Sanjeeb Safir - 02 Sep 2024 Form 4 Insider Report for Quality Industrial Corp. (QIND)

Footnote F1

Pursuant to a Stock Purchase Agreement (the "Purchase Agreement"), dated November 18, 2024, by and among Quality Industrial Corp., a Nevada corporation ("QIND"), Fusion Fuel Green PLC, an Irish public limited company (the "Fusion Fuel"), Ilustrato Pictures International Inc., a Nevada corporation and a stockholder of the Company, and certain other stockholders of the Company including the reporting person, the reporting person transferred 1,000,000 shares of common stock of QIND to Fusion Fuel, and in consideration, Fusion Fuel issued to the reporting person 46,314 shares of Series A Convertible Preferred Shares with a nominal value of $0.0001 each of Fusion Fuel ("Series A Preferred Shares"). The conditions to the closing of the transactions contemplated by the Purchase Agreement were satisfied in all material respects as of November 26, 2024 (the "Closing Date").

Footnote F2

The conversion rights under the Series A Preferred Shares remain subject to the satisfaction of certain conditions, including shareholder approval of certain matters and the clearance of an initial listing application by Fusion Fuel with The Nasdaq Stock Market LLC ("Nasdaq"). Upon satisfaction of such conditions, the Series A Preferred Shares will be automatically converted into ten Class A Ordinary Shares with a nominal value of $0.0035 each of Fusion Fuel, subject to adjustment for share dividends and share splits. On November 25, 2024, the last trading day before the Closing Date, the last reported price of a Class A Ordinary Share by Nasdaq was $4.64, prior to adjustment for any subsequent share splits, which effectively resulted in each share of QIND common stock transferred by the reporting person being valued at $2.15 per share on an as-converted basis, without regard to the conditions to conversion.