TaoWeave, Inc.

Director Compensation

For the year ended* December 31, 2025*, the Company’s director compensation plan provided that non-employee directors were generally entitled to receive annually: (i) a grant of restricted stock or restricted stock units ("RSUs") (pro-rated as necessary for the period of service from the director’s date of appointment to the Board of Directors until the next annual meeting of stockholders); and (ii) a retainer fee of*$50,000.* The annual fee is payable in equal quarterly installments on thefirst business day following the end of the calendar quarter, in cash or shares of Restricted Stock, as chosen by the director, on an annual basis on or before* December 31of the applicable fiscal year. The annual equity grants to directors are normally made as of the date of the annual meeting of the Company’s stockholders. Grants of Restricted Stock or RSUs vest on thefirst* anniversary of the grant date or earlier upon the occurrence of certain termination events or upon a change in control of the Company. Vested RSUs are settled in shares of Common Stock on a1-for-1 basis upon the earliest of (i) thetenth anniversary of the grant date of the RSUs, (ii) a change in control (as defined in the award agreement) of the Company, and (iii) the date of a director’s separation from service. Additionally, the Company also paid the chairman of its Board of Directors an additional cash payment of*$30,000* per year, the Chairperson of its audit committee an additional cash payment of*$15,000* per year, the Chairperson of its compensation committee an additional cash payment of*$10,000* per year, the Chairperson of its nominating committee an additional cash payment of*$7,500* per year, and each non-chair member of any standing committee an additional cash payment of*$5,000* per year, in each case payable in equal quarterly installments in arrears. In addition, the Company* may,*from time to time, establish special committees of the Board and provide additional retainers in connection therewith.

The following table represents compensation for the Company’s non-employee directors during the year ended* December 31, 2025*. All compensation for Peter Holst, the Company’s President and CEO, during the year ended* December 31, 2025*, is included in the Summary Compensation Table under “Executive Compensation” below.

(1) Mr. Adelman was appointed Chair of the Audit Committee, effective September 10, 2025, upon the resignation of Mr. Weinstein.

(2) Mr. Weinstein resigned as a director of the Company, effective September 10, 2025.

No equity awards were outstanding as of* December 31, 2025*, for any director.

Summary Compensation Table

The following table sets forth the compensation awarded to, paid to, or earned by Peter Holst, President, and CEO, and David Clark, CFO, Treasurer, and Secretary, for the years ended* December 31, 2025,and2024*.No other executive officer earned more than*$100,000* during these years, so the Company only hastwo named executive officers.

(1) Other compensation represents i) matching contributions under the Company’s 401(k) Plan of $10,000 for 2025 and 2024; and ii) company-paid life insurance premiums of $1,000 for 2025 and 2024, for both Mr. Holst and Mr. Clark.

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Outstanding Equity Awards at2025 Fiscal Year-End

No equity awards were outstanding for our named executive officers as of* December 31, 2025*.

401(k) Plan

The Company maintains a tax-qualified401(k) plan for its eligible employees, including its named executive officers. Pursuant to the plan's terms, for fiscal years2025 and2024, eligible employees* maydefer up to80%* of their salary each year. The company matches50% of an employee’s contributions on thefirst 6% of the employee’s salary. This matching contribution vests overfour years.

Agreements with Named Executive Officers

We have entered into employment agreements with our current named executive officers. All named executive officers, whether ornot subject to an employment agreement, are “at will” employees of the Company.

Peter Holst Employment Agreement.

On* January 13, 2013,the Board appointed Peter Holst as the Company’s President and Chief Executive Officer and as a member of the Board. In connection with his appointment, the Company entered into an employment agreement with Mr. Holst, which was subsequently amended and restated as of January 28, 2016,and July 19, 2019 (as amended and restated, the “Holst Employment Agreement”). Pursuant to the Holst Employment Agreement, Mr. Holst receives an annual base salary of$295,000* and is eligible to receive an annual incentive bonus equal to100% of his base salary at the discretion of the compensation committee of the Board based on meeting certain financial and non-financial goals.

Under the terms of the Holst Employment Agreement, if Mr. Holst’s employment is terminated outside of a “change in control” (as defined in the Holst Employment Agreement) (i) by the Company without “cause” or by Mr. Holst for “good reason” (as such terms are defined therein) or (ii) as a result of the expiration of the term of the Holst Employment Agreement caused by the Company’s electionnot to renew such agreement, then he will be entitled to receive the following payments and benefits, subject to his execution and non-revocation of an effective general release of claims in favor of the Company:

In addition to the above payments and benefits, in the event that Mr. Holst’s employment is terminated during the18-month period following a “change in control” (i) by the Company without “cause” or by Mr. Holst for “good reason” or (ii) as a result of the expiration of the term of the Holst Employment Agreement caused by the Company’s electionnot to renew such agreement, then he will be entitled to receive the following payments and benefits, subject to his execution and non-revocation of an effective general release of claims in favor of the Company:

In consideration of the payments and benefits under the Holst Employment Agreement, Mr. Holst is restricted from engaging in competitive activities for12 months after the termination of his employment, as well as prohibited from soliciting the Company’s clients and employees and from disclosing the Company’s confidential information.

