Celcuity Inc.

On November 19, 2024, Brightstone Venture Capital Fund, LP (“Brightstone”) adopted a 10b5-1 plan that provided for the sale of up to 220,000 shares of Celcuity Inc. common stock through November 19, 2025. This plan was terminated on December 12, 2024. On December 13, 2024, Brightstone adopted a 10b5-1 plan that provides for the sale of up to 229,325 shares of Celcuity Inc. common stock through December 13, 2025. David Dalvey is a General Partner at Brightstone.

During the three months ended December 31, 2024, none of our other directors or officers (as defined in Rule 16a-1(f) of the Exchange Act)adopted orterminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.

On March 28, 2025, the Compensation Committee of the Board of Directors (the “Committee”) of the Company adopted the Celcuity Inc. Change in Control and Severance Plan (the “Severance Plan”). The purpose of the Severance Plan is to provide assurances to employees of the Company of specified benefits in the event of a Change in Control of the Company (as defined in the Company’s equity plan) or certain terminations of employment following a Change in Control. The Severance Plan covers all regular full or part-time employees of the Company, including each executive officer of the Company. The Committee is responsible for administering the Severance Plan. The Severance Plan may be amended or terminated at any time prior to a Change in Control.

In the event of a participant’s involuntary termination of employment without cause or resignation for good reason (as such terms are defined in the Severance Plan) within the twelve-month period following a Change in Control, the Severance Plan provides for: (i) a severance payment in an amount ranging from three months to three years of the participant’s base salary and target cash bonus, plus (ii) COBRA premiums for the participant and their enrolled dependents for the same time period, but no greater than eighteen months, both payable in a lump sum.

The amount of severance provided under the Severance Plan is: three years for the Company’s chief executive officer; two years for the Company’s other executive officers; one year for the Company’s other executives that are not executive officers; six months for the Company’s vice presidents; and for all other participants, the greater of (i) three months or (ii) two weeks per each full year of employment, with a maximum of six months.

In addition, the Severance Plan provides that in the event of a Change in Control, all outstanding equity awards held by any participant will fully vest (with performance awards vesting at the greater of target or actual performance levels) immediately upon the effective date of such change in control.

The foregoing description of the Severance Plan does not purport to be complete and is qualified in its entirety by reference to the full text of the Severance Plan, which is filed as Exhibit 10.35 hereto and is incorporated herein by reference.