig Holdings, Inc..

“as well as David Schachter as Vice President of Business Development”

Jason Moos was appointed as Chief Financial Officer at SpringBig Holdings, Inc..

“and Jason Moos as Chief Financial Officer”

James Cabral was appointed as Chief Operating Officer at SpringBig Holdings, Inc..

“the appointments of James Cabral as Chief Operating Officer”

Jaret Christopher was appointed as Class II Director at SpringBig Holdings, Inc..

“On April 23, 2025, the Board increased its size from five to six members and appointed Mr. Christopher as a Class II director.”

Jaret Christopher was appointed as Member of the Board of Directors at SpringBig Holdings, Inc..

“Upon his appointment as Chief Executive Officer, the Board intends to appoint Mr. Christopher as a member of the Board (without additional compensation), increasing the size of the Board as necessary.”

Jaret Christopher was appointed as Chief Executive Officer at SpringBig Holdings, Inc..

“SpringBig Holdings, Inc. (the “Company”) announced that it has agreed to appoint Jaret Christopher as Chief Executive Officer effective April 1, 2025 (the “Appointment”).”

Jeffrey Harris departed as Chief Executive Officer at SpringBig Holdings, Inc..

“Jeffrey Harris has announced his intention to separate from his position as the Company’s CEO and an employee of the Company.”

Marc Shiffman was appointed as Class II Director and Lead Independent Director at SpringBig Holdings, Inc..

“On September 23, 2024, pursuant to the Nomination Agreement, the Board appointed Marc Shiffman, age 57, as a Class II director of the Board.”

Shawn Dym resigned as Member of the Board and Chair of the Audit Committee at SpringBig Holdings, Inc..

“Effective at 12 noon on September 23, 2024, Mr. Dym resigned as a member of the Board, including as Chair of the Audit Committee.”

SpringBig Holdings, Inc. reported the first quarter ended March 31, 2024 results: revenue $6.5 million, net income $0.4 million, EPS $0.01. Guidance raised.

“by 34% year-on- year and expect a continuing positive trend in our Adjusted EBITDA* margins as the year progresses.” First Quarter 2023 Financial Highlights: ● Revenue was $6.5 million, compared to $7.2 million in the prior year. ● Subscription revenue represents 83% of total revenue at $5.4 million, compared to $5.7 million in the prior year. ● Gross profit”

Mark Silver was appointed as Director at SpringBig Holdings, Inc..

“On May 10, 2024, pursuant to the Nomination Agreement, the Board appointed Mark Silver as a Class I director of the Board.”

SpringBig Holdings, Inc. engaged WithumSmith+Brown, PC as its auditor.

“On April 9, 2024, the Audit Committee of the Company approved the appointment of WithumSmith+Brown, PC (“Withum”) as the Company’s independent registered public accounting firm for the fiscal year ended December 31, 2024.”

SpringBig Holdings, Inc. dismissed Marcum LLP as its auditor.

“On April 9, 2024, the Audit Committee of SpringBig Holdings, Inc. (the “Company”) approved the dismissal of Marcum LLP (“Marcum”) as its independent registered public accounting firm, with immediate effect.”

SpringBig Holdings, Inc. reported the fourth quarter and full year ended December 31, 2023 results: revenue $6.8 million, net income $(3.2) million, EPS $(0.07). Guidance initiated.

“with an optimized operating expense base we expect to generate Adjusted EBITDA* margins of 12% to 15% in 2024.” Fourth Quarter 2023 Financial Highlights: ● Revenue increased to $6.8 million, up 1% year-on-year. ● Subscription revenue was up 10% year-on-year. ● Gross profit was $4.8 million, representing a gross profit margin of 70%. ● Operating expenses reduced by”

SpringBig Holdings, Inc. entered into Director Nomination Agreement with Shalcor Management, Inc. and Lightbank II, L.P. (effective 2024-01-23).

“In connection with the closing of the notes, the Company entered into a Director Nomination Agreement (“Nomination Agreement”) on the Closing Date with Shalcor Management, Inc., an Alberta corporation (“Shalcor”), and Lightbank II, L.P., a Delaware limited partnership (“Lightbank” and, together with Shalcor, the “Investors”), each of which is a Purchaser.”

