VSEE HEALTH, INC. — fact timeline

VSEE HEALTH, INC. amended First Amendment to Third Amended and Restated Business Combination Agreement with Digital Health Acquisition Corp., DHAC Merger Sub I, Inc., DHAC Merger Sub II, Inc., VSee Lab, Inc., iDoc Virtual Telehealth Solutions, Inc. (effective 2023-02-13).

“On February 13, 2023, the parties to the Business Combination Agreement entered into the First Amendment to Third Amended and Restated Business Combination Agreement (the "First Amendment")”

VSEE HEALTH, INC. amended Bridge Letter Agreement with an institutional investor valued at aggregate principal amount of $166,667 (with a subscription amount of $150,000).

“DHAC entered into a letter agreement to the Bridge SPA (the “Bridge Letter Agreement”), pursuant to which the Bridge Investor agreed to purchase additional 10% original issue discount convertible promissory notes in the aggregate principal amount of $166,667”

VSEE HEALTH, INC. amended Second Amendment to Leak-Out Agreement with DHAC.

“DHAC executed a second amendment to leak-out agreement (the “Second Amendment to Leak-Out Agreement”), pursuant to which the signing stockholder agreed to fulfil its obligations under the Leak-Out Agreement dated August 9, 2022”

VSEE HEALTH, INC. amended Third Amended and Restated Transaction Support Agreement with Digital Health Acquisition Corp., Milton Chen, Dr. Imoigele Aisiku, and certain other stockholders of VSee and iDoc (effective 2023-11-21).

“entered into a Third Amended and Restated Transaction Support Agreement, dated as of November 21, 2023 (the “Transaction Support Agreement”) which amended and restated the Second Amended and Restated Transaction Support Agreement executed on October 6, 2022”

VSEE HEALTH, INC. entered into Third Amended and Restated Business Combination Agreement with Digital Health Acquisition Corp., DHAC Merger Sub I, Inc., DHAC Merger Sub II, Inc., VSee Lab, Inc., iDoc Virtual Telehealth Solutions, Inc. (effective 2023-11-21).

“On November 21, 2023, the parties to the Business Combination Agreement entered into the Third Amended and Restated Business Combination Agreement (the “Business Combination Agreement”), pursuant to which the Second A &R Business Combination Agreement was amended and restated”

VSEE HEALTH, INC. shareholders approved Ratification of the appointment of WithumSmith+Brown, PC as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. at the 2023-11-06 meeting.

“Proposal 5: Auditor Proposal Ratification of the appointment of WithumSmith+Brown, PC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. Ratification required the affirmative vote of holders of the majority of the outstanding shares represented by virtual attendance or by proxy and entitled to vote thereon at the Meeting. The ratification was approved a vote of stockholders as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 3,696,023 100 0 -”

VSEE HEALTH, INC. shareholders approved Election of five directors to serve for a one-year term ending as of the annual meeting in 2024 or until his successor is duly elected and qualified. at the 2023-11-06 meeting.

“Proposal 4: Directors Proposal Election of five directors to serve for a one-year term ending as of the annual meeting in 2024 or until his successor is duly elected and qualified. Directors are elected by the affirmative vote of a plurality of the shares of the common stock present by virtual attendance or represented by proxy and entitled to vote at the Meeting. The Directors Proposal was approved by a vote of stockholders as follows: FOR WITHHOLD Scott Wolf 3,696,023 100 Kevin Loudermilk 3,696,023 100 Frank Ciufo 3,696,023 100 George McNellage 3,696,023 100 Scott Metzger 3,694,592 1,531”

VSEE HEALTH, INC. shareholders approved Amendment of the Company's Certificate of Incorporation to allow stockholders to act by written consent. at the 2023-11-06 meeting.

