VISIONSYS AI INC. Private Placement Transaction

On March 11, 2026, VISIONSYS AI INC. entered into a securities purchase agreement with certain investors to sell an aggregate of up to 14,250,000,000 Class A ordinary shares at a price of $0.00212 per share. The total purchase price is approximately $30,210,000, payable in fiat currency or cryptocurrencies at the Company's discretion. The agreement includes customary representations, warranties, and covenants. The transaction is expected to close in the second quarter of 2026. The Company has represented that the shares are duly authorized and, upon payment, will be validly issued, fully paid, and non-assessable, free of liens imposed by the Company. The issuance and sale of these securities are being conducted in reliance on exemptions from registration requirements under the Securities Act of 1933, with purchasers representing they are non-U.S. persons acquiring the shares for investment purposes and not with a view to distribution.