RenovoRx, Inc.

(a) Management's Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the year ended December 31, 2025.

Based on our management’s evaluation (with the participation of our principal executive officer and our principal financial officer) of our disclosure controls and procedures as required by Rule 13a-15 under the Exchange Act and the material weaknesses previously identified and further discussed below, our Chief Executive Officer and Chief

Financial Officer have concluded that our disclosure controls and procedures were effective at the reasonable level of assurance as of December 31, 2025.

(b) Management’s Annual Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Our internal control framework and processes were designed to provide reasonable assurance to management and the Board of Directors that our financial reporting is reliable and that our financial statements for external purposes have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP").

Our management recognizes its responsibility for fostering a strong ethical climate so that our affairs are conducted according to the highest standards of personal and corporate conduct.

Our internal control over financial reporting includes policies and procedures that: (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect our business transactions; (ii) provide reasonable assurance that transactions are recorded as necessary to permit the preparation of financial statements in accordance with U.S. GAAP, and that receipts and expenditures of the issuer are being made only in accordance with authorizations of management and directors of the issuer; and (iii) provide reasonable assurance that the unauthorized acquisition, use, or disposition of our assets will be prevented or detected in a timely manner.

Remediation of Material Weakness

During the fiscal year 2025, material weaknesses was identified related to (i) inadequate formal accounting policies for complex and non-routine transactions; (ii) inexperienced finance and accounting personnel with appropriate U.S. GAAP technical expertise; (iii) deficiencies in the financial statement close process around the absence of a formalized and timely review and approval, inadequate segregation of duties driven by the small size of the finance and accounting team; and (iv) ineffective information technology general controls (“ITGC”) over user access.

To remediate these material weaknesses, management engaged a national consulting firm and implemented the following measures to strengthen the control environment, enhance the financial statement close process, and improve the overall design and operating effectiveness of internal controls:

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Implemented formal, written accounting policies and procedures for complex and non-routine transactions and established standardized review and approval workflows for such transactions.

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Increased finance and accounting staffing with personnel processing relevant U.S. GAAP and SEC reporting experience to enhance technical accounting capabilities.

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Implemented a structured financial close calendar with defined responsibilities and deadlines, along with documented review procedures and sign-off over key financial reporting areas.

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Reorganized finance roles and workflows to improve segregation of duties, supplemented by secondary reviews and higher-level management oversight, and began deploying automation tools and templates (FloQast) to support reconciliations and close activities.

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Established role-based access within financial systems, formalized review and approval requirements for non-standard and manual journal entries, and instituted periodic reviews of user access and system rights.

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Centralized IT user access management processes, implemented periodic independent user access reviews, and documented access changes and related review procedures to provide an audit trail over ITGC user access controls.

Management has completed the implementation of these remedial measures and, based on testing of the design and operating effectiveness of the remediated controls, concluded that the previously identified material weaknesses were remediated as of December 31, 2025.

We maintain a dynamic system of internal controls and processes--including internal control over financial reporting--designed to ensure reliable financial recordkeeping, transparent financial reporting and protection of physical and intellectual property.

All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

This Report does not include a report of management’s assessment regarding internal control over financial reporting or an attestation report of the Company’s registered public accounting firm due to a transition period established by SEC rules for newly public companies. For as long as we remain an emerging growth company under the JOBS Act, our independent registered public accounting firm will not be required to attest to the effectiveness of our internal control over financial reporting. When we lose our status as an emerging growth company and reach an accelerated filer threshold, our independent registered public accounting firm will be required to attest to the effectiveness of our internal control over financial reporting.

(c) Changes in Internal Control over Financial Reporting

Other than the changes as noted above, there were no other changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the last fiscal quarter ended December 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.