Zhibao Technology Inc. Private Placement Financing

Zhibao Technology Inc. has entered into a securities purchase agreement to issue and sell senior secured convertible notes. The aggregate principal amount is up to $6,666,667, with an initial closing of $3,333,333. The notes are convertible into Class A ordinary shares at an initial conversion price of $0.87. The company has the right to redeem the notes, and the buyer has participation rights in future financings. The notes are secured by a lien on a deposit account and assets in the US. A registration rights agreement and a placement agency agreement with R.F. Lafferty & Co., Inc. were also executed. R.F. Lafferty & Co., Inc. acted as the exclusive placement agent and received a 7.5% fee.