MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
−Removed: common stock has been listed and traded on The Nasdaq Capital Market under the symbol “QLGN” since May 26, 2020.
+Added: Common Stock has been listed and traded on The Nasdaq Capital Market under the symbol “QLGN” since May 26, 2020 and updated
+Added: to “AIXC” as of November 19, 2025.
of Common Stock
−Removed: of June 24, 2025, there were 227 registered holders of record of our common stock.
+Added: of March 9, 2026 , there were 234 registered holders of record of our Common Stock.
This figure does not reflect the beneficial
10 unchanged sentences
Sales of Securities
−Removed: From January 2024 until June 2024, we issued a total
−Removed: of 45,496 shares of common stock to the holder of the 2022 Debenture in lieu of cash for monthly redemption payments totaling $660,000
−Removed: due, at a weighted average conversion price of $14.51 per share.
−Removed: From June 2024 until July 2024, we issued a total of 58,378 shares of
−Removed: common stock upon the holder’s voluntary conversion of the remaining principal balance of the 2022 Debenture of approximately $759,000,
−Removed: at a weighted average conversion price of $13.00 per share.
−Removed: In February 2024, we issued an 8% Convertible Debenture
−Removed: in the principal amount of $550,000 to an investor with a maturity date of December 31, 2024, convertible at the option of the holder
−Removed: at a conversion price of $6.50 per share, subject to adjustments, which accrued interest on at the rate of 8% per annum, with a 5-year
−Removed: common stock purchase warrant to purchase at $13.00 per share 18,001 shares of common stock, subject to adjustments.
−Removed: was also issued an option to purchase $1,100,000 in principal amount of additional 8% Convertible Debentures with similar terms,
−Removed: including an additional warrant to purchase up to 36,001 shares of common stock at an exercise price of $13.00 per share.
−Removed: 2024, the option was assigned and exercised, and we issued this additional 8% Convertible Debenture in the principal amount of $1,100,000
−Removed: with a conversion price of $6.50 per share and a warrant to purchase 36,001 shares of common stock at an exercise price of $13.00
−Removed: In November 2024, we issued 1,154 shares of Series
−Removed: A-2 Preferred Stock to the holder of the $1,100,000 8% Convertible Debenture in exchange for the extinguishment of the debenture
−Removed: with a principal and accrued interest balance of approximately $1,154,000.
−Removed: In September 2024, we issued 7,842 shares of common
−Removed: stock upon the holder’s partial voluntary conversion of the $550,000 8% Convertible Debenture, at a weighted average conversion
−Removed: price of $6.50 per share for a total of approximately $51,000 in principal.
−Removed: In November 2024, the remaining principal and accrued
−Removed: interest balance of approximately $531,000 was repaid in cash.
−Removed: From April 2024 until December 2024, we issued an
−Removed: aggregate of $2,257,400 in notes receivable to a publicly traded entity, of which notes bear interest the rate of eighteen percent
−Removed: (18%) per annum and due upon demand by the holder.
−Removed: In July 2024, we issued a $2,000,000 Senior Note to
−Removed: an institutional investor, of which note was unsecured, nonconvertible and having a maturity date of July 8, 2025, with a 18% interest
−Removed: rate per annum.
+Added: January 2024 until June 2024, we issued a total of 45,496 shares of Common Stock to the holder of an 8% Senior Convertible Debenture
+Added: (the “2022 Debenture” ) in lieu of cash for monthly redemption payments totaling $660,000 due, at a weighted average
+Added: conversion price of $14.51 per share.
+Added: From June 2024 until July 2024, we issued a total of 58,378 shares of Common Stock upon the
+Added: holder’s voluntary conversion of the remaining principal balance of the 2022 Debenture of approximately $759,000, at a weighted
+Added: average conversion price of $13.00 per share.
+Added: February 2024, we issued an 8% Convertible Debenture (the “2024 Alpha Debenture”) in the principal amount of $550,000
+Added: to an investor with a maturity date of December 31, 2024, convertible at the option of the holder at a conversion price of $6.50
+Added: per share, subject to adjustments, which accrued interest on at the rate of 8% per annum, with a 5-year common stock purchase warrant
+Added: to purchase at $13.00 per share 18,001 shares of Common Stock, subject to adjustments.
+Added: The investor was also issued an option to
+Added: purchase $1,100,000 in principal amount of additional 8% Convertible Debentures with similar terms, including an additional warrant
+Added: to purchase up to 36,001 shares of Common Stock at an exercise price of $13.00 per share.