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The Holst Employment Agreement contains a “best after-tax benefit” provision, which provides that, to the extent that any amounts payable under the Holst Employment Agreement would be subject to the federal tax levied on certain “excess parachute payments” under Section4999 of the Code, the Company will either pay Mr. Holst the full amount due under the Holst Employment Agreement or, alternatively, reduce his payments to the extent thatno Section4999 excise tax would be due, whichever provides the highest net after-tax benefit to Mr. Holst.

David Clark Employment Agreement.

On* March 25, 2013,the Company entered into an employment agreement with David Clark in connection with his appointment as Chief Financial Officer of the Company, which was subsequently amended and restated on July 19, 2019 (as amended and restated, the “Clark Employment Agreement”). Pursuant to the Clark Employment Agreement, Mr. Clark receives an annual base salary of$260,000* and is eligible to receive an annual incentive bonus equal to50% of his base salary at the discretion of the compensation committee of the Board, based on meeting certain financial and non-financial goals.

Under the terms of the Clark Employment Agreement, if Mr. Clark’s employment is terminated outside of a “change in control” (as defined in the Clark Employment Agreement) (i) by the Company without “cause” or by Mr. Clark with or without “good reason” (as such terms are defined therein) or (ii) as a result of the expiration of the term of the Clark Employment Agreement caused by the Company’s electionnot to renew such agreement, then he will be entitled to receive the following payments and benefits, subject to his execution and non-revocation of an effective general release of claims in favor of the Company:

In addition to the above payments and benefits, in the event that Mr. Clark’s employment is terminated during the18-month period following a “change in control” by the Company without “cause” or by Mr. Clark for “good reason,” then he will also be entitled to receive (i) increased severance equal to18 months’ base salary, (ii)100% of his maximum annual target bonus payable for the calendar year in which such termination occurs, and (iii) extended payment (or reimbursement) of the COBRA premiums for12 months. In such an event, Mr. Clark will be entitled to receive80% accelerated vesting of his then-unvested shares of restricted stock and RSUs (if any).

In consideration of the payments and benefits under the Clark Employment Agreement, Mr. Clark is restricted from engaging in competitive activities forsix months after the termination of his employment, as well as prohibited from soliciting the Company’s clients and employees and from disclosing the Company’s confidential information.

Potential Payments to Named Executive Officers upon Termination or Change-in-Control

No named executive officer holds outstanding equity incentive awards, andno named executive officer is entitled to accelerated vesting upon termination for cause. In accordance with the terms of the Company’s Amended and Restated2019 Equity Incentive Plan, the Company is given authority to accelerate the timing of the exercise/vesting provisions of awards under such plan in the event of certain changes in control or other corporate transactions.

See “Agreements with Named Executive Officers” above for a discussion of certain payments the Company could be required to make upon the termination of a Named Executive Officer.

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Pay Versus Performance

In* August 2022,the SEC adopted final rules requiring companies to disclose information about the relationship between executive compensation actually paid and the Company's financial performance. The information below is provided pursuant to Item402*(v) of SEC Regulation S-K with respect to "smaller reporting companies," as that term is defined in Item10(f)(1) of SEC Regulation S-K.

Analysis of the Information Presented in the Pay Versus Performance Table

The Compensation Committee of the Board of Directors of the Company doesnot have a policy or practice regarding evaluating Total Shareholder Return as part of its determination of compensation decisions for the named executive officers. The Compensation Committee considers various factors in determining the competitiveness of its executive compensation. Over the pastthree fiscal years, the Compensation Committee has recognized the significant time and effort required by the executive officers and others to manage the Company’s liquidity by raising capital while reducing operating expenses and cash used in operations, secure and maintain the Company’s listing on the Nasdaq Capital Market, and to source and evaluate merger and acquisition opportunities. To retain qualified executive management, the Compensation Committee: i) increased the salaries of named executive officers in* July 2021 (the salaries of the named executive officers were last increased in2014*), ii) in2024 paid bonuses that were earned during* Maythrough Decemberof fiscal year2023,* and iii) in2025 paid bonuses that were earned during* Januarythrough Decemberof fiscal year2024* and during* Januarythrough Juneof fiscal year2025.* The current named executive officers last received equity awards in2019.

All information provided above under the “Pay Versus Performance Information” heading willnot be deemed to be incorporated by reference in any filing of our company under the Securities Act of1933, as amended, whether made before or after the date hereof, and irrespective of any general incorporation language in any such filing.