FiEE, Inc.

APPENDIX C

CERTIFICATE OF AMENDMENT

OF THE

SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION

OF

FiEE, Inc., a corporation duly organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify:

1. Article IV of the Second Amended and Restated Certificate of Incorporation of the Corporation is hereby amended by adding the following new paragraph immediately after the first paragraph:

“Upon the effectiveness of this Certificate of Amendment of the Second Amended and Restated Certificate of Incorporation of the Corporation (the “Effective Time”), each share of Common Stock issued immediately prior to the Effective Time shall be automatically reclassified as and converted into [1/2] [1/3] [1/4] [1/5] [1/6] [1/7] [1/8] [1/9] [1/10] [1/11] [1/12] [1/13] [1/14] [1/15] of a share of Common Stock, provided, however, that no fractional shares shall be issued to stockholders as a result of the foregoing reclassification and that in lieu thereof, the Corporation shall, after aggregating all fractions of a share to which a holder would otherwise be entitled, round any resulting fractional shares up to the nearest whole share. Any stock certificate that, immediately prior to the Effective Time, represented shares of Common Stock will, from and after the Effective Time, automatically and without the necessity of presenting the same for exchange, represent the number of shares of Common Stock into which shares of Common Stock have been reclassified and converted, but giving effect to the rounding of fractional shares as provided for in the immediately preceding sentence.”

2. This Certificate of Amendment of the Second Amended and Restated Certificate of Incorporation has been duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware.

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IN WITNESS WHEREOF, the Corporation has caused this Certificate of Amendment of the Second Amended and Restated Certificate of Incorporation to be signed on this day of , 2026.