Investor Resources

Here are five foundations of Lionheart Health’s growth strategy:

These statements include forward-looking information. Development milestones, commercial results, financing plans, and liquidity opportunities may not be achieved, and actual results could differ materially.

1. Bioelectric science supported by intellectual property. Lionheart Health’s technology strategy centers on programmable bioelectric stimulation designed to influence regenerative protein expression, including Klotho. Its intellectual-property portfolio includes issued and pending patents, licensed technologies, and applications under development. Protection and commercial value depend on each patent’s claims, status, enforceability, and applicable license rights.
2. Multiple commercial opportunities. The company serves health optimization, longevity, regenerative aesthetics, and related medical-device markets. Its business strategy includes equipment sales, products, clinic memberships, clinical programs, distribution, and licensing—creating several potential sources of revenue.
3. An experienced medical and technology team. Lionheart brings together leadership in medical-device development, clinical research, bioelectric engineering, and commercialization. Its strategy combines established commercial offerings with research programs intended to expand future applications.
4. Commercial offerings alongside a research pipeline. Lionheart’s platform includes bioelectric devices, electrical muscle stimulation, regenerative products, and physician-led health optimization services. Research programs include BodStim™, Brain Band™, and Klotho-focused approaches to muscle, brain, and immune health. The company has reported selection as an XPRIZE Healthspan Top 40 semifinalist. Research participation and preliminary results do not establish regulatory approval or guarantee commercial success.
5. Share ownership with additional warrant participation. Investors purchase shares at $3.75 each and receive two warrants per share purchased, each exercisable at $5.00 per share through November 30, 2026, subject to the warrant agreement. Warrants provide the opportunity to purchase additional shares; exercising them requires additional funds. They may expire without value.

Lionheart Health, Inc., operating as Lionheart Longevity, develops and commercializes technologies, products, and services focused on healthspan, regenerative aesthetics, and bioelectric medicine.

Its approach combines programmable bioelectric stimulation, regenerative technologies, diagnostics, and physician-led health optimization programs. The portfolio includes commercial products and investigational programs at different stages of development.

Bioelectric protein expression is an approach that uses controlled electrical signals to influence cellular activity and the expression or release of selected proteins.

Lionheart’s research explores signals associated with Klotho and other proteins involved in regeneration and physiological function. Effects depend on the signal, tissue, delivery method, and application. Evidence supporting one application does not establish effectiveness for every proposed use.

See the protein and signaling-target table for the proteins named in Lionheart’s patents, applications and announced programs, organized by health area.

Klotho is a protein associated with mineral metabolism and biological pathways relevant to aging and organ function.

Lionheart is investigating approaches intended to influence Klotho levels and related outcomes. Increasing a biomarker does not, by itself, demonstrate longer life, improved healthspan, or successful treatment of disease.

See the Klotho evidence table for potential roles by health area, the type of evidence behind each, and primary-study references.

We are just entering a new round of large-animal studies with research grant and credit-line support. Our goal is to begin first-in-human studies outside the United States (OUS) in late 2027, 2028, or 2029, subject to preclinical study results, funding, and applicable regulatory and ethics approvals.

These are ambitious product-development programs exploring largely uncharted scientific territory. Development could take substantially longer—even decades—and successful commercialization is not assured. First-in-human studies would mark a research milestone, not market availability.

Completing full development could require up to $100 million or more in funding over time. The company plans to release small components of the system in increments to reduce cash burn and risk, but this strategy may not be possible to implement.

Lionheart Health is seeking to raise up to $3 million at $3.75 per share. At that price, a fully subscribed offering would issue:

Offering component	Amount
Initial investment proceeds, before expenses	$3,000,000
Shares sold	800,000
Warrants issued	1,600,000
Exercise price per warrant share	$5.00
Additional proceeds if all offering warrants are exercised for cash	$8,000,000
Total proceeds from subscriptions and full cash warrant exercise, before expenses	$11,000,000

Warrant exercise is optional and is not assured. The $8 million in potential exercise proceeds is separate from the $3 million offering target.

For every one share purchased, an investor receives two warrants. Each warrant permits the purchase of one additional share at $5.00. For example:

Item	Example
Initial shares purchased	10,000
Initial investment at $3.75 per share	$37,500
Warrants received	20,000
Additional payment to exercise all warrants at $5.00	$100,000
Total shares owned after full exercise	30,000
Total amount invested after full exercise	$137,500

The warrants expire November 30, 2026. Investors must comply with the notice, payment, and timing requirements in the warrant agreement. Unexercised warrants expire without providing additional shares.

The November 30, 2026 date stated here applies to the warrants. The subscription documents establish the offering’s closing date and any extension or early-closing provisions.

Investors should review both documents because an investment closing near the warrant expiration could leave a short exercise window.

The $3.75 share price is the price established for this private offering. It is not a publicly quoted trading price.

37,563,514 issued common shares × $3.75 = $140,863,177.50

This excludes unexercised options, including conditional options, and unexercised warrants.

