Smart Powerr Corp.

On February 23, 2021, the Company entered into securities purchase agreements with several non-U.S. investors (the “Purchasers”), pursuant to which the Company agreed to sell to the Purchasers, up to 3,320,000 shares of common stock of the Company, at $11.522 per share. One of the purchasers is the Company’s CEO (who is also the Company’s Chairman), who purchased 1,000,000 common shares of the Company. In April 2021, the Company’s CEO amended the number of shares that he would purchase from 1,000,000 shares to 940,000 shares. In April 2021 the Company returned to the Company’s CEO the $691,320 in extra proceeds that had been received earlier.

On February 18, 2025, the Company entered into certain securities purchase agreements with each of the purchasers, pursuant to which the Company has agreed to issue and sell an aggregate of 8,029,851 shares of common stock, par value $0.001 per share of the Company, at an aggregate purchase price of up to $5,380,000, in a private offering to certain the purchasers. The purchase price of each Share is $0.67 which equals the average closing price quoted on the Nasdaq Stock Market of the common stock of the Company for the 5 trading days immediately prior to the date of the Securities Purchase Agreements. The Company received the payment on February 19, 2025 and closed the transaction on the same day. Mr. Guohua Ku, the Chief Executive Officer and Chairman of the Board of the Company, participated in the Offering and purchased 2,925,373 Shares at the purchase price. As the date of this annual report, Mr. Ku currently beneficially own approximately 22.9% of our issued and outstanding shares of common stock of the Company. The transaction was negotiated at arm’s length.