Other Information.
−Removed: c) During the quarter ended September 30, 2025, none of our directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” (in each case defined in Item 408 of Regulation S-K).
+Added: c) During the three months ended March 31, 2026, none of our directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” (in each case defined in Item 408 of Regulation S-K).
Incorporated by Reference
3 unchanged sentences
Form of internal rules of the Supervisory Board of Sono Group N.V.
−Removed: Secured Convertible Debenture, dated August 6, 2025, issued by Sono Group N.V.
−Removed: to YA II PN, Ltd.
−Removed: Secured Convertible Debenture, dated August 15, 2025, issued by Sono Group N.V.
−Removed: to YA II PN, Ltd.
−Removed: Secured Convertible Debenture, dated September 5, 2025, issued by Sono Group N.V.
−Removed: to YA II PN, Ltd.
−Removed: Omnibus Amendment to Transaction Documents, dated July 6, 2025, by and between Sono Group N.V.
+Added: Convertible Debenture, dated January 26, 2026, by and between Sono Group N.V.
and YA II PN, Ltd.
−Removed: Omnibus Amendment to Transaction Documents, dated August 6, 2025, by and between Sono Group N.V.
+Added: Convertible Debenture, dated February 19, 2026, by and between Sono Group N.V.
and YA II PN, Ltd.
−Removed: Omnibus Amendment to Transaction Documents, dated August 6, 2025, by and between Sono Group N.V.
+Added: Pre-Funded Warrant Securities Purchase Agreement, dated March 10, 2026, by and between Sono Group N.V.
and YA II PN, Ltd.
−Removed: Omnibus Amendment to Transaction Documents, dated August 15, 2025, by and between Sono Group N.V.
+Added: Pre-Funded Warrant, dated March 10, 2026, issued by Sono Group N.V.
+Added: to YA II PN, Ltd.
+Added: Registration Rights Agreement, dated March 10, 2026, by and between Sono Group N.V.
and YA II PN, Ltd.
−Removed: Omnibus Amendment to Transaction Documents, dated September 5, 2025, by and between Sono Group N.V.
+Added: Convertible Debenture, dated March 10, 2026, by and between Sono Group N.V.
and YA II PN, Ltd.
−Removed: Consulting Agreement, dated September 9, 2025, by and between Sono Group N.V., McGurn Advisors LLC and Kevin McGurn.
+Added: International Swaps and Derivatives Association, Inc.
+Added: 2002 ISDA Master Agreement, dated as of March 10, 2026, between Blockchain.com (BVI) II Limited and Sono Group N.V.
+Added: International Swaps and Derivatives Association, Inc.
+Added: Schedule to the 2002 ISDA Master Agreement, dated as of March 10, 2026, between Blockchain.com (BVI) II Limited and Sono Group N.V.
+Added: International Swaps and Derivatives Association, Inc.
+Added: Credit Support Annex to the Schedule to the 2002 ISDA Master Agreement, dated as of March 10, 2026, between Blockchain.com (BVI) II Limited and Sono Group N.V.
+Added: Share Purchase and Transfer Agreement dated May 4, 2026
+Added: Convertible Debenture, dated April 28, 2026, by and between Sono Group N.V.
+Added: and YA II PN, Ltd.
Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934.
2 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: Certification of the Principal Executive Officer pursuant to 18 U.S.C.
+Added: Certification of the Principal Financial Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
8 unchanged sentences
Furnished herewith.
−Removed: # Indicates management contract or compensatory plan or arrangement.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
SONO GROUP N.V.
−Removed: November 19, 2025
−Removed: /s/ George O’Leary
−Removed: George O’Leary
−Removed: Managing Director
−Removed: November 19, 2025
+Added: /s/ Kevin McGurn
+Added: Chief Executive Officer and Managing Director
Scott Calhoun
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.