Our Bond, Inc. 10-K

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information Our common stock is traded on the New York Stock Exchange under the symbol OBAI. Holders As of March 31, 2026, there were 1,216 holders of record of our Common Stock, 5 holders of record of our Series B-1 Preferred Stock, 5 holders of record of our Series B-2 Preferred Stock, 24 holders of record of our Series B-3 Preferred Stock, 1 holder of record of our Series C Preferred Stock, 1 holder of record of our Series D Preferred Stock, and 1 holder of record of our Series F Preferred Stock,. Dividend Policy We have never declared or paid dividends on our Common Stock. We currently intend to retain all available funds and any future earnings to fund the development, commercialization and growth of our business, and therefore we do not anticipate declaring or paying any dividends on our Common Stock in the foreseeable future. Any future determination as to the declaration and payment of dividends, if any, will be at the discretion of our board of directors. Any such determination will also depend upon our business prospects, operating results, financial condition, capital requirements, general business conditions and other factors that our board of directors may deem relevant. Our future ability to pay dividends on our Common Stock may also be limited by the terms of any future debt securities or credit facility . Unregistered Sales of Securities The following sets forth information regarding all unregistered securities we have issued during the period covered by this report that were not registered under the Securities Act and were not included in a Quarterly Report on Form 10-Q or in a Current Report on Form 8-K: Series CF-1 Preferred Stock On June 21, 2024, we entered into a listing agreement, under Regulation Crowdfunding whereby the Company agreed to sell securities to eligible investors through a funding portal by way of a special purpose vehicle. As part of the offering, we offered 2,354,681 Series CF-1 Preferred Stock, $0.0001 par value per Share at a purchase price of $2.12343 per share with a maximum amount of $5,000,000 to be raised from crowdfunding. The offering was closed on April 30, 2025, and we issued an aggregate of 957,102 shares of Series CF-1 Preferred Stock for gross proceeds of $2,032,000. On September 2024, in parallel to Reg CF and under the same terms, the Company offered to sell securities under Rule 506(c) of Regulation D to accredited investors. The offering was closed on June 17, 2025, we issued an aggregate of 2,411,364 shares of Series CF-1 Preferred Stock for gross proceeds of $5,120,000. All shares of Series CF-1 Preferred Stock were subsequently converted to shares Common Stock in connection with our recent direct listing. Series CF-2 Preferred Stock On July 9, 2025, we entered into a listing agreement, under Regulation Crowdfunding whereby the Company agreed to sell securities to eligible investors through a funding portal by way of a special purpose vehicle. As part of the offering, we offered up to 219,955 Series CF-2 Preferred Stock, $0.0001 par value per Share at a purchase price of $3.864435 per share with a maximum amount of $850,000 to be raised from crowdfunding. The offering was closed on September 5, 2025, and we issued an aggregate of 212,033 shares of Series CF-2 Preferred Stock for gross proceeds of approximately $818,789. On July 18, 2025, in parallel to Reg CF and under the same terms, the Company offered to sell securities under Rule 506(c) of Regulation D to accredited investors. The offering was closed on September 5, 2025 without the issuance of any shares of Series CF-2 Preferred Stock. All shares of Series CF-2 Preferred Stock were subsequently converted to shares Common Stock in connection with our recent direct listing. Series F Preferred Stock On June 19, 2025, we issued an aggregate of 10,000 shares of Series F Preferred Stock with par value of $0.0001 to Doron Kempel in exchange for his surrender of an equal number of shares of Common Stock. For a description of conversion terms, please refer the section titled “ Description of Capital Stock, Series F Preferred Stock .” 