Kingsway Funds and Manuel Stotz Acquire Significant Stake in Verb Technology Company

On August 7, 2025, Kingsway Fund - Frontier Consumer Franchises (KFCF), FC02 Digital Ltd, Kingsway Frontier Consumer Opportunities (FCO4) Growth Fund IV Ltd, SP12 Digital Ltd, SP13 Digital Ltd, SP14 Digital Ltd, and SP15 Digital Ltd, collectively referred to as the 'Funds', along with Kingsway Capital Partners Limited (KCPL) and Manuel Stotz, acquired a significant stake in Verb Technology Company, Inc. The Funds acquired an aggregate of 12,101,730 shares of Common Stock and a pre-funded warrant to purchase 321,123 shares of Common Stock for approximately $118,141,377. This acquisition represents approximately 19.99% of the Common Stock issued and outstanding. Manuel Stotz, the Chief Executive Officer of KCPL, was appointed as Chairman of Verb Technology Company. The net proceeds from the transaction are intended to be used to purchase Toncoin (TON), the native cryptocurrency of The Open Network (TON) blockchain, and for working capital and general corporate purposes. The Reporting Persons have no additional plans or proposals at this time but may change their purpose or formulate different plans in the future.