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CLOUDASTRUCTURE, INC.

For the period ended Dec 31, 2025. Filed Mar 31, 2026.

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About this filing

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.

FY2025 · Filed Mar 31, 2026

CSAI$1.60-17.5%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. Exhibits and Financial Statement Schedules

(i)Financial statements: See Item 8. Financial Statements and Supplementary Data.
(ii)Financial statement schedules: Schedules for which provision is made in the applicable accounting regulations of the SEC are not required under the related instructions or are not applicable and therefore have been omitted.
Exhibit Number · Description · Incorporated by Reference
Form · File Number · Exhibit · Filing Date
3.1Amended and Restated Certificate of Incorporation of the registrant, as currently in effectS-1/A333-2554243.1October 24, 2024
3.2Form of Certificate of Designations of Preferences and Rights of Series 1 Convertible Preferred StockS-1/A333-2820383.2November 29, 2024
3.3Certificate of Designations of Preferences and Rights of Series 2 Convertible Preferred Stock8-K001-424943.1March 26, 2025
3.4Second Amended and Restated Bylaws of the registrant, as currently in effect8-K001-424943.1July 3, 2025
4.1Description of Securities (incorporated by reference to exhibits 3.1 through 3.4)
4.2Form of Warrant (Regulation A)S-1/A333-2820384.2September 26, 2024
10.1#Cloudastructure, Inc. Amended and Restated 2024 Equity Incentive Plan10-Q001-4249410.1November 13, 2025
10.2#Employment Agreement between Cloudastructure, Inc. and James McCormick, dated June 24, 2024S-1/A333-28203810.3October 24, 2024
10.3Securities Purchase Agreement, dated November 25, 2024, between Cloudastructure, Inc. and Streeterville Capital, LLCS-1/A333-28203810.6November 29, 2024
10.4Equity Purchase Agreement, dated November 25, 2024, between Cloudastructure, Inc. and Atlas Sciences, LLCS-1/A333-28203810.7November 29, 2024
10.5Registration Rights Agreement, dated November 25, 2024, between Cloudastructure, Inc. and Atlas Sciences, LLCS-1/A333-28203810.8November 29, 2024
10.6Amendment No. 1 to Securities Purchase Agreement, dated January 16, 2025, between Cloudastructure, Inc. and Streeterville Capital, LLCS-1/A333-28203810.7January 27, 2025
10.7Amended and Restated Voting Agreement between Cloudastructure, Inc. and Rick Bentley, dated January 22, 2025.S-1/A333-28203810.10January 27, 2025
10.8Form of Standstill Agreement between Cloudastructure, Inc., Rick Bentley and Gregory RayzmanS-1/A333-28203810.11January 27, 2025
10.9Engagement Letter between Cloudastructure, Inc. and Maxim Group LLC, dated April 25, 2024S-1333-28471710.12February 6, 2025
10.10Amendment No. 2 to Securities Purchase Agreement, dated January 29, 2025, between Cloudastructure, Inc. and Streeterville Capital, LLCS-1/A333-28471710.13February 13, 2025
10.11Securities Purchase Agreement, dated March 21, 2025, between Cloudastructure, Inc. and Streeterville Capital, LLC8-K001-4249410.1March 26, 2025
10.12Registration Rights Agreement, dated March 21, 2025, between Cloudastructure, Inc. and Streeterville Capital, LLC8-K001-4249410.2March 26, 2025
10.13Placement Agency Agreement, dated March 21, 2025, between Cloudastructure, Inc. and Maxim Group LLC8-K001-4249410.3March 26, 2025
10.14Amendment No. 3 to Securities Purchase Agreement, dated February 14, 2025, between Cloudastructure, Inc. and Streeterville Capital, LLC10-K001-4249410.15March 31, 2025
10.15Voting Agreement between Cloudastructure, Inc. and Rick Bentley, dated March 24, 202510-K001-4249410.16March 31, 2025
10.16Supplemental Terms Agreement between Cloudastructure, Inc. and Streeterville Capital, LLC, dated April 11, 20258-K/A001-4249410.2April 17, 2025
10.17Waiver Agreement between Cloudastructure, Inc. and Streeterville Capital, LLC, dated April 11, 20258-K/A001-4249410.1April 17, 2025
10.18Waiver Agreement between Cloudastructure, Inc. and Atlas Sciences, LLC, dated April 11, 20258-K/A001-4249410.3April 17, 2025
10.19Waiver Agreement between Cloudastructure, Inc. and Streeterville Capital, LLC, dated December 15, 20258-K001-4249410.1December 18, 2025
10.20Supplemental Terms Agreement between Cloudastructure, Inc. and Streeterville Capital, LLC, dated December 15, 20258-K001-4249410.2December 18, 2025
10.21Equity Distribution Agreement, dated February 2, 2026, between Cloudastructure, Inc. and Maxim Group LLCS-3333-2931131.2February 2, 2026
10.22Waiver Agreement between Cloudastructure, Inc. and Streeterville Capital, LLC dated February 2, 20268-K001-4249410.2February 2, 2026
10.23*#Form of Stock Option Agreement
14Amended and Restated Code of Business Conduct and Ethics8-K001-4249414July 3, 2025
19Insider Trading Policy(included in the Company’s Code of Business Conduct and Ethics)10-K001-4249414March 31, 2025
21*Subsidiaries
23*Consent of Independent Registered Public Accounting Firm
24Power of Attorney (included on signature page)
31.1*Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*Certification of Principal Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
97Cloudastructure Clawback Policy10-K97.1March 31, 2025
101.INSInline XBRL Instance Document.
101.SCHInline XBRL Taxonomy Extension Schema Document.
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.
104Cover Page Interactive Data File (embedded within the Inline XBRL document).
  • Filed herewith.
ContentsView on SEC.gov

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