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Item 9A. Controls and Procedures

2024-09-20 compared with 2023-09-15 · 195 added, 181 removed, 499 unchanged (43% of the section changed)

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reasonable assurance of achieving its objectives.

Report on Internal Control Over Financial Reporting

Management’s Report on Internal Control

Over Financial Reporting

Our principal executive officer

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officer and our principal accounting and financial officer have concluded that, as of June 30, 2024, our internal control over financial

reporting was not effective because, among other things, (i) we lack effective communication and reconciliation procedures in our controlled

subsidiaries, and (ii) our controls related to the financial statements closing process were not adequately designed or appropriately

reporting was not effective because, among other things, our controls related to the financial statements closing process were not adequately designed or appropriately

implemented to identify material misstatements in our financial reporting on a timely basis.

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and cash flows for the periods presented in this Annual Report.

Changes in Internal

Control over Financial Reporting

Changes in Internal Control over Financial

There have been no changes

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UHY LLP, our independent registered

public accounting firm, is not required to and has not provided an assessment over the design or effectiveness of our internal controls

public accounting firm, is not required to and has not provided an assessment of the design or effectiveness of our internal controls

over financial reporting.

OTHER INFORMATION

During the quarter ended

June 30, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading

arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT

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Vassily also serves as a director at Aimfinity Investment Corp.

commencing March 15, 2023.

Prior to joining iPower,

from 2019 to January 2021, Mr.

Vassily served as Vice President of Market Development for Facteus, a financial analytics company focused

on the Asset Management industry.

commencing March 15, 2023, a director at Tungray Technologies

commencing April 2024, and a director at Thunder Power Holdings commencing June 2024.

Prior to joining iPower, from 2019 to January 2021,

Vassily served as Vice President of Market Development for Facteus, a financial analytics company focused on the Asset Management

From October 2018 through its acquisition in 2020, Mr.

Vassily served as an advisor at Go Capture, where

he was responsible for providing strategic, business development, and product development advisory services for the company’s emerging

“Data as a Service” platform.

Vassily served as an advisor at Go Capture, where he was responsible

for providing strategic, business development, and product development advisory services for the company’s emerging “Data

as a Service” platform.

Since February 2020, Mr.

Vassily has served as a director of Zhongchao Inc., a provider of healthcare

information, education and training services to healthcare professionals and the public in China.

Since July 2018, Mr.

Vassily has also

served as an advisor at Prometheus Fund, a Shanghai- based merchant bank/PE firm focused on the “green” economy.

2015 through 2018, Mr.

Vassily served as an associate director of research at Keybanc Capital Markets, and helped to co-manage the Technology

Research vertical.

From 2010 to 2014, he served as the director of research at Pacific Epoch (a wholly-owned subsidiary of Pacific Crest

Securities), where he was responsible for a complete overhaul of product and a complete business model restart post-acquisition, re focusing

the firm around a “data-first” research offering.

From 2007 to 2010, he served as the Asia Technology business development

representative and as a senior analyst at Pacific Crest Securities, responsible for establishing the firm’s presence and relevance

covering Asia Technology.

From 2003 to 2006, he served as senior research analyst in the semiconductor technology group at Susquehanna

International Group, responsible for research in semiconductor and related technologies.

Vassily has served as a director of Zhongchao Inc., a provider of healthcare information,

education and training services to healthcare professionals and the public in China.

From 2015 through 2018, Mr.

Vassily served as an

associate director of research at Keybanc Capital Markets, and helped to co-manage the Technology Research vertical.

From 2010 to 2014,

he served as the director of research at Pacific Epoch (a wholly-owned subsidiary of Pacific Crest Securities), where he was responsible

for a complete overhaul of product and a complete business model restart post-acquisition, re focusing the firm around a “data-first”

research offering.

From 2007 to 2010, he served as the Asia Technology business development representative and as a senior analyst at

Pacific Crest Securities, responsible for establishing the firm’s presence and relevance covering Asia Technology.

2006, he served as senior research analyst in the semiconductor technology group at Susquehanna International Group, responsible for research

in semiconductor and related technologies.

From 2001 to 2003, Mr.