“Proposal 3: Written Consent Proposal Amendment of the Company’s Certificate of Incorporation to allow stockholders to act by written consent. Adoption of the amendment required approval by the affirmative vote of at least a majority of the Company’s outstanding common stock. The Written Consent Proposal was approved by a vote of stockholders as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 3,694,592 1,531 0 -”

VSEE HEALTH, INC. shareholders approved Amendment of the Company's investment management trust agreement, dated as of November 3, 2021, and as amended on October 26, 2022, by and between the Company and Continental Stock Transfer & Trust Company to (i) allow the Company to extend the business combination period from November 8, 2023 to up at the 2023-11-06 meeting.

“Proposal 2: Trust Amendment Proposal Amendment of the Company’s investment management trust agreement, dated as of November 3, 2021, and as amended on October 26, 2022, by and between the Company and Continental Stock Transfer & Trust Company to (i) allow the Company to extend the business combination period from November 8, 2023 to up to four (4) times, each by an additional three (3) months, for an aggregate of twelve (12) additional months up to November 8, 2024, and (ii) update certain defined terms in the Trust Agreement. Adoption of the amendment required approval by the affirmative vote of at least 65% of the Company’s outstanding common stock. The Trust Amendment Proposal was approved by a vote of stockholders as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 3,694,592 1,531 0 -”

VSEE HEALTH, INC. shareholders approved Amendment of the Company's Certificate of Incorporation to extend the business combination period from November 8, 2023 up to four (4) times, each by an additional three (3) months, for an aggregate of twelve (12) additional months up to November 8, 2024, or such earlier date as determined by the Bo at the 2023-11-06 meeting.

“Proposal 1: Charter Amendment Proposal Amendment of the Company’s Certificate of Incorporation to extend the business combination period from November 8, 2023 up to four (4) times, each by an additional three (3) months, for an aggregate of twelve (12) additional months up to November 8, 2024, or such earlier date as determined by the Board. Adoption of the amendment required approval by the affirmative vote of at least 65% of the Company’s outstanding common stock. The Charter Amendment Proposal was approved by a vote of stockholders as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 3,694,592 1,531 0 -”

VSEE HEALTH, INC. amended Trust Amendment with Continental Stock Transfer & Trust Company (effective 2023-11-06).

“Digital Health Acquisition Corp. (the “Company”) entered into an amendment (the “Trust Amendment”) to the investment management trust agreement, dated as of November 3, 2021, as amended on October 26, 2022, with Continental Stock Transfer & Trust Company on November 6, 2023.”

VSEE HEALTH, INC. received a nasdaq delisting notice notice regarding market value.

“September 28, 2023 (the “September 28, 2023 Letter”) from Nasdaq that the Company’s Securities would be delisted from Nasdaq Global because it has not regained compliance with the Market Value of Listed Securities (“MVLS”) Standard. In connection with the September 29, 2023 Letter, on October 4, 2023, the Company requested a hearing before the Nasdaq hearings panel (the “Hearing”) to appeal the MVLS determination and applied to list its Securities on The Nasdaq Capital Market (“NasdaqCM”). The Hearing is scheduled to be held on November 30, 2023 at 12:00 PM Eastern Time. The Company plans to a”

VSEE HEALTH, INC. received a nasdaq delisting notice notice regarding other (rules 5450(a)(2)).

“October 9, 2023, Digital Health Acquisition Corp., a Delaware corporation (the “Company”), received an additional letter (the “Letter”) from the staff (the “Staff”) at The Nasdaq Global Market (“Nasdaq Global”) notifying the Company that its not meeting the 400 total shareholders requirement under the Nasdaq Listing Rule 5450(a)(2) serves as an additional basis for delisting the Company’s securities (including the Common Stock, Units and Warrants) (the “Securities”) from Nasdaq Global. As previously reported by the Company on its Current Form on 8-K filed on September 29, 2023, it received a l”

VSEE HEALTH, INC. received a nasdaq delisting notice notice regarding market value (rules 5450(b)(2)(A)).