The pre-offering valuation uses shares outstanding immediately before the financing. The post-offering valuation also includes shares actually issued in the financing. Unexercised options and warrants are excluded from an issued-share valuation but should be considered when assessing potential dilution.

This Rule 506(c) offering is available only to verified accredited investors.

Accredited-investor status may be established through qualifying income, net worth, certain professional credentials, or applicable entity criteria. Lionheart must take reasonable steps to verify eligibility before accepting a purchase; simply checking an accreditation box may be insufficient.

Rule 506(c) is a securities-registration exemption under Regulation D that permits general advertising and solicitation when its requirements are satisfied, including verified accredited-investor participation.

Form D is a notice of the exempt offering filed with the SEC. It is not an SEC approval, endorsement, or determination that the investment is suitable.

The financing is intended to support commercialization and business development, including marketing, equipment and product sales, clinic and distribution relationships, extensive clinical research, intellectual property, working capital, and corporate operations.

The offering documents provide the controlling use-of-proceeds allocation, including offering expenses and any compensation, related-party payments, or other material uses.

Potential warrant proceeds should be treated separately because investors may elect not to exercise their warrants.

Funding duration depends on the amount actually raised, offering expenses, operating costs, revenue, research spending, and the pace of commercialization.

A specific runway cannot be established from the offering target alone. Investors should review the financial statements, operating budget, and use-of-proceeds disclosures. Raising less than the target may require changes to spending or additional financing sooner.

Regulatory status varies by product and intended use.

A device’s clearance for a particular use does not establish clearance for every Lionheart protocol, protein-expression claim, or disease application. Investigational programs must be distinguished from products legally marketed for their authorized uses. Investors should review the product-specific regulatory disclosures in the due diligence materials.

Lionheart Health relies heavily on the 240 510(k) clearance from its primary manufacturing partner, Mettler Electronics of Anaheim, CA (established 1957), for improving circulation, muscle treatment, arthritis and osteoarthritis treatment, reduction of pain including inflammation-related pain, and blood clot prevention after surgery. It also relies on 510(k) clearances from Saebo (North Carolina), Axiobionics (Michigan), Electro-Medical Technologies (Arizona), SynovaLife (Los Angeles), Ventura Medical (Kansas), Wiemspro (Spain), and others. All are manufacturing partners for which Lionheart Health, Inc. serves as a distributor.

For eligible medical devices, the 510(k) pathway evaluates whether a device is substantially equivalent to a legally marketed predicate device.

It may provide a more efficient route to market than premarket approval for an appropriate device. However, eligibility, testing requirements, cost, and timing depend on the product and its intended use.

510(k) clearance applies to the cleared device and indications. It is not blanket approval of a company’s technology platform.

Delays may postpone new applications, increase expenses, and require additional capital.

Lionheart’s strategy includes commercial activities alongside research programs, but existing operations may not generate enough cash to offset development costs. Management may adjust priorities, seek partnerships, reduce spending, or pursue additional financing.

Yes. Investors should anticipate the possibility of additional financing and dilution.

New share issuances, option exercises, warrant exercises, convertible securities, and equity-based transactions can reduce existing investors’ percentage ownership.

A full $3 million subscription would issue 800,000 shares. Full exercise of the associated warrants would issue another 1,600,000 shares. Future financing terms may be more or less favorable than the terms of this offering.

Management’s strategy includes pursuing a potential public listing, subject to financing, audits, legal preparation, regulatory processes, exchange requirements, and market conditions.

A public listing, listing date, future trading price, or investor exit is not guaranteed. Investors should be prepared to hold their investment for an indefinite period.

The securities are restricted and are not currently publicly traded.

Lionheart Health supports eligible shareholder private resales to accredited investors under Securities Act Section 4(a)(7), enacted by the FAST Act, subject to all applicable requirements, required disclosures, and transfer restrictions, without general solicitation or any guarantee of liquidity.

• The seller must find a buyer on their own, without help from the company. The company will not be involved in negotiating terms or pricing.
• The buyer must be accredited.
• The buyer must receive two years of financial statements, which the company will provide to the seller on request to pass on to the buyer.
• The buyer cannot resell the shares until they are registered or an acquisition occurs.
• The buyer should be properly apprised of all risks published in the private placement memorandum.

Transferability of warrants and options is governed by the company’s Master Stock Option Policy. Requests must be made in writing, one at a time, to CS@LionheartLongevity.com, and written permission to transfer must be granted by the company’s Chief Financial Officer, Executive Chairman, or CEO.

No guaranteed return, dividend, repurchase, or liquidity event is offered.

Investment value depends on company performance, future financing, market conditions, and other factors. Investors may lose their entire investment. Warrants may expire unexercised and without value.

Request the current offering package from Lionheart Health Investor Relations, including:

• Private placement memorandum and risk disclosures.
• Subscription agreement and accredited-investor verification instructions.
• Warrant agreement.
• Financial statements and capitalization information.
• Use-of-proceeds and business disclosures.
• Product-specific regulatory, clinical, and intellectual-property materials.

To explore participation in this offering, request data room access or contact Investor Relations for the current offering documents and accredited-investor verification process.