Lixte Biotechnology Enters Share Exchange Agreement, Swapping 2,700 Series C Preferred Shares For 700,000 Common Shares And ~20% Of Outstanding Shares For Subsidiary Liora Technologies Europe

On December 30, 2025, Lixte Biotechnology Holdings, Inc., a Delaware corporation (the "Company"), entered into a Share Exchange Agreement (the "Agreement") with Orbit Capital Inc., a Cayman Islands corporation ("Orbit").

Pursuant to the Agreement, Orbit exchanged 2,700 shares of the Company's Series C Preferred Stock (the "Series C Shares") for 700,000 shares of the Company's common stock, $0.001 par value per share (the "Common Stock"), and 200 ordinary shares, representing 20% of the outstanding securities, of the Company's wholly-owned subsidiary Liora Technologies Europe Ltd., a corporation organized under the laws of England and Wales ("Liora"). Upon closing of the exchange contemplated by the Agreement, all of the Company's Series C Shares were cancelled and the Company held 800 ordinary shares of Liora.