Sadot Group Inc.

Management/Board Changes

On January 5, 2026, the Company and Michael Roper, the Company’s former Chief Governance and Compliance Officer, entered into a Separation Agreement pursuant to which Mr. Roper’s employment terminated effective January 19, 2026. In connection with the Separation Agreement, the Company recorded a severance and related compensation accrual of approximately $0.7 million during the six months ended June 30, 2026, which is payable in installments over a ten-year period commencing March 1, 2026. As of June 30, 2026, approximately $55 thousand of the obligation was classified as current liabilities and approximately $0.6 million was classified as long-term liabilities in the condensed consolidated balance sheets. The Separation Agreement also provides for accelerated vesting of certain equity awards, continuation of certain benefits and insurance coverage, and customary release and restrictive covenant provisions. The Company may continue to engage Mr. Roper on a consulting basis.

Effective January 5, 2026, the Company terminated the employment of Aimee Infante as the Company’s former Chief Marketing Officer. There was no separation agreement entered into with Ms. Infante, and her Executive Employment Agreement terminated in connection with the termination of her employment.

On July 6, 2026, the Company appointed Aleksandr Zhandov, 44, as Chief Operating Officer and Deputy Chief Executive Officer, reporting to CEO Chagay Ravid, who remains the company’s principal executive officer. Zhandov’s background is in information technology and cybersecurity rather than agri-commodity trading or food operations: since August 2021 he has worked as an independent consultant in Santa Monica, California, advising on market research, cybersecurity and cybercrime investigation, cyber risk assessment, digital forensics, and technology strategy.

There were no changes to the Company’s Chief Executive Officer, Chief Financial Officer, or Board of Directors during the three and six months ended June 30, 2026.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On May 5, 2026, Sadot Group Inc. (the “Company”) received a letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it no longer satisfies the minimum shareholders’ equity requirement for continued listing on the Nasdaq Capital Market set forth in Nasdaq Listing Rule 5550(b)(1). Specifically, the Company’s shareholders’ equity as reported in its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 was ($54,745,000). The Company does not meet the alternative compliance standards of either a market value of listed securities of $35 million or net income from continuing

operations of $500,000 in the most recently completed fiscal year or in two of the last three most recently completed fiscal years. Under Nasdaq rules, the Company has 45 calendar days from the date of the letter (until June 22, 2026) to submit a plan to regain compliance. If the plan is accepted, Nasdaq may grant an extension of up to 180 calendar days from the date of the letter to evidence compliance. The letter has no immediate effect on the listing or trading of the Company’s common stock, which will continue to trade on The Nasdaq Capital Market under the symbol “SDOT,” subject to the Company’s continued compliance with other listing requirements. The Company submitted a compliance plan to Nasdaq within the required timeframe and is evaluating various strategic options to regain compliance. There can be no assurance that the plan will be accepted by Nasdaq, that any extension will be granted, or that the Company will regain compliance within the allotted period.

On August 3, 2026, the Company received a letter (the “Compliance Letter”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, based upon the Company’s Current Report on Form 8-K dated July 17, 2026, the Staff has determined that the Company complies with the minimum stockholders’ equity requirement for continued listing on The Nasdaq Capital Market set forth in Nasdaq Listing Rule 5550(b)(1). As previously disclosed, on May 5, 2026, the Staff notified the Company that it did not comply with the minimum $2.5 million stockholders’ equity requirement of Nasdaq Listing Rule 5550(b)(1) and that it did not otherwise satisfy the alternative continued listing standards of at least $35 million market value of listed securities set forth in Nasdaq Listing Rule 5550(b)(2) or $500,000 of net income from continuing operations set forth in Nasdaq Listing Rule 5550(b)(3). The Company thereafter submitted a plan to regain compliance to the Staff and, in its Current Report on Form 8-K dated July 17, 2026, reported, among other things, the Company’s pro forma stockholders’ equity after giving effect to the previously disclosed transactions described therein. The Compliance Letter further provides that if the Company fails to evidence compliance with Nasdaq Listing Rule 5550(b)(1) upon filing its periodic report for the period ended September 30, 2026, the Company may be subject to delisting. In that event, the Staff would provide written notification to the Company, and the Company would have the right to appeal the Staff’s determination to a Nasdaq Hearings Panel. There can be no assurance that the Company will evidence compliance with the stockholders’ equity requirement upon the filing of its periodic report for the period ended September 30, 2026 or that the Company will otherwise maintain compliance with the other continued listing requirements of The Nasdaq Capital Market. The Compliance Letter has no immediate effect on the listing or trading of the Company’s common stock, which continues to trade on The Nasdaq Capital Market under the symbol “SDOT.”