| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Simpson Andrew | Chairman of the Board, President and Chief Executive Officer, Director | C/O HEARTSCIENCES INC.,, 550 RESERVE STREET, SUITE 360, SOUTHLAKE | /s/ Andrew Simpson | 28 Nov 2025 | 0001933883 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | HSCS | Common Stock, $0.001 par value | Award | +70,000 | +1597% | 74,382 | 28 Nov 2025 | Direct | F1, F2, F3 |
| Id | Content |
|---|---|
| F1 | These shares of common stock, $0.001 par value per share, of the Issuer (the "Shares") were granted to the Reporting Person under the Issuer's 2023 Equity Incentive Plan (as amended, the "Plan") pursuant to the approval of the Issuer's board of directors. |
| F2 | The Shares shall vest subject to the satisfaction of all of the following conditions: (i) approval of any amendment or modification to or restatement of the Plan, which, among other things, contemplates this award; and (ii)(x) 1/3rd of the Shares shall vest on the one year anniversary of the grant date (the "Initial Vesting Date") and (y) thereafter, 1/12th of the Shares shall vest on each subsequent quarterly anniversary of the Initial Vesting Date (each an "Additional Initial Vesting Date" and together with the Initial Vesting Date, the "Vesting Dates"), such that all of the Shares shall fully vest on the three year anniversary of the grant date, in each case provided that the Reporting Person is continuously employed by and is in good standing with the Issuer and his employment agreement with the Issuer (the "Employment Agreement") is in effect, through each applicable Vesting Date (except as otherwise provided below). (continued to footnote 3) |
| F3 | Notwithstanding the foregoing or anything to the contrary in the Employment Agreement, the Reporting Person shall not be required to be employed or perform any services to the Issuer under the Employment Agreement as of any applicable Vesting Date if the Reporting Person is terminated or otherwise let go by the Issuer for any reason or no reason other than Just Cause (as defined in the Employment Agreement) (for the avoidance of doubt, if the Reporting Person resigns or otherwise voluntarily departs, such resignation or voluntary termination shall not be deemed to satisfy this requirement with respect to the applicable Vesting Date). 100% of the Shares shall vest (i) in the event of a Change of Control (as defined in the Employment Agreement) or (ii) if the Issuer achieves $250,000 or more of revenue in any fiscal quarter ending after the date hereof. |
Chairman of the Board, President and Chief Executive Officer