Vassily served as the

vice president and senior research analyst for semiconductor capital equipment at Thomas Weisel Partners, responsible for publishing research

and maintaining financial models on each of the companies under coverage.

Vassily began his career on Wall Street in 1998, as a research

associate covering the semiconductor industry at Lehman Brothers.

Vassily served as the vice president and senior research analyst for

semiconductor capital equipment at Thomas Weisel Partners, responsible for publishing research and maintaining financial models on each

of the companies under coverage.

Vassily began his career on Wall Street in 1998, as a research associate covering the semiconductor

industry at Lehman Brothers.

He holds a B.A.

in liberal arts from Denison University and an M.B.A.

from the Tuck School of Business at Dartmouth College.

Tchaikovsky serves as a member of our board of directors, a position he has held since May 2021, following completion

of our initial public offering, and serves as chair of the audit committee.

from the Tuck School of Business at

Dartmouth College.

Bennet Tchaikovsky.

Tchaikovsky serves as a member of our board of directors, a position he has held since May 2021, following completion of our

initial public offering, and serves as chair of the audit committee.

Since August 2014, Mr.

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at Irvine Valley College.

Since January 2022, Mr.

Tchaikovsky has been a part-time accounting instructor

at California State University, Fullerton.

From January 2022 to June 2024, Mr.

Tchaikovsky served as a part-time accounting instructor at California State

University, Fullerton.

From January 2020 through December 2021, Mr.

Tchaikovsky served as a member of the board of

directors for Oriental Culture Holding Group, Ltd.

Tchaikovsky served as a member of the board of directors for Oriental

Culture Holding Group, Ltd.

From February 2021 through July 2022, Mr.

Tchaikovsky served as a member

of the board of directors for Industrial Human Capital, Inc.

Tchaikovsky served as a member of the board of directors

for Industrial Human Capital, Inc.

From September 2020 through December 2021, Mr.

Tchaikovsky served

as a part-time accounting instructor at Long Beach City College.

Tchaikovsky served as a part-time accounting

instructor at Long Beach City College.

From August 2018 to May 2019, Mr.

Tchaikovsky was a part-time instructor

at Chapman University.

Tchaikovsky was a part-time instructor at Chapman University.

From November 2013 to August 2019, Mr.

Tchaikovsky served as a board member and chairman of the audit committee

of Ener-Core, Inc.

Tchaikovsky served as a board member and chairman of the audit committee of Ener-Core, Inc.

From August 2013 to May 2014, Mr.

Tchaikovsky was a part-time faculty member of Irvine Valley College

and a part-time faculty member of Pasadena City College.

Tchaikovsky has served as a director on the board of directors of China Jo-Jo

Drugstores, Inc.

Tchaikovsky was a part-time faculty member of Irvine Valley College and a part-time faculty member

of Pasadena City College.

Tchaikovsky has served as a director on the board of directors of China Jo-Jo Drugstores, Inc.

CJJD) from August 2011 to January 2013 and as its chief financial officer from September 2009 to July 2011.

From April 2010 to August 2013, Mr.

From April 2010 to August

Tchaikovsky has served as chief financial officer of VLOV, Inc.

From May 2008 to April 2010, Mr.

has served as chief financial officer of Skystar Bio-Pharmaceutical Company.

Tchaikovsky has served as chief

financial officer of Skystar Bio-Pharmaceutical Company.

From March 2008 to November 2009, Mr.

Tchaikovsky served

as a director on the board of directors of Ever-Glory International Group (NASDAQ:

EVK), where he served as chairman of the audit committee

and was a member of the compensation committee.

Tchaikovsky served as a director on the

board of directors of Ever-Glory International Group (NASDAQ:

EVK), where he served as chairman of the audit committee and was a member

of the compensation committee.

From December 2008 through November 2009, Mr.

served as a director of Sino Clean Energy, Inc.

Tchaikovsky received his Juris Doctorate degree from Southwestern Law School

in December 1996 and his Bachelor of Arts degree in Business Economics from the University of California at Santa Barbara in August 1991.

Tchaikovsky is an actively licensed Certified Public Accountant in California and is an actively licensed member of the California

Tchaikovsky served as a director of Sino Clean Energy, Inc.

