Item 1.01. Entry into a Material Definitive Agreement. As previously reported in GridAI Technologies Corp. (the “Company”)’s Current Report on Form 8-K filed on July 23, 2026, the Company made a loan (“Loan”) to Pronghorn Resources, LLC, a Delaware limited liability company (“Pronghorn”, and, together with the Company, the “Parties”), pursuant to the terms of a Secured Convertible Promissory Note…
The Company disputes the allegations and the amount claimed and, through legal counsel, is engaged in settlement discussions with WestPark. At this time, the outcome of the arbitration cannot be reasonably predicted. The Company has recorded an accrual of $202,000 related to this matter in its financial statements as of June 30, 2026.
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Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01. Entry into a Material Definitive
Agreement.
As previously reported in GridAI Technologies
Corp. (the “Company”)’s Current Report on Form 8-K filed on July 23, 2026, the Company made a loan (“Loan”)
to Pronghorn Resources, LLC, a Delaware limited liability company (“Pronghorn”, and, together with the Company, the “Parties”),
pursuant to the terms of a Secured Convertible Promissory Note (“Note”), in the principal sum of $2,000,000 (the “Principal
Amount”). On September 4, 2026, the Parties entered into that certain Amended and Restated Secured Convertible Promissory Note (“Amended
Note”), which amended and restated the terms of the Note such that the Amended Note’s terms reflected the Company’s
second loan of an additional $964,000 to Pronghorn (such second loan made following the Loan).
In connection with the Parties’ entry into
the Amended Note, the Parties entered into that certain First Amendment to the Security Agreement on September 4, 2026 (“Amended
Security Agreement”). The Amended Security Agreement amended and restated the Security Agreement entered into between the Parties
on July 17, 2026 (“Security Agreement”), such that the definition for the term “Note” was replaced with the Amended
Note.
Capitalized terms used herein but not otherwise
defined have the meanings set forth in the Amended Note. The foregoing descriptions of the Amended Note and Amended Security Agreement
do not purport to be complete and are qualified in their entirety by reference to the full text of the Amended Note and Amended Security
Agreement, copies of which are attached hereto as Exhibits 10.1 and 10.2, respectively, and are incorporated herein by reference.