OpenWorld enters into material agreements

Item 1.01 Entry into a Material Definitive Agreement.

Restricted

Share Subscription Agreements

As previously disclosed, in connection with the Merger Agreement , the Company entered into a restricted share subscription agreement with each Seller (collectively the Restricted Share Subscription Agreements ). The Restricted Share Subscription Agreements became effective at the closing of the Merger on October 27, 2026, pursuant to which the Company issued to the Sellers 641,924 shares of common stock, of which 275,110 share of common stock (the "Restricted Stock Consideration") are subject to certain vesting restrictions, with 6.6667% of the Restricted Stock Consideration to be issued to each Seller vesting monthly starting on the 22 month anniversary of the closing of the Merger and continuing until the 36 month anniversary of the closing of the merger, subject to the continued employment of such Seller (or, in the case of Kim & Associates Advisory Inc., the continued employment of Mr. Kim) by Blocksight (or by the Company or its affiliates) as of the applicable vesting date, unless such Seller is terminated by Blocksight or the Company without Cause (as defined in the applicable Employment Offer Letter), provided, however, that the Restricted Stock Consideration to be issued to Mr. Yue will not be subject to any repurchase option in favor of the Company.

The foregoing description of the Restricted Share Subscription Agreement does not purport to be complete and is subject to, and is qualified in its entirety by reference to, the full text of the form of Restricted Share Subscription Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Patrick

Kim Employment Letter

As previously disclosed, in connection with the Merger Agreement , the Company was to cause Blocksight to enter into an Employment Offer Letter with Patrick Kim (the Kim Employment Letter ), which became effective at the closing of the Merg