NASDAQ: EZRA

Portfolio
Realignment and Capital Structure

During
2025, the Company completed the sale of certain insurance brokerage assets, including the Fortman Insurance Services business and the
Employee Benefits Solutions and US Benefits Alliance businesses. Proceeds from these transactions were used in part to reduce outstanding
indebtedness.

In
July 2025, the Company repaid approximately $5.0 million of long-term debt owed to Oak Street and subsequently reduced the remaining
balance through additional asset sale proceeds.

In
August 2025, the Company entered into a common stock purchase agreement with White Lion Capital, LLC providing access to up to $10.0
million of capital through an equity line of credit facility, subject to customary limitations and conditions. The facility provides
additional financial flexibility to support working capital and strategic initiatives.

Digital
Asset Treasury

In
September 2025, the Company adopted a digital asset treasury strategy pursuant to which it may allocate a portion of its treasury assets
to cryptocurrencies and related blockchain initiatives. The Company formed a Crypto Advisory Board to oversee this strategy and engaged
an external advisor to provide strategic guidance.

During
2025, the Company acquired digital assets as part of this initiative. The Company views its digital asset treasury strategy as a capital
allocation tool complementary to its broader holding company model. The strategy does not alter the Company’s core operating focus
on insurance and technology businesses.

Termination
of Spetner Transaction

In
July 2025, the previously announced agreement to acquire Spetner Associates, Inc. was terminated. The Company expensed previously issued
non-refundable equity prepayments associated with the contemplated acquisition and has no ongoing obligations under that agreement.

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Recent
Developments

Strategic
Expansion Through EZRA International and Scale51

In
January 2026, the Company launched EZRA International Group as a strategic platform intended to support the Company’s expansion
through majority investments in technology-focused businesses. As part of this initiative, the Company introduced the “Scale51”
model, under which the Company seeks to acquire controlling ownership positions, generally targeting approximately 51%, in selected technology-driven
companies and to support their development through governance participation, operational support, and access to capital markets.

The
Company intends to continue operating and optimizing its insurance brokerage and InsurTech platforms as its core operating businesses
while selectively pursuing majority ownership interests in technology businesses in sectors such as artificial intelligence and data
analytics, cybersecurity, fintech and insurtech, and medtech and digital health.

On
January 15, 2026, the Company entered into a secured convertible promissory note with Enquantum Ltd. (“Enquantum”), a cybersecurity
company developing post-quantum encryption and next-generation data protection technologies, pursuant to which the Company advanced Enquantum
$166,000.

On
February 5, 2026, the Company entered into a Share Purchase Agreement with Enquantum pursuant to which the Company agreed to acquire,
over time and subject to the satisfaction of specified milestone criteria and other conditions, an aggregate equity interest equal to
51% of Enquantum on a fully diluted basis. The transactions contemplated by the Share Purchase Agreement are structured to occur through
an initial closing followed by a series of milestone-based closings, each subject to the satisfaction or waiver of customary closing
conditions.

The
aggregate purchase price to acquire the 51% ownership interest is $2,125,000, payable in tranches tied to specified monthly operational
and commercialization milestones over an anticipated 10-month period.

On
February 23, 2026, the Company completed the initial closing under the Share Purchase Agreement and converted the previously issued $166,000
secured convertible note as part of the first tranche investment. In connection with the initial closing, the Company acquired approximately
8% of Enquantum’s issued and outstanding share capital on a fully diluted basis, consisting of (i) the conversion of the secured
convertible note into Enquantum ordinary shares representing approximately 4% of Enquantum on a fully diluted basis and (ii) the purchase
for cash of additional Enquantum ordinary shares representing approximately 4% ownership on a fully diluted basis.

Subject
to the satisfaction of applicable milestone criteria and other conditions, Enquantum may issue additional ordinary shares to the Company
in connection with monthly tranche investments that are generally intended to increase the Company’s ownership interest by approximately
4% per month until the Company reaches approximately 48% ownership on a fully diluted basis.

The
Share Purchase Agreement also provides for a final “control top-up” transaction intended to increase the Company’s
ownership from approximately 48% to 51% of Enquantum on a fully diluted basis. As consideration for the control top-up, the Company has
agreed to issue to Enquantum shares of the Company’s common stock with an aggregate value of $125,000, determined based on the
last reported sale price of the Company’s common stock on The Nasdaq Stock Market LLC on the trading day immediately preceding
the applicable control top-up closing.