Jon Trauben resigned as Director at SpringBig Holdings, Inc..

“Phil Schwarz and Jon Trauben resigned as members of the Board”

Phil Schwarz resigned as Director at SpringBig Holdings, Inc..

“Phil Schwarz and Jon Trauben resigned as members of the Board”

Shawn Dym was appointed as Class II director at SpringBig Holdings, Inc..

“Mr. Dym as a Class II director of the Board”

Matt Sacks was appointed as Class I director at SpringBig Holdings, Inc..

“the Board appointed Mr. Sacks as a Class I director of the Board”

SpringBig Holdings, Inc. reported the year ending December 31, 2024 results: revenue $29.5 - $32.5 million. Guidance initiated.

“For the year ending December 31, 2024, the Company expects revenue to be in the range $29.5 - $32.5 million, representing approximately 10% at the midpoint, and Adjusted EBITDA* profit in the range $3.5 - $5.0 million”

SpringBig Holdings, Inc. reported the year ended December 31, 2023 results: revenue $28.0 - $28.5 million. Guidance reaffirmed.

“For the year ended December 31, 2023, springbig currently expects revenue and Adjusted EBITDA* to be in line with guidance previously provided at the announcement of our third-quarter earnings, namely revenue in the range $28.0 - $28.5 million and Adjusted EBITDA* loss of approximately $(3.4) million”

SpringBig Holdings, Inc. entered an off-balance-sheet arrangement for debt of Issuance of 1,000,000 shares of Common Stock to settle obligations with L1 Capital Global Opportunities Master Fund.

“In addition, in connection therewith, the Company issued 1,000,000 shares of Common Stock to the Holder, which did not involve any underwriters, underwriting discounts or commissions, or any public offering.”

SpringBig Holdings, Inc. incurred term loan of $1.6 million of 12% Senior Secured Term Promissory Notes due 2026 with purchasers party to the Purchase Agreement at 12% per annum maturing two years after the date of issuance (maturity in 2026).

“On January 23, 2024 (the “Closing Date”), the Company entered into a note purchase agreement (the “Purchase Agreement”) to sell up to (i) a total of $6.4 million of 8% Senior Secured Convertible Promissory Notes due 2026 (the “Convertible Notes”) and (ii) a total of $1.6 million of 12% Senior Secured Term Promissory Notes due 2026 (the “Term Notes”) in a private placement with the purchasers party thereto (the “Purchasers”).”

SpringBig Holdings, Inc. incurred convertible notes of $6.4 million of 8% Senior Secured Convertible Promissory Notes due 2026 with purchasers party to the Purchase Agreement at 8% per annum maturing two years after the date of issuance (maturity in 2026).

“On January 23, 2024 (the “Closing Date”), the Company entered into a note purchase agreement (the “Purchase Agreement”) to sell up to (i) a total of $6.4 million of 8% Senior Secured Convertible Promissory Notes due 2026 (the “Convertible Notes”) and (ii) a total of $1.6 million of 12% Senior Secured Term Promissory Notes due 2026 (the “Term Notes”) in a private placement with the purchasers party thereto (the “Purchasers”).”

SpringBig Holdings, Inc. entered into Registration Rights Agreement with Purchasers (effective 2024-01-23).

“In addition, on the Closing Date, the Company entered into the Registration Rights Agreement with the Purchasers (the “Registration Rights Agreement”), pursuant to which the Company granted the Purchasers certain registration rights”

SpringBig Holdings, Inc. entered into Purchase Agreement with Purchasers valued at a total of $6.4 million of Convertible Notes and a total of $1.6 million of Term Notes (effective 2024-01-23).

“On January 23, 2024 (the “Closing Date”), the Company entered into a note purchase agreement (the “Purchase Agreement”) to sell up to (i) a total of $6.4 million of 8% Senior Secured Convertible Promissory Notes due 2026 (the “Convertible Notes”) and (ii) a total of $1.6 million of 12% Senior Secured Term Promissory Notes due 2026 (the “Term Notes”) in a private placement with the purchasers party thereto (the “Purchasers”).”

