RICHARDSON ELECTRONICS, LTD.

a) First Amendment to PNC Credit Agreement

On April 9, 2025, the Company and certain of its subsidiaries (collectively, the “Loan Parties”) entered into the First Amendment (the “First Amendment”) to the Credit Agreement, dated March 20, 2023 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among the Company, the Guarantors party thereto, the Lenders party thereto, and PNC Bank, National Association, as Administrative Agent thereunder (“PNC”).

The First Amendment amends the Credit Agreement to modify the definition of “Consolidated EBITDA” to take into account the non-recurring non-cash loss in the amount of $4,920,000 recognized by the Company in connection with the consummation of the transactions contemplated by that certain Asset Purchase Agreement, dated January 24, 2025 (the “Purchase Agreement”), by and between the Company and DirectMed Imaging, LLC.

The effectiveness of the modifications to the Credit Agreement contemplated by the First Amendment is conditioned on the receipt by PNC of (a) the First Amendment duly executed by the Loan Parties, each Lender party thereto and the Administrative Agent; and (b) an executed copy of the Purchase Agreement, together with all schedules and exhibits thereto.

The foregoing description of the First Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the First Amendment, attached to this Form 10-Q as Exhibit 5.01, and incorporated herein by reference.

b) None.

c) 10b5-1 trading arrangements: None.