+Added: In April 2024, the option was assigned
+Added: and exercised, and we issued this additional 8% Convertible Debenture (the “2024 Chen Debenture”) in the principal
+Added: amount of $1,100,000 with a conversion price of $6.50 per share and a warrant to purchase 36,001 shares of Common Stock at an exercise
+Added: price of $13.00 per share to another investor.
+Added: May 2024 until July 2024, an aggregate of 31,998 shares of Common Stock were issued to an investor pursuant to the exercise of warrants
+Added: at an exercise price of $6.50 per share.
+Added: July 2024, we issued a $2,000,000 Senior Note to an institutional investor, of which note was unsecured, nonconvertible and having
+Added: a maturity date of July 8, 2025, with a 18% interest rate per annum.
This Senior Note was repaid in cash in September 2024.
−Removed: From May 2024 until July 2024, an aggregate of 31,998
−Removed: shares of common stock were issued to an investor pursuant to the exercise of warrants at an exercise price of $6.50 per share.
+Added: September 2024, we issued 7,842 shares of Common Stock upon the holder’s partial voluntary conversion of the $550,000 8% Convertible
+Added: Debenture, at a weighted average conversion price of $6.50 per share for a total of approximately $51,000 in principal.
+Added: 2024, the remaining principal and accrued interest balance of approximately $531,000 was repaid in cash.
+Added: 2024, we issued 1,154 shares of Series A-2 Preferred Stock, par value $0.001 per share (the “Series A-2 Preferred Stock”)
+Added: to the holder of the $1,100,000 8% Convertible Debenture in exchange for the extinguishment of the debenture with a principal and
+Added: accrued interest balance of approximately $1,154,000.
+Added: April 2024 until December 2025, we issued an aggregate of $4,166,900 in notes receivable to a publicly traded entity, of which notes
+Added: bear interest the rate of eighteen percent (18%) per annum and due upon demand by the holder.
+Added: April 2025, we entered into a Secured Convertible Note with an investor in the principal amount of $264,000, and an original issue
+Added: discount (“OID”) of 20%, or $44,000, in exchange for $220,000 cash, less $20,000 in expenses.
+Added: The Note is convertible
+Added: at any time at the investor’s option, into shares of the Company’s Common Stock at a price equal to $3.80 per share,
+Added: subject to certain adjustments.
+Added: The Convertible Note bears no interest, and was fully repaid in January 2026.
+Added: July 28, 2025, the Company entered into a securities purchase agreement, dated July 28, 2025, with certain accredited investors,
+Added: pursuant to which the Company issued and sold an aggregate of 4,500 shares of its newly designated Series A-3 Preferred Stock, par
+Added: value $0.001 per share, at a purchase price of $1,000 per share, for aggregate gross proceeds of approximately $4.5 million, before
+Added: deducting placement agent fees and offering expenses.
+Added: The private placement closed on July 28, 2025.
+Added: September 19, 2025, the Company entered into a subscription agreement with certain investors, including FF, pursuant to which the
+Added: investors agreed to purchase $41,000,000 in cash of the Common Stock, and shares of newly created Series B Convertible Preferred
+Added: Stock, par value $0.001 per share (“Series B Preferred Stock”).
+Added: The purchase price of the Common Stock was $2.246 per
+Added: share and the purchase price for the Series B Preferred Stock was $1,000 per share.
+Added: On September 29, 2025, the Company consummated
+Added: the proposed transactions whereby the Company issued 337,432 shares Common Stock, and 17,783 shares of Series B Preferred Stock.
issuance of the securities listed above was deemed exempt from registration under Section 4(a)(2) of the Securities Act or Regulation
−Removed: D promulgated thereunder in that the issuance of securities were made to an accredited investor and did not involve a public offering.
−Removed: The recipient of such securities represented its intention to acquire the securities for investment purposes only and not with a view
+Added: D promulgated thereunder in that the issuance of securities were made to accredited investors and did not involve a public offering.
+Added: The recipient of such securities represented their intentions to acquire the securities for investment purposes only and not with a view
to or for sale in connection with any distribution thereof.
3 unchanged sentences
Incentive Plans
−Removed: “ Part III Item 11, Executive Compensation ” of this report which is incorporated herein by reference.
+Added: “ Part III Item 11, Executive Compensation ” of this Annual Report which is incorporated herein by reference.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.