Tchaikovsky received his Juris Doctorate degree from Southwestern Law School in December 1996 and his Bachelor of Arts degree in Business

Economics from the University of California at Santa Barbara in August 1991.

Tchaikovsky is an actively licensed Certified Public

Accountant in California and is an actively licensed member of the California State Bar.

We believe that Mr.

Tchaikovsky’s extensive experience in accounting and business will benefit the Company’s business

and operations and make him a valuable member of the board of directors and its committees.

Tchaikovsky’s extensive

experience in accounting and business will benefit the Company’s business and operations and make him a valuable member of the board

of directors and its committees.

Li was appointed to serve as a director on our board of directors on December 23, 2021 and serves as chair of our compensation committee.

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and serves as chair of the nominating and corporate governance committee.

Since 2012, Mr.

Liles has been co-founder of 300 Entertainment,

a music company whose roster includes acts across multiple genres including hip-hop, rock, pop, electronic, and alternative.

until present, Mr.

Liles is a founder of KWL Enterprise, a niche brand management solutions company.

From 2004 until 2009, Mr.

an executive vice president of Warner Music, where he oversaw global strategy and was pivotal in building the artist services division

into what is now a $200 million business.

From 1998 until 2004, Mr.

Liles was president of Def Jam Recordings and executive vice president

of The Island Def Jam Music Group, where he amplified the brand’s influence through introducing Def College Jam, opening five international

offices, launching successful video game franchises, and doubling revenue to $400 million.

Liles has long been focused on philanthropic

work, with a focus on global education and entrepreneurship, culminating in his receipt of the 2010 Medaille de la Ville de Paris award

for his contribution to Parisian culture.

Liles holds an honorary Doctor of Law degree from Morgan State University, where he studied

engineering and electrical engineering as an undergraduate.

Liles is the Chairman and CEO of 300 Elektra Entertainment,

a collection of labels under the umbrella of Warner Music Group.

Liles’s ability to create, build and lead some of the biggest

and culturally relevant brands over the past 30 years cements his place in cultural history.

Prior to its sale to Warner Music Group in

Liles was co-founder and CEO of 300 Entertainment, and Head of 300 Studios, the company’s Emmy-winning content and film

Earlier in his career, Mr.

Liles architected Def Jam’s expansion into video games and television in the late 1990s and

early 2000s as President of Def Jam Recordings, and later introduced Artist Services as an Executive Vice President at Warner Music Group

during the 2000s.

In recognition of his personal, professional, and philanthropic achievements, in the past year Mr.

Liles has been honored

with the United Negro College Fund’s Leadership Award, the Black Music Action Coalition’s Social Impact Award, and the Reginald

Lewis Museum of Maryland African-American History and Culture’s Titan Award.

Liles sits on the Board of Gibson Brands, the Recording

Industry Association of America, Free Our Art, and Rolling Sea Action Fund, among others.

Liles holds an honorary Doctor of Law degree

from Morgan State University, where he studied engineering and electrical engineering as an undergraduate.

We believe Mr.

Liles’ extensive entrepreneurial and business experience,

as well as his extensive knowledge in the area of social media, will assist us in our growth plans going forward.

extensive entrepreneurial and business experience, as well as his extensive knowledge in the area of social media, will assist us in our

growth plans going forward.

Family Relationships

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the terms and conditions at which the Employees can trade in the Company’s securities.

Incentive-Based Compensation Recovery (Clawback)

The Company maintains an incentive-based

compensation recovery (clawback) policy to enable the Company to recover erroneously awarded compensation in the event that the Company

is required to prepare an accounting restatement.

Limitation of Directors Liability and Indemnification

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EXECUTIVE COMPENSATION

EXECUTIVE OFFICE COMPENSATION

Summary Compensation Table

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Director Compensation

reimburse all members of our board of directors for their direct out of pocket expenses incurred in attending meetings of our board of

This table summarizes the compensation paid to each of our independent directors who served in such capacity during the fiscal

year ended June 30, 2023.

We reimburse all members of

our board of directors for their direct out of pocket expenses incurred in attending meetings of our board of directors.

