Other Information
−Removed: During the first quarter of 2026, none of our directors or executive officers adopted or terminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (as each term is defined in Item 408(a) of Registration S-K).
−Removed: On May 11, 2026, the Company and Theresa Greco, the Company’s Chief Commercial Officer, agreed to a mutual separation effective June 15, 2026 (the “Separation Date”).
−Removed: Effective as of the Separation Date, Ms.
−Removed: Greco will no longer serve as the Company’s Chief Commercial Officer.
−Removed: The Company expects to enter into a separation and advisory agreement with Ms.
−Removed: Greco, the details of which have not been finally determined at this time.
−Removed: The Company will provide a description of such separation and advisory agreement in a future filing with the Securities and Exchange Commission following its execution.
+Added: During the second quarter of 2026, none of our directors or executive officers adopted or terminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (as each term is defined in Item 408(a) of Registration S-K).
Exhibit Number Description of Exhibit
5 unchanged sentences
Incorporated by reference to Exhibit 3.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025.
+Added: 10.1* Credit Agreement, dated May 7, 2026, among the Company, the other loan parties, the lenders thereto, and Fifth Third.
+Added: Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 12, 2026.
+Added: 10.2*† Separation and Advisory Agreement, dated June 1, 2026, by and between Theresa Greco and the Company.
10.3* Amendment No.
−Removed: 4 to Financing Agreement, dated March 2, 2026.
−Removed: Incorporated by reference to Exhibit 3.5 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.
+Added: 2 to the OptimizeRx 2021 Equity Incentive Plan.
+Added: Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on June 12, 2026.
31.1† Certification of Chief Executive Officer pursuant to 18 U.S.C.
15 unchanged sentences
OptimizeRx Corporation
+Added: August 13, 2026
/s/ Stephen Silvestro
2 unchanged sentences
OptimizeRx Corporation
+Added: August 13, 2026
/s/ Edward Stelmakh
2 unchanged sentences
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.