“d Warrants) (the “Securities”) because it has not regained compliance with the Market Value of Listed Securities (“MVLS”) Standard. The market value of the Company’s listed Securities was below the $50,000,000 minimum MVLS requirement for continued listing on Nasdaq Global under Nasdaq Listing Rule 5450(b)(2)(A) (the “MLVS Rule”) and had not been at least $50,000,000 for the proceeding 30 consecutive trading days. As previously reported by the Company on its Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on April 6, 2023, the Staff initially notified t”

VSEE HEALTH, INC.: Amended certificate of incorporation to expand methods to avoid penny stock rules (effective 2023-09-08).

“Digital Health Acquisition Corp., a Delaware corporation (the “Company”), filed an amendment to its Amended and Restated Certificate of Incorporation with the Delaware Secretary of State on September 8, 2023 (the “Charter Amendment”), to expand the methods that the Company may employ to not become subject to the “penny stock” rules of the Securities and Exchange Commission (the “SEC”).”

VSEE HEALTH, INC. shareholders voted on Adjournment of special meeting if necessary at the 2023-09-08 meeting.

“Proposal No.2: To approve the adjournment of the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Charter Amendment Proposal (the “Adjournment Proposal”). The proposal required the affirmative vote of the majority of the outstanding shares of our Common Stock, present in person or represented by proxy at the Special Meeting and entitled to vote thereon. Abstentions had the same effect as votes against the proposal. Broker non-votes had no effect on the result of the vote. Since the Charter Amendment Proposal received sufficient votes for approval, the Adjournment Proposal was not considered at the Special Meeting. However, for completeness of the record, the Adjournment Proposal was approved by a vote of stockholders as follows: Votes For Votes Against Abstentions Broker Non-Votes 3,742,426 0 0 N/A”

VSEE HEALTH, INC. shareholders approved Amend certificate of incorporation to expand methods to avoid penny stock rules at the 2023-09-08 meeting.

“Proposal No.1: To approve the amendment of the Company’s amended and restated certificate of incorporation to expand the methods that the Company may employ to not become subject to the “penny stock” rules of the SEC (the “Charter Amendment Proposal”). The Charter Amendment Proposal required the affirmative vote of holders of at least 65% of the outstanding shares of our Common Stock. Abstentions and broker non-votes had the same effect as votes against the proposal. The Charter Amendment Proposal was approved by a vote of stockholders as follows: Votes For Votes Against Abstentions Broker Non-Votes 3,742,423 3 0 0”

VSEE HEALTH, INC. terminated First Amended and Restated Securities Purchase Agreement with the PIPE Investors (effective 2023-07-11).

“On July 11, 2023, each of the PIPE Investors provided notice to the Company that since the Outside Date Closing Condition was not met, the PIPE Investors were under no obligation to close the PIPE Financing.”

VSEE HEALTH, INC. received a nasdaq deficiency notice notice regarding market value (rules 5450(b)(3)(C), 5810(c)(3)(D)).

“May 23, 2023, Digital Health Acquisition Corp., a Delaware corporation (the “Company”), received a letter (the “Letter”) from the Listing Qualifications Staff (“Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”). The Letter notifies the Company that for the 30 consecutive business days prior to the date of the Letter, the Company’s market value of publicly held shares (“MVPHS”) was below the $15 million required for continued listing on the Nasdaq Global Market (the “Nasdaq Global”) and therefore, the Company no longer meets Nasdaq Listing Rule 5450(b)(3)(C) (the “MVPHS Requirement”). The Lette”

VSEE HEALTH, INC. incurred loan of $200,000 with SCS Capital Partners LLC at 10% per annum maturing May 5, 2024.

“On May 5, 2023, the Company issued a promissory note to SCS Capital Partners LLC in the aggregate principal amount of $200,000 (the “SCS Note”). The SCS Note bears interest at a rate of 10% per annum and is due and payable on May 5, 2024.”

VSEE HEALTH, INC. incurred loan of $300,000 at 10% per annum maturing May 5, 2024.