30 Series C Preferred Stock On June 25, 2025, we issued an aggregate of 329,671 shares of Series C Preferred Stock with par value of $0.0001, together with warrants to purchase 1,333,335 shares of Common Stock, for an aggregate consideration of $3,000,000 to Ascent Partners Fund LLC (“Ascent”). The warrants are exercisable at a price of $3.2475 per share, with expiration dates as follows: 333,334 warrants have an expiration date of eight (8) months, 333,334 warrants have an expiration date of sixteen (16) months, and 666,667 warrants have an expiration date of two (2) years from the issuance date. The warrants may not be exercised on a cashless basis unless, upon the listing of the Company’s common stock on any recognized stock exchange pursuant to an effective registration statement, there is no effective registration statement covering, or no current prospectus available for, the free resale of the warrant exercise shares by the holder. Upon the direct listing, the warrants to purchase 1,333,335 shares of Common Stock shall remain outstanding and the holder shall have the option, at any time to exercise their warrant and register them for resale under the direct listing. Series E Preferred Stock On August 6, 2025, we issued an aggregate of 682,770 shares of Series E Preferred Stock with par value of $0.0001 by converting an outstanding amount of approximately $6,827,698 to Eastward Fund Management, LLC resulting in an average price of $4.62000 per share. All shares of Series E Preferred Stock were converted to Common Stock during first quarter of 2026. Series D Preferred Stock On October 27, 2025, we issued an aggregate of 109,891 shares of Series D Preferred Stock, together with warrants to purchase 25,000,000 shares of Common Stock, for an aggregate consideration of $1,000,000 to Ascent. The warrants are exercisable at a price of $12.35 per share, with expiration dates as follows: 16,000,000 warrants have an expiration date of nine (9) months, 3,000,000 warrants have an expiration date of sixteen (16) months, and 6,000,000 warrants have an expiration date of two (2) years from the issuance date. On December 1, 2025, we issued 32,967 additional shares of Series D Preferred Stock to Ascent for additional consideration of $300,000. On December 12, 2025, we issued 49,451 additional shares of Series D Preferred Stock for additional consideration of $450,000. On December 22, 2025, we issued 32,967 additional shares of Series D Preferred Stock to Ascent for additional consideration of $300,000. On January 12, 2026, we issued 93,407 additional shares of Series D Preferred Stock to Ascent for additional consideration of $850,000. On January 30, 2026, we issued 131,867 additional shares of Series D Preferred Stock for consideration of $1,200,000. On February 4, 2026, we issued final tranche of 98,901 of Series D Preferred Stock for additional consideration of $900,000, resulting in a total of 549,451 shares of Series D Preferred Stock issued Purchases of Equity Securities by the Issuer and Affiliated Purchasers None during the quarter ended December 31, 2025. Securities authorized for issuance under equity compensation plans. The following table and information below sets forth information as of December 31, 2025 with respect to our Plans: Number of securities to be issued upon exercise of outstanding options, warrants and rights (a) Weighted- average exercise price of outstanding options, warrants and rights (b) Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a) (c) Equity compensation plans approved by security holders 7,336,803 $ 0.76 14,675,917 Equity compensation plans not approved by security holders - - - Total 7,336,803 $ 0.76 14,675,917 31 Summary of the Plan On May 26, 2017, our board of directors adopted, and our stockholders approved, our Amended and Restated Equity Plan. On June 29, 2018, this plan was amended to reflect the Company’s conversion from a Delaware limited liability company to a Delaware corporation. On June 19, 2025, this plan was further amended to increase the number of shares authorized for issuance under the plan by reserving an additional 5,866,923 shares of the Common Stock resulting in an aggregate of 22,220,855 shares of the Common Stock reserved for issuance. On May 26, 2017, our board of directors adopted, and our stockholders approved, our TG-17, Inc. Amended and Restated Sub-Plan: Israel applicable only for residents of the State of Israel or those who are deemed to be residents of the State of Israel for the payment of tax. This sub-plan is to be read as a continuation of the Amended and Restated Equity Plan and only modifies those options that are governed by the sub-plan to ensure compliance with the requirements of the applicable Israeli laws. The Amended and Restated Equity Plan provides for the grant of incentive stock options and non-statutory stock options. The Amended and Restated Equity Plan, through the grant of stock awards, is intended to help us secure and retain the services of eligible award recipients, provide incentives for such persons to exert maximum efforts for our success. Through December 31, 2025, we have issued the equivalent of 7,336,803 options at the strike price and as per the vesting schedule specified in the corresponding award agreement to employees and directors under Amended and Restated Equity Plan. As of December 31, 2025, there were the equivalent of 14,675,917 shares available for future issuance under the Amended and Restated Equity Plan. Item 6. [Reserved]