Shuttle Pharmaceuticals Holdings, Inc. Merger Agreement and PIPE Financing

Shuttle Pharmaceuticals Holdings, Inc. ("Shuttle" or "Acquiror") entered into an Agreement and Plan of Merger with Shuttle Merger Sub, Inc. and United Dogecoin Inc. ("Company") on April 30, 2026. The merger will result in the Company becoming a wholly-owned subsidiary of Shuttle. The transaction is expected to close on May 4, 2026. In connection with the merger, Shuttle will issue Series B-1 convertible preferred stock as merger consideration. Additionally, Shuttle entered into a Securities Purchase Agreement for a PIPE Financing, agreeing to issue Series B-2 convertible preferred stock and common stock purchase warrants to certain accredited investors for $11,000,000. The company also amended an Asset Purchase Agreement, involving the issuance of Series B-1 convertible preferred stock and cash payments. These transactions were not registered under the Securities Act of 1933, relying on an exemption under Section 4(a)(2). Shuttle also issued a press release and an investor presentation regarding the merger and PIPE financing.