Virtuix Holdings Inc.

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are controls and other procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2026. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective as of June 30, 2026 due to the material weakness in internal control over financial reporting described below.

Material Weakness and Remediation

During the preparation of our condensed consolidated financial statements for the three months ended June 30, 2026, management identified a material weakness in internal control over financial reporting related to the accounting for complex financing transactions. Specifically, the Company did not maintain controls designed at a sufficient level of precision to timely identify, evaluate and document the application of U.S. GAAP to debt and other financing arrangements containing complex contractual terms and embedded features. This material weakness existed as of March 31, 2026 and continued to exist as of June 30, 2026. See “Internal Control Over Financial Reporting” in Part I, Item 2 of this Quarterly Report for a description of the material weakness and management’s remediation efforts.

Changes in Internal Control over Financial Reporting

Other than the identification of the material weakness described above, which reflected a deficiency in controls that existed as of March 31, 2026 and continued through June 30, 2026 and therefore did not constitute a change in ICFR during the quarter, there were no changes in our internal control over financial reporting during the quarter ended June 30, 2026 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Subsequent to June 30, 2026, management began implementing the remediation measures described above.