VS MEDIA HOLDINGS LIMITED Debt Conversion and Share Subscription Agreement

On April 27, 2026, VS MEDIA Holdings Limited entered into a Debt Conversion and Share Subscription Agreement with S T MENG PTE. LTD. This agreement effectively terminated the previous Convertible Note Purchase Agreement dated September 11, 2025. Under the new agreement, the Company converted a US$3,800,000 principal amount convertible promissory note into equity. The conversion price was set at US$74.70 per share of S T Meng’s ordinary shares. The accrued interest owed to the Company was settled through a combination of cash payment, waiver, and capitalization into shares. Following this conversion, VS MEDIA Holdings Limited now holds an aggregate of 41.52% of the voting rights in S T Meng.