What changed 10-Q/A

Item 2. Unregistered Sales of Equity Securities

2026-02-17 compared with 2024-03-28 · 5 added, 11 removed, 4 unchanged (80% of the section changed)

UNREGISTERED SALES OF EQUITY SECURITIES,

AND USE OF PROCEEDS.

Issuance of Shares to Apex Twinkle Limited

On March 21, 2023, AGBA and Apex Twinkle Limited

entered into an amendment to referral agreement dated as of May 7, 2020, pursuant to which AGBA agreed to pay $4,000,000 payable in the

form of 2,173,913 ordinary shares of AGBA that assumes a share price of $1.84 per AGBA Ordinary Share, based on a 5-day weighted-average

price of the AGBA Ordinary Shares.

AGBA, accordingly issued 2,173,913 ordinary shares to Apex Twinkle Limited.

Issuer Purchases of Equity Securities

The Company approved a share repurchase program

on April 18, 2023 authorizing to purchase up to 1,000,000 ordinary shares at a maximum price of $10 per share from the open market, for

a term of one year, expiry in April 2024.

USE OF PROCEEDS, AND ISSUER PURCHASES OF EQUITY SECURITIES.

DEFAULTS UPON SENIOR SECURITIES.

As of the date of this filing, the Company

had defaulted on approximately $70.8 million of principal amount of outstanding debts.

The total arrearage as of the date of this filing

was approximately $76.4 million, which includes both principal and interest.

MINE SAFETY DISCLOSURES.

1 unchanged sentence

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.