SpringBig Holdings, Inc. entered into Debt Settlement Agreement with L1 Capital Global Opportunities Master Fund valued at $2,879,872 (effective 2024-01-16).

“On January 16, 2024, the Company and L1 Capital Global Opportunities Master Fund, a Cayman Island business organization, which as of that date held the entire amount of the Existing Convertible Notes and the Existing Convertible Warrant (the “Holder”), entered into an agreement to settle the Existing Convertible Notes (the “Debt Settlement Agreement”).”

SpringBig Holdings, Inc. reported nine-month period ended September 30, 2023 results: revenue $21.3 million, net income $(7.0) million. Guidance reaffirmed.

“shares outstanding. Total shares outstanding as of September 30, 2023, were 43.5 million. Nine Months Ended September 30, 2023 Financial Highlights: ● Revenue increased to $21.3 million, an increase of 7% from the prior year. ● Subscription revenue was $17.2 million, a year-on-year increase of 19%; recurring subscription revenue now represents 81% of total”

SpringBig Holdings, Inc. reported three-month period ended September 30, 2023 results: revenue $6.9 million, net income $(2.7) million, EPS $(0.07). Guidance reaffirmed.

“to focus on converting our customers to subscription revenue contracts and judiciously managing our working capital.” Third Quarter 2023 Financial Highlights: ● Revenue was $6.9 million, down 5% year-on-year. ● Subscription revenue was up 13% year-on-year. ● Gross profit was $5.2 million, a margin of 77%. ● Adjusted EBITDA* loss was $(0.9) million compared to a”

SpringBig Holdings, Inc. entered into Settlement Agreement with Michael Gross, Yuzz Buzz, LLC, Jason Wright valued at total amount of $525,170 (effective 2023-09-07).

“Effective September 7, 2023 (the “Effective Date”), YB, Mr. Gross and Jason Wright, on the one hand (together, the “YB Parties”), and the Company, SpringBig, Inc., Medici Holdings V, Inc. (f/k/a SpringBig, Inc.) and Mr. Harris, on the other hand (together, the “SpringBig Parties”), entered into the Settlement Agreement (the “Settlement Agreement”), pursuant to which the parties agreed to resolve and settle all litigation, claims and disputes between them as more specifically set forth in, and subject to the terms and conditions of, the Settlement Agreement.”

SpringBig Holdings, Inc. received a nasdaq delisting notice notice regarding market value (rules 5450(b)(2)(A)).

“September 1, 2023, (i) the Board of Directors of SpringBig Holdings, Inc. (the “Company”) determined that it would not be in the best interest of the Company or its shareholders to meet the continued listing requirements of the Nasdaq Capital Market, (ii) the Company notified the Nasdaq Stock Market LLC (“Nasdaq”) that it was withdrawing its appeal of the Nasdaq Listings Qualification staff’s delist determination dated March 7, 2023, for the Company’s failure to meet the market value of listed securities requirement in Nasdaq Listing Rule 5450(b)(2)(A) and (iii) the Company received a letter f”

Patricia Glassford resigned as Director at SpringBig Holdings, Inc..

“On August 30, 2023, Amanda Lannert and on August 31, 2023, Steven Bernstein and Patricia Glassford resigned as members of the Board effective immediately on such dates, as applicable, including as a member of all Board committees of which they are a member.”

Steven Bernstein resigned as Director at SpringBig Holdings, Inc..

“On August 30, 2023, Amanda Lannert and on August 31, 2023, Steven Bernstein and Patricia Glassford resigned as members of the Board effective immediately on such dates, as applicable, including as a member of all Board committees of which they are a member.”

Amanda Lannert resigned as Director at SpringBig Holdings, Inc..

“On August 30, 2023, Amanda Lannert and on August 31, 2023, Steven Bernstein and Patricia Glassford resigned as members of the Board effective immediately on such dates, as applicable, including as a member of all Board committees of which they are a member.”

SpringBig Holdings, Inc. reported second quarter ended June 30, 2023 results: revenue $7.2 million, net income $(2.0) million, EPS $(0.06).

