Form 8-K Filing by Brand Engagement Network Inc.

Brand Engagement Network Inc. reported on April 30, 2026, an agreement to acquire Cataneo GmbH for an aggregate purchase price of $19.5 million. This includes $9 million in cash and 250,792 shares of the Company's common stock. A portion of these shares, 26,399, will be held in escrow for one year. All pre-closing obligations have been met by the sellers and Cataneo GmbH. Christian Unterseer is expected to join the Company's Board of Directors upon closing. The acquisition is being made in reliance on the exemption from registration requirements under Section 4(a)(2) of the Securities Act of 1933. The filing also includes standard forward-looking statements and risk factors associated with the acquisition.