NKGN · NKGen Biotech, Inc. Common Stock

On April 28, 2026, NKGen Biotech entered into an Omnibus Amendment to its existing Secured Convertible Loan Agreement with AlpineBrook Capital GP I Limited. The amendment provides for an additional loan of $607,200, of which $55,200 is a facilitation fee, resulting in net proceeds of $552,000. The loan is evidenced by a new Secured Convertible Promissory Note (Additional Note #1) convertible into common stock at $0.08 per share. Additionally, the company issued a Common Stock Purchase Warrant exercisable at $0.08 per share for a ten-year period, with a beneficial ownership limitation of 9.99%. The number of consideration shares to be issued under the original loan agreement was increased to 12,009,780, to be delivered in five installments over 25 months. In connection with the amendment, certain stockholders entered into a Voting Agreement to vote in favor of increasing authorized shares to accommodate conversions and warrant exercises. The securities were issued without registration under the Securities Act, relying on exemptions under Section 4(a)(2), Regulation D, and/or Regulation S. This transaction provides additional working capital but significantly dilutes existing shareholders given the low conversion and exercise prices.