This table summarizes

the compensation paid to each of our independent directors who served in such capacity during the fiscal year ended June 30, 2024.

Fees Earned or Paid in Cash

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Bennet Tchaikovsky

independent directors each receive (i) $25,000 annual cash compensation, payable in equal quarterly installments, and (ii) $30,000 in

restricted stock units (“RSUs”), which were issued pursuant to our 2020 Amended Equity Incentive Plan.

Aside from 51,724 shares

of RSUs which were issued to one of our directors, Ms.

Hanxi Li on April 19, 2023, all other directors’ stock compensation has fully

In addition, the chairman of our audit committee is entitled to receive an additional $5,000 annual retainer for his additional

responsibilities, which retainer will be payable in equal quarterly installments.

Directors will also be reimbursed for reasonable expenses

incurred in connection with the performance of their duties.

Our independent directors

each receive (i) $25,000 annual cash compensation, payable in equal quarterly installments, and (ii) $30,000 in restricted stock units

(“RSUs”), which were issued pursuant to our 2020 Amended Equity Incentive Plan.

The RSUs vest monthly in 12 substantially

equal installments.

In addition, the chairman of our audit committee is entitled to receive an additional $5,000 annual retainer for his

additional responsibilities, which retainer will be payable in equal quarterly installments.

Directors will also be reimbursed for reasonable

expenses incurred in connection with the performance of their duties.

No compensation has been awarded to any directors who were not executive

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in the grant agreements.

During the fiscal year ended June 30, 2023, the Company granted an additional 131,130 RSUs to out directors and

During the fiscal year ended June 30, 2024, the Company granted an additional 62,600 RSUs to our directors and

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL

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all of our directors and current executives as a group.

ownership is determined based on the rules and regulations of the SEC.

A person has beneficial ownership of shares if such individual

has the power to vote and/or dispose of shares.

Beneficial ownership is determined

based on the rules and regulations of the SEC.

A person has beneficial ownership of shares if such individual has the power to vote and/or

dispose of shares.

This power may be sole or shared and direct or indirect.

Applicable percentage ownership

in the following table is based on the total of 29,764,374 shares of common stock outstanding as of September 14, 2023.

computing the number of shares beneficially owned by a person and the percentage ownership of that person, shares of common stock that

are subject to options or warrants held by that person and exercisable as of, or within sixty (60) days of, the date of this Annual Report.

These shares, however, are not counted as outstanding for the purposes of computing the percentage ownership of any other person(s).

Except as may be indicated in the footnotes to this table and pursuant to applicable community property laws, each person named in the

table has sole voting and dispositive power with respect to the shares of common stock set forth opposite that person’s name.

indicated below, the address of each individual listed below is c/o iPower Inc., 2397 Bateman Avenue, Duarte, CA 91010.

Applicable percentage ownership in the following table is

based on the total of 31,425,290 shares of common stock outstanding as of September 20, 2024.

In computing the number of shares beneficially

owned by a person and the percentage ownership of that person, shares of common stock that are subject to options or warrants held by

that person and exercisable as of, or within sixty (60) days of, the date of this prospectus.

These shares, however, are not counted as

outstanding for the purposes of computing the percentage ownership of any other person(s).

Except as may be indicated in the footnotes

to this table and pursuant to applicable community property laws, each person named in the table has sole voting and dispositive power

with respect to the shares of common stock set forth opposite that person’s name.

Unless indicated below, the address of each individual

listed below is c/o iPower Inc., 8798 9th Street, Rancho Cucamonga, CA 91730.

Name of Beneficial Owner

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Less than 0.1%

Chenlong Tan is our

co-Founder, Chairman, Chief Executive Officer and President.

Tan’s holding consists of (i) 4,043,334 shares directly held

Chenlong Tan is our co-Founder, Chairman, Chief Executive Officer and President.

Tan’s holding consists of (i) 3,752,501 shares directly held by Mr.

Tan and (ii) 4,000,000 shares held by a trust for the benefit of Mr.

Tan and certain of his family members.

The aforementioned holdings do not include options to purchase 3,000,000

shares of common stock which remain subject to certain vesting conditions.

Kevin Vassily is our Chief

Financial Officer.

