Robert J. Eide - 08 Apr 2025 Form 4/A - Amendment Insider Report for Matinas BioPharma Holdings, Inc. (MTNB)

Footnote F1

Robert J. Eide is the direct holder of 750 shares of Common Stock, 0.0001 par value per share ("Common Stock") and the indirect holder of 750 shares of Common Stock as the managing member of Isagen LLC.

Footnote F2

Pursuant to the Securities Purchase Agreement, dated February 13, 2025, Pembroke & Partners ("Pembroke") purchased an aggregate of 984 shares of the Issuer's Series C Convertible Preferred Stock, par value $0.0001 per share (the "Preferred Stock") with a stated value of $1,000 per share of Preferred Stock, and 3,358,364 Warrants for gross proceeds of $984,000. The Preferred Stock and Warrants were sold in two tranches with each tranche consisting of 492 shares of Preferred Stock and 1,679,182 Warrants.

Footnote F3

Each holder of Preferred Stock is entitled to vote on an as-converted to Common Stock basis with a per share voting price of $0.6393, granting Pembroke voting power of up to 23% of the outstanding Common Stock based on their 984 shares of Preferred Stock. Pembroke's beneficial ownership is subject to a 9.99% limit on the shares of Common Stock issuable upon conversion of the Preferred Stock and a 4.99% limit on the shares of Common Stock issuable upon exercise of the Warrants.

Footnote F4

Mr. Eide does not directly own any Preferred Stock or Warrants, however, as the sole manager of Pembroke, Mr. Eide may be deemed to beneficially own securities of the Issuer beneficially owned by Pembroke and share Pembroke's voting power.

Footnote F5

N/A