“Adjusted EBITDA during Q3 and to generate positive Adjusted EBITDA for the second half of the fiscal year.” Second Quarter 2023 Financial Highlights: • Revenue increased to $7.2 million, up 12% year-on-year. • Subscription revenue was up 19% year-on-year. • Net dollar retention rate was 100% for the twelve months ended June 30, 2023. • Gross profit was $5.7”

SpringBig Holdings, Inc. reported the year ending December 31, 2023 results: revenue $31.0 million to $32.5 million. Guidance initiated.

“For the year ending December 31, 2023, springbig currently expects revenue in the range of $31.0 million to $32.5 million, representing 19% growth at the mid-point, and an Adjusted EBITDA loss in the range of $(1.5) million to $(2.0) million.”

SpringBig Holdings, Inc. reported the six months ended June 30, 2023 results: revenue $14.4 million.

“For the first half of the fiscal year, revenues have increased by 14% year-on-year to $14.4 million and Adjusted EBITDA loss has been reduced by 58% to $2.5 million compared with $5.9 million in the same six-month period last year.”

SpringBig Holdings, Inc. reported the three months ended June 30, 2023 results: revenue $7.2 million.

“Revenues for the three months ended June 30, 2023, are expected to be $7.2 million”

SpringBig Holdings, Inc. received a nasdaq delisting notice notice regarding minimum bid price (rules 5550(a)(1)).

“June 21, 2023, SpringBig Holdings, Inc. (the “Company”) received formal notice from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, based upon the Company’s continued non-compliance with the minimum $1.00 bid price requirement for continued listing on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(1) (the “Bid Price Rule’), the deficiency could serve as an additional basis for the delisting of the Company’s securities from Nasdaq. The Company previously presented its plan to regain compliance with the Bid Price R”

SpringBig Holdings, Inc. shareholders approved Approval of the Reverse Split Proposal at the 2023-06-13 meeting.

“Proposal 4 – Approval of the Reverse Split Proposal The stockholders approved the adoption of an amendment to the Company’s Certificate of Incorporation, to be filed not later than June 11, 2024, to effect a reverse stock split of the common stock at a ratio in the range of 5-for-1 to 30-for-1, with such ratio to be determined in the discretion of the Board and publicly disclosed prior to the effectiveness of the reverse stock split by the following votes: Votes For Votes Against Votes Abstain 18,577,792 81,073 3,726 There were no broker non-votes associated with this proposal.”

SpringBig Holdings, Inc. shareholders approved Approval of the Equity Incentive Plan Proposal at the 2023-06-13 meeting.

“Proposal 3 - Approval of the Equity Incentive Plan Proposal The stockholders approved the Amended Plan proposal by the following votes: Votes For Votes Against Votes Abstain Broker Non-Votes 12,580,851 1,189,934 125,850 4,765,956”

SpringBig Holdings, Inc. shareholders approved Ratification of the Selection of Independent Registered Public Accounting Firm at the 2023-06-13 meeting.

“Proposal 2 - Ratification of the Selection of Independent Registered Public Accounting Firm The stockholders ratified the selection by the Audit Committee of the Board of Marcum LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023, by the following votes: Votes For Votes Against Votes Abstain 18,615,826 46,765 — There were no broker non-votes associated with this proposal.”

SpringBig Holdings, Inc. shareholders approved Election of Directors at the 2023-06-13 meeting.

“Proposal 1 - Election of Directors Amanda Lannert and Jon Trauben were each elected to serve as a member of the Board until the 2024 Annual Meeting of Stockholders and until her or his successor is duly elected or qualified, by the following votes: Nominee Votes For Votes Against Broker Non-Votes Amanda Lannert 12,959,910 936,725 4,765,956 Jon Trauben, Director 13,685,301 211,334 4,765,956”

SpringBig Holdings, Inc. entered into Placement Agency Agreement with Roth Capital Partners, LLC (effective 2023-05-26).

“On May 26, 2023, SpringBig Holdings, Inc. (the “Company”), entered into a placement agency agreement (the “Placement Agency Agreement”) with Roth Capital Partners, LLC (the “Placement Agent”) and a securities purchase agreement (the “Purchase Agreement”) with certain purchasers”