The aforementioned holdings do not include options to purchase 330,000

shares of common stock which remain subject to certain vesting conditions.

The aforementioned holdings do not include options to purchase 3,000,000 shares of common stock which remain subject to certain vesting conditions.

Kevin Vassily is our Chief Financial Officer.

The aforementioned holdings do not include options to purchase 330,000 shares of common stock which remain subject to certain vesting conditions.

Tchaikovsky is a member of our board of directors.

His holdings consist of (i) 30,800 shares of common stock and (ii) 24,800 restricted stock units (“RSUs”) which remain subject to vesting.

Liles is a member of

our board of directors.

His holdings consist of (i) 30,800 shares of common stock and (ii) 24,800 RSUs which remain subject to

Liles is a member of our board of directors.

His holdings consist of (i) 30,800 shares of common stock and (ii) 24,800 RSUs which remain subject to vesting.

Li is a member of our board of directors.

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Allan Huang is our co-Founder and a consultant and was previously our Chief Executive Officer, President and a director.

White Cherry Limited was the former owner of our subsidiary in Hongkong.

White Cherry Limited was the former owner of our subsidiary in Hong Kong.

CERTAIN RELATIONSHIPS AND RELATED

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On April 27, 2021, Mr.

Tan, our Chairman, President and Chief Executive Officer and a beneficial owner more than 5% of our common stock, has agreed to reimburse

Tan, our Chairman, President and Chief Executive Officer and a beneficial owner more than 5% of our common stock, agreed to reimburse

us for any judgments, fines and amounts paid or actually incurred by us or an indemnitee in connection with such legal action or in connection

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or the underwriters, should Boustead be successful in any action against the Company related to this initial public offering.

18, 2024, Mr.

Tan, along with co-founder and shareholder Allan Huang, satisfied this obligation by returning a total of 541,667 shares

to the Company’s treasury, to reimburse the company for a $1.3 million settlement with Boustead.

See Note 17 above.

Starting March 1, 2022, the

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payments were for capital injections pending capital inspection by the local government in accordance with the PRC rules.

June 30, 2022, the balance of advance from shareholders was $92,246.

As of June 30,

2023, the balance of advance from shareholders was $85,200.

As of June 30, 2024, the balance of advance from shareholders was $0.

8, 2023, the Company entered into an agreement with White Cherry Limited (“White Cherry”), a BVI company owned by the former

owner of DHS, for an on-demand, unsecured and subordinated loan (“On-demand Loan”).

Pursuant to the agreement, White Cherry

agreed to loan the Company the amount requested.

The On-demand Loan bears interest at the rate of the Secured Overnight Financing Rate,

or SOFR, plus 1% per annum.

The On-demand Loan is due in 30 days upon receipt of White Cherry’s notice of repayment.

2023, the Company borrowed $2,000,000 from White Cherry, repaid $1 million on July 31, 2023 and $1 million on January 31, 2024.

year ended June 30, 2024, the Company recorded interest of $32,911.

As of June 30, 2024, the outstanding balance of the On-demand Loan

period ended June 30, 2024, the Company started selling products through MII Strategy Inc.

(“MII”), a company owned by the

Company’s CEO, Mr.

Chenlong Tan.

For the year ended June 30, 2024, the amount sold through MII was $95,376.

As of June 30, 2024,

the total amount due from MII was $56,406.

On April 1, 2024, the Company

borrowed $350,000 short-term loan (“RP Loan”) from an entity owned by Mr.

Allan Huang, one of the majority shareholders of

The RP Loan bears no interest and is due upon receipt of request of repayment.

As of June 30, 2024, the outstanding balance

of the RP Loan was $350,000.

PRINCIPAL ACCOUNTING FEES AND SERVICES

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Certificate of Designation of Series A Convertible Preferred Stock (incorporated by reference to Exhibit 4.1 to the Registration Statement on Form S-1 filed February 2, 2021).

Form of Warrant (incorporated by Reference to Exhibit 4.1 to the Current Report on Form 8-K filed June 18, 2024).

2020 Amended and Restated Equity Incentive Plan (incorporated by reference to Exhibit 10.1 to Amendment No.

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Director Offer Letter (incorporated by Reference to Exhibit 10.6 to the Current Report on Form 8-K filed January 20, 2022).