“Pursuant to the SPA, the Company issued the Holder a 16.67% original issue discount promissory note, in favor of the Holder, in the aggregate principal amount of $300,000 (the “Promissory Note”).”

VSEE HEALTH, INC. amended "Backstop Amendment" with Digital Health Sponsor LLC valued at up to an additional $7,000,000 (effective 2023-04-11).

“On April 11, 2023, the Company amended the Backstop Agreement (the “Backstop Amendment”) to increase the amount of the additional PIPE Financing from $2,000,000 to up to an additional $7,000,000, to clarify that Sponsor and/or its designees may purchase the Backstop Commitment and to include a form of lock up agreement.”

VSEE HEALTH, INC. amended "PIPE SPA Amendment" with the investors party to the PIPE SPA (effective 2023-04-11).

“On April 11, 2023, the Company amended the PIPE SPA (the “PIPE SPA Amendment”) to, among other things, (a) amend and restate the form of Certificate of Designation to provide the aggregate number of shares of Series A Preferred Stock issuable thereunder shall not exceed 15,000, (b) amend and restate the form of PIPE Warrant to provide for the ability of the Company to redeem the PIPE Warrants for cash or securities upon a change of control of the Company, and (c) revise certain closing conditions for the PIPE Financing.”

VSEE HEALTH, INC. received a nasdaq deficiency notice notice regarding market value (rules 5450, 5810).

“March 31, 2023, Digital Health Acquisition Corp., a Delaware corporation (the “Company”), received a letter (the “Letter”) from the staff at The Nasdaq Global Market (“Nasdaq Global”) notifying the Company that for the 30 consecutive trading days prior to the date of the Letter, the Company’s securities listed on Nasdaq Global (including the Common Stock, Units and Warrants) (the “Securities”) had traded at a value below the minimum $50,000,000 “Market Value of Listed Securities” (“MVLS”) requirement set forth in Nasdaq Listing Rule 5450(b)(2)(A), which is required for continued listing of the”

VSEE HEALTH, INC. entered into Securities Purchase Agreement (the "Purchase Agreement") with A.G.P./Alliance Global Partners (the "Representative") (effective 2022-11-03).

“On November 3, 2022, the Company and A.G.P./Alliance Global Partners (the “Representative”) entered into a Securities Purchase Agreement (the “Purchase Agreement”), pursuant to which the Company will issue 4,370 shares (the “Series B Shares”) of its Series B Convertible Preferred Stock, par value $0.0001 per share (the “Series B Preferred Stock”), at a per share price of $1,000 to the Representative upon the closing of the transactions contemplated by the Business Combination Agreement in full satisfaction of the Representative’s $4,370,000 deferred underwriting fee payable by the Company to the Representative pursuant to the Underwriting Agreement, dated November 3, 2021, between the Company and the Representative.”

VSEE HEALTH, INC. amended First Amendment to Second Amended and Restated Business Combination Agreement (the "First Amendment") with Digital Health Acquisition Corp., DHAC Merger Sub I, Inc., DHAC Merger Sub II, Inc., VSee Lab, Inc., and iDoc Virtual Telehealth Solutions, Inc. (effective 2022-11-03).

“On November 3, 2022, the parties to the Business Combination Agreement entered into the First Amendment to Second Amended and Restated Business Combination Agreement (the “First Amendment”), pursuant to which the Business Combination Agreement was amended to, among other things, delete a condition precedent to the consummation of the transactions contemplated by the Business Combination Agreement that the aggregate cash proceeds available after the completion of the transactions equal or exceed the amount of $10,000,000.”

Kevin Lowdermilk was appointed as director at VSEE HEALTH, INC..

“On October 19, 2022, the board of directors of the Company appointed Kevin Lowdermilk as a director.”

Brent Willis resigned as director at VSEE HEALTH, INC..

“On October 19, 2022, Brent Willis notified Digital Health Acquisition Corp. (the "Company") of his resignation from the board of directors effective as of such date.”