Southland Holdings, Inc.

Director and Officer Trading Arrangements

During the last fiscal quarter, none of our directors or officers adopted or terminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408.

Amended and Restated Employment Agreement with Keith Bassano

On August 11, 2026, the Company entered into an amended and restated employment agreement (the “A&R Employment Agreement”) with Keith Bassano, the Company’s Chief Financial Officer.

Pursuant to the A&R Employment Agreement, on August 11, 2026, Mr. Bassano’s annual base salary was set at $475,000. In addition, beginning with the Company’s 2026 short-term incentive plan award, Mr. Bassano’s annual short-term incentive target opportunity was set at $350,000, with a minimum payout of $200,000 for the 2026 - 2029 calendar year awards.

Under the A&R Employment Agreement, Mr. Bassano is eligible to earn up to an aggregate of $1,050,000 in additional cash incentive payments upon the completion of several specified milestones approved by the Compensation Committee of the Board of Directors of the Company (the “Compensation Committee”). These milestones relate to the Company’s ongoing strategic plan for capital restructuring, non-core asset monetization and certain backlog completion. Each such milestone is valued at $150,000 and will be payable following achievement of the applicable milestone, subject to Mr. Bassano’s continued employment with the Company through the applicable completion date. The determination of whether a milestone has been successfully achieved shall be made by the Compensation Committee in its reasonable discretion.

In addition, under the A&R Employment Agreement, Mr. Bassano will receive a cash bonus of $60,000 following the end of each quarter, beginning with the quarter ending September 30, 2026 and continuing until the earliest to occur of (i) the date on which all of the milestones have been successfully achieved as determined by the Compensation Committee, (ii) the date that the remaining milestone or milestones have not been successfully achieved as determined by the Compensation Committee, or (iii) the date Mr. Bassano ceases to be employed by the Company.

The foregoing description of the A&R Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the A&R Employment Agreement, a copy of which is filed as an exhibit to this Quarterly Report on Form 10-Q and incorporated herein by reference.