Venture Agreement, dated February 10, 2022, between iPower Inc., Bro Angel LLC, Jie Shan and Bing Luo (incorporated by Reference

to Exhibit 10.1 to the Current Report on Form 8-K filed February 14, 2022).

& Restated Limited Liability Company Operating Agreement of Global Social Media LLC, dated February 10, 2022, between Global

Social Media LLC, iPower Inc., and Bro Angel LLC (incorporated by Reference to Exhibit 10.2 to the Current Report on Form 8-K

filed February 14, 2022).

Property License Agreement, dated February 10, 2022, between Bro Angel LLC and Global Social Media LLC (incorporated by Reference

to Exhibit 10.3 to the Current Report on Form 8-K filed February 14, 2022).

Transfer Agreement, dated February 15, 2022, between iPower Inc., White Cherry Limited, Li Zanyu, Xie Jing, Anivia Limited, Fly Elephant

Limited, Dayou Renzai (Shenzhen) Technology Co., Ltd.

Joint Venture Agreement, dated February 10, 2022, between iPower Inc., Bro Angel LLC, Jie Shan and Bing Luo (incorporated by Reference to Exhibit 10.1 to the Current Report on Form 8-K filed February 14, 2022).

Amended & Restated Limited Liability Company Operating Agreement of Global Social Media LLC, dated February 10, 2022, between Global Social Media LLC, iPower Inc., and Bro Angel LLC (incorporated by Reference to Exhibit 10.2 to the Current Report on Form 8-K filed February 14, 2022).

Intellectual Property License Agreement, dated February 10, 2022, between Bro Angel LLC and Global Social Media LLC (incorporated by Reference to Exhibit 10.3 to the Current Report on Form 8-K filed February 14, 2022).

Share Transfer Agreement, dated February 15, 2022, between iPower Inc., White Cherry Limited, Li Zanyu, Xie Jing, Anivia Limited, Fly Elephant Limited, Dayou Renzai (Shenzhen) Technology Co., Ltd.

and Daheshou (Shenzhen) Information Technology Co., Ltd.

(incorporated

by Reference to Exhibit 10.1 to the Current Report on Form 8-K filed February 22, 2022).

(incorporated by Reference to Exhibit 10.1 to the Current Report on Form 8-K filed February 22, 2022).

$3,500,000 Promissory Note, dated February 15, 2022, from iPower, Inc.

to White Cherry Limited (incorporated by Reference to Exhibit 10.2

to the Current Report on Form 8-K filed February 22, 2022).

Business Cooperation Agreement, dated December 15, 2021, between Dayaorenzai (Shenzhen) Technology Co., Ltd.

and Daheshou (Shenzhen)

Information Technology Co., Ltd.

to White Cherry Limited (incorporated by Reference to Exhibit 10.2 to the Current Report on Form 8-K filed February 22, 2022).

Exclusive Business Cooperation Agreement, dated December 15, 2021, between Dayaorenzai (Shenzhen) Technology Co., Ltd.

and Daheshou (Shenzhen) Information Technology Co., Ltd.

(incorporated by Reference to Exhibit 10.3 to the Current Report on Form 8-K filed February 22, 2022).

Equity Interest Pledge Agreement, dated December 15, 2021, between Dayao Renzai (Shenzhen) Technology Co., Ltd., Daheshou (Shenzhen)

Information Technology Co., Ltd.

and its equity holders (incorporated by Reference to Exhibit 10.4 to the Current Report on Form

8-K filed February 22, 2022).

Option Agreement, dated December 15, 2021, between Dayao Renzai (Shenzhen) Technology Co., Ltd., Daheshou (Shenzhen) Information

Technology Co., Ltd.

and its equity holders (incorporated by Reference to Exhibit 10.5 to the Current Report on Form 8-K filed

February 22, 2022).

of Attorney of Li Zanyu, dated December 15, 2021 (incorporated by Reference to Exhibit 10.6 to the Current Report on Form 8-K

filed February 22, 2022).

