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FF EAI Robotics Ecosystem Inc.

For the period ended Dec 31, 2024. Filed Jun 30, 2025.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Jun 30, 2025

FFR$0.89-1.9%Stored close · as of Nov 10, 2026

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Contents

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

Item 15. Exhibits and Financial Statement Schedules

(a) The following documents are filed as part of this Annual Report:

1.All Financial Statements.

The following documents are included in Part II, Item 8 of this Annual Report and are incorporated by reference herein:

Page
Report of Independent Registered Public Accounting Firm - WithumSmith+Brown, PC (PCAOB ID 100)32
Report of Independent Registered Public Accounting Firm - Baker Tilly US, LLP (PCAOB ID: 23)33
Financial Statements:
Consolidated Balance Sheets as of December 31, 2024 and December 31, 202334
Consolidated Statements of Operations and Comprehensive Loss for the Year Ended December 31, 2024 and Year Ended December 31, 202335
Consolidated Statements of Changes in Stockholders’ Equity (Deficit) for the Year Ended December 31, 2024 and Year Ended December 31, 202336
Consolidated Statements of Cash Flows for the Year Ended December 31, 2024 and Year Ended December 31, 202337
Notes to Consolidated Financial Statements38

2.Financial Statement Schedules.

All financial statement schedules have been omitted, since the required information is not applicable or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements and accompanying notes included in this Form 10-K.

3.Exhibits.

See exhibits listed under Part (b) below.

(b) Exhibits:

EXHIBIT INDEX

Exhibit No.DescriptionFormFile No.ExhibitFiling Date
2.1Stock Purchase Agreement dated July 20, 2023 with Chembio Diagnostics, Inc., Biosynex, S.A. and Qualigen, Inc.8-K001-374282.17/26/2023
3.1Amended and Restated Certificate of Incorporation of Ritter Pharmaceuticals, Inc.8-K001-374283.17/1/2015
3.2Certificate of Amendment to the Amended and Restated Certificate of Incorporation8-K001-374283.19/15/2017
3.3Certificate of Amendment to the Amended and Restated Certificate of Incorporation8-K001-374283.13/22/2018
3.4Certificate of Designation of Preferences, Rights and Limitations of Series Alpha Preferred Stock of the Company, filed with the Delaware Secretary of State on May 29, 20208-K001-374283.15/29/2020
3.5Certificate of Amendment to the Certificate of Incorporation of the Company, filed with the Delaware Secretary of State on May 22, 2020 [reverse stock split]8-K001-374283.25/29/2020
3.6Certificate of Merger, filed with the Delaware Secretary of State on May 22, 20208-K001-374283.35/29/2020
3.7Certificate of Amendment to the Certificate of Incorporation of the Company, filed with the Delaware Secretary of State on May 22, 20208-K001-374283.45/29/2020
3.8Amended and Restated Bylaws of the Company, as of August 10, 20218-K001-374283.18/13/2021
3.9Certificate of Amendment to the Amended and Restated Certificate of Incorporation, filed with the Delaware Secretary of State on November 21, 20228-K001-374283.111/22/2022
4.1Description of Common Stock10-K/A001-374284.97/7/2023
10.1Warrant, issued by the Company in favor of Alpha Capital Anstalt, dated May 22, 20208-K001-3742810.135/29/2020
10.2Form of Warrant, issued by the Company in favor of GreenBlock Capital LLC and its designees, dated May 22, 2020 [post-Merger]8-K001-3742810.105/29/2020
10.3Common Stock Purchase Warrant in favor of Alpha Capital Anstalt, dated July 10, 20208-K001-3742810.27/10/2020
10.4Common Stock Purchase Warrant in favor of Alpha Capital Anstalt, dated August 4, 20208-K001-3742810.38/4/2020
10.5“Two-Year” Common Stock Purchase Warrant for 1,348,314 shares in favor of Alpha Capital Anstalt, dated December 18, 20208-K001-3742810.312/18/2020
10.6“Deferred” Common Stock Purchase Warrant in favor of Alpha Capital Anstalt, dated December 18, 20208-K001-3742810.412/18/2020
10.7Form of liability classified Warrant to Purchase Common Stock10-K001-374284.133/31/2021
10.8Form of “service provider” compensatory equity classified Warrant10-K001-374284.143/31/2021
10.9Amended and Restated Common Stock Purchase Warrant to GreenBlock Capital LLC, dated April 25, 202210-Q001-374284.155/13/2022
10.10Amended and Restated Common Stock Purchase Warrant to Christopher Nelson, dated April 25, 202210-Q001-374284.165/13/2022
10.11Common Stock Purchase Warrant for 2,500,000 shares in favor of Alpha Capital Anstalt, dated December 22, 20228-K001-374284.112/22/2022
10.12+Executive Employment Agreement, by and between Qualigen, Inc. and Michael Poirier, dated as of February 1, 2017 and as amended on January 9, 20188-K001-3742810.15/29/2020
10.13+Executive Employment Agreement, by and between Qualigen, Inc. and Christopher Lotz, dated as of February 1, 2017 and as amended on January 9, 20188-K001-3742810.25/29/2020
10.14+2020 Stock Equity Incentive Plan8-K001-3742810.205/29/2020
10.15+Standard template of Stock Option Agreement for use under 2020 Stock Incentive Plan8-K001-3742810.16/11/2020
10.16Exclusive License Agreement (RAS) between the Company and University of Louisville Research Foundation, Inc., dated as of July 17, 20208-K001-3742810.48/4/2020
10.17Amendment 1 to the Exclusive License Agreement (RAS), by and between Qualigen, Inc. and University of Louisville Research Foundation, Inc., dated March 16, 202110-K001-3742810.115/2/2023
10.18Novation Agreement (RAS) among the Company, Qualigen, Inc. and University of Louisville Research Foundation, Inc. dated January 30, 202110-Q001-3742810.15/14/2021
10.19+Hire offer letter from the Company to Tariq Arshad, dated April 22, 202110-Q001-3742810.18/16/2021
10.20License Agreement with UCL Business Limited dated January 12, 202210-K001-3742810.553/31/2022
10.21First Deed of Variation to License Agreement with UCL Business Limited dated March 30, 202210-K001-3742810.215/2/2023
10.22Series B Preferred Share Purchase Agreement between the Company and NanoSynex Ltd. dated April 29, 202210-Q001-3742810.15/13/2022
10.23Share Purchase Agreement between the Company and Alpha Capital Anstalt dated April 29, 202210-Q001-3742810.25/13/2022
10.24Master Agreement for the Operational and Technological Funding of NanoSynex between Qualigen Therapeutics, Inc. and NanoSynex Ltd., dated May 26, 20228-K001-3742810.16/2/2022
10.25+Qualigen Therapeutics, Inc. 2022 Employee Stock Purchase Plan10-Q001-3742810.111/14/2022
10.26+Amendment No. 2 to the 2020 Stock Incentive Plan of Qualigen Therapeutics, Inc.8-K001-3742810.111/22/2022
10.27+Amendment No. 1 to the 2022 Employee Stock Purchase Plan of Qualigen Therapeutics, Inc.8-K001-3742810.211/22/2022
10.28Securities Purchase Agreement, dated December 21, 2022, by and between Qualigen Therapeutics, Inc. and Alpha Capital Anstalt8-K001-3742810.112/22/2022
10.298% Senior Convertible Debenture Due December 22, 2025 in favor of Alpha Capital Anstalt8-K001-3742810.212/22/2022
10.30Registration Rights Agreement, dated December 22, 2022, by and between Qualigen Therapeutics, Inc. and Alpha Capital Anstalt8-K001-3742810.312/22/2022
10.31+Letter to Michael Poirier, dated January 13, 2023, regarding compensatory changes10-K001-3742810.315/2/2023
10.32+Letter to Amy Broidrick, dated January 13, 2023, regarding compensatory changes10-K001-3742810.325/2/2023
10.33+Letter to Tariq Arshad, dated January 13, 2023, regarding compensatory changes10-K001-3742810.335/2/2023
10.34Amendment No. 1 with regard to Securities Purchase Agreement dated December 5, 2023 with Alpha Capital Anstalt8-K001-3742810.112/7/2023
10.35Amendment and Settlement Agreement dated July 19, 2023 with NanoSynex, Ltd.8-K001-3742810.17/26/2023
10.36+Separation Agreement and General Release dated June 20, 2023 with Amy Broidrick10-Q001-3742810.18/14/2023
14.1Code of Business Conduct and Ethics8-K001-3742814.15/29/2020
19.1Insider Trading Policy
21.1Subsidiaries of the Registrant
23.1*Consent of WithumSmith+Brown, PC independent registered public accounting firm
23.2*Consent of Baker Tilly US, LLP independent registered public accounting firm
24.1Power of Attorney (included on signature page)
31.1* · Certificate of principal executive officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2* · Certificate of principal financial officer pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1* · Certificate of principal executive officer and principal financial officer pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
97.1Clawback Policy10-K001-3742897.14/8/2024
101.INS#Inline XBRL Instance Document.
101.SCH#Inline XBRL Taxonomy Extension Schema Document.
101.CAL#Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF#Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB#Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE#Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
  • Filed or furnished herewith.

** Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedules will be furnished to the SEC upon request.

  • Indicates management contract or compensatory plan or arrangement.

XBRL (Extensible Business Reporting Language) information is furnished and not filed herewith, is not a part of a registration statement or Prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.

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