Morgan Chase Consent Agreement, dated February 16, 2022 (incorporated by Reference to Exhibit 10.7 to the Current Report on Form

8-K filed February 22, 2022).

to Pledge and Security Agreement, dated February 16, 2022 (incorporated by Reference to Exhibit 10.8 to the Current Report on

Form 8-K filed February 22, 2022).

Contract, dated February 15, 2022, between Dayao Renzai (Shenzhen) Technology Co., Ltd.

and Li Zanyu (incorporated by Reference

to Exhibit 10.9 to the Current Report on Form 8-K filed February 22, 2022).

Amendment to the Credit Agreement, dated October 7, 2022, between iPower Inc., its subsidiaries and JPMorgan Chase Bank, N.A.

Exclusive Equity Interest Pledge Agreement, dated December 15, 2021, between Dayao Renzai (Shenzhen) Technology Co., Ltd., Daheshou (Shenzhen) Information Technology Co., Ltd.

and its equity holders (incorporated by Reference to Exhibit 10.4 to the Current Report on Form 8-K filed February 22, 2022).

Exclusive Option Agreement, dated December 15, 2021, between Dayao Renzai (Shenzhen) Technology Co., Ltd., Daheshou (Shenzhen) Information Technology Co., Ltd.

and its equity holders (incorporated by Reference to Exhibit 10.5 to the Current Report on Form 8-K filed February 22, 2022).

Power of Attorney of Li Zanyu, dated December 15, 2021 (incorporated by Reference to Exhibit 10.6 to the Current Report on Form 8-K filed February 22, 2022).

JP Morgan Chase Consent Agreement, dated February 16, 2022 (incorporated by Reference to Exhibit 10.7 to the Current Report on Form 8-K filed February 22, 2022).

Amendment to Pledge and Security Agreement, dated February 16, 2022 (incorporated by Reference to Exhibit 10.8 to the Current Report on Form 8-K filed February 22, 2022).

Employment Contract, dated February 15, 2022, between Dayao Renzai (Shenzhen) Technology Co., Ltd.

and Li Zanyu (incorporated by Reference to Exhibit 10.9 to the Current Report on Form 8-K filed February 22, 2022).

Second Amendment to the Credit Agreement, dated October 7, 2022, between iPower Inc., its subsidiaries and JPMorgan Chase Bank, N.A.

(incorporated by Reference to Exhibit 10.1 to the Current Report on Form 8-K filed October 13, 2022).

to Subordination Agreement, dated October 7, 2022, between White Cherry Limited and JPMorgan Chase Bank, N.A.

(incorporated by

Reference to Exhibit 10.2 to the Current Report on Form 8-K filed October 13, 2022).

of Business Conduct and Ethics (incorporated by reference to Exhibit 14.1 to Amendment No.

1 to the Registration Statement on

Form S-1 filed April 15, 2021).

Subsidiaries (Incorporated

by reference to Exhibit 21 to the Annual Report on Form 10-K filed on September 28, 2022)

Amendment to Subordination Agreement, dated October 7, 2022, between White Cherry Limited and JPMorgan Chase Bank, N.A.

(incorporated by Reference to Exhibit 10.2 to the Current Report on Form 8-K filed October 13, 2022).

Form of Pledge Agreement between iPower Inc., Chenlong Tan and Allan Huang (incorporated by Reference to Exhibit 10.1 to the Current Report on Form 8-K filed April 9, 2024).

Form of Placement Agency Agreemen t (incorporated by Reference to Exhibit 10.1 to the Current Report on Form 8-K filed June 18, 2024).

Form of Purchase Agreement (incorporated by Reference to Exhibit 10.2 to the Current Report on Form 8-K filed June 18, 2024).

Code of Business Conduct and Ethics (incorporated by reference to Exhibit 14.1 to Amendment No.

1 to the Registration Statement on Form S-1 filed April 15, 2021).

Subsidiaries (Incorporated by reference to Exhibit 21 to the Annual Report on Form 10-K filed on September 28, 2022)

Consent of Independent Registered Public Accounting Firm

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Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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* Filed herewith.

** Furnished herewith.

Form 10-K Summary

Pursuant to the requirements of Section 13 or

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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.

What changed 10-K

Item 9A. Controls and Procedures