The
Company views this investment as an initial example of the Scale51 model.

On January 7, 2026, the Company entered into a non-binding term sheet to
acquire a majority equity interest in Scent Medical Technologies Ltd. (“Scentech”), an Israeli diagnostics company developing
artificial intelligence-based technologies designed to identify disease-associated molecular signatures in human breath. The proposed
transaction, which is expected to be the first potential investment of EZRA International Group, is structured to provide for majority
ownership subject to the achievement of defined clinical, regulatory, and operational milestones over time. Scentech’s product candidates,
including VOX™, a breath-based diagnostic platform under development for early pancreatic cancer risk assessment, and VocTracer™,
a laboratory-based system under development for the detection of healthcare-associated infections and antimicrobial resistance, remain
investigational, have not been clinically validated for any intended use, and have not received regulatory clearance or approval for commercial
sale in any jurisdiction. Completion of the proposed transaction is subject to the execution of definitive agreements, the satisfaction
of customary closing conditions, and successful completion of due diligence, and there can be no assurance that the transaction will be
completed on the terms contemplated, or at all.

Public
Offering

On
January 29, 2026, the Company closed a public offering of 7,407,408 shares of its common stock (or pre-funded warrants in lieu thereof),
together with warrants to purchase up to 14,814,816 shares of common stock. The securities were sold at a combined public offering price
of $0.27 per share (or $0.269 per pre-funded warrant, in each case, in lieu of a share) and accompanying common warrants.

The
common warrants are exercisable upon issuance at an exercise price of $0.27 per share and expire two years from the initial exercise
date. For each share of common stock (or pre-funded warrant) issued in the offering, the purchaser received two common warrants, each
exercisable for one share of common stock, subject to customary anti-dilution adjustments.

H.C.
Wainwright & Co., LLC acted as the exclusive placement agent for the offering on a reasonable best efforts basis.

The
gross proceeds to the Company from the offering were approximately $2.0 million, before deducting placement agent fees and other offering
expenses. The Company intends to use the net proceeds from the offering for working capital, strategic investments and acquisitions,
and general corporate purposes.

In
connection with the offering, the Company agreed to pay the placement agent (i) a cash fee equal to 7.0% of the gross proceeds of the
offering, (ii) a management fee equal to 1.0% of the gross proceeds of the offering, and (iii) reimbursement of certain accountable expenses.
The Company also issued placement agent warrants to purchase a number of shares of common stock equal to 7.0% of the aggregate number
of shares of common stock and pre-funded warrants sold in the offering. The placement agent warrants have an exercise price of $0.3375
per share and expire two years from the initial exercise date.

In
connection with the offering, the Company’s officers and directors entered into lock-up agreements restricting the sale or transfer
of shares of common stock and certain related securities for a period of 30 days following the closing of the offering, subject to customary
exceptions.

The
offering was conducted pursuant to the Company’s registration statement on Form S-1, which was declared effective by the Securities
and Exchange Commission on January 28, 2026.

NASDAQ
Ticker Symbol Change

On
January 22, 2026, the Company announced that its ticker symbol on the Nasdaq Capital Market will change from “RELI” to “EZRA,”
effective at the open of trading on Monday, January 26, 2026. The Company’s common stock will remain listed on the Nasdaq Capital
Market and the Company’s CUSIP number will remain unchanged. No action is required by the Company’s stockholders in connection
with the ticker symbol change.

Insurance
Operations and Technology Integration

Insurance
operations remain the Company’s primary operating foundation. We own and operate insurance agencies and related platforms that
generate commission-based revenues through the sale and servicing of insurance products.

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We
have sought to integrate our agency operations through centralized infrastructure and proprietary technology platforms designed to enhance
scalability and operational efficiency.

RELI
Exchange Platform

We
operate RELI Exchange, a business-to-business (“B2B”) InsurTech platform and partner network designed to support insurance
agents and agencies through technology-enabled tools and operational infrastructure.

RELI
Exchange is structured as a private-label platform that provides agents with flexibility in branding while offering centralized quoting
tools, back-office support, and access to multiple insurance carriers. The platform is intended to:

●
Facilitate multi-carrier
quoting through technology-enabled workflows;

●
Reduce administrative burden
through automation and centralized servicing support;

●
Provide operational infrastructure,
including licensing and compliance resources; and

●
Support scalability through
a unified technology ecosystem.

In
January 2024, we launched a client referral portal within the RELI Exchange platform to support referral management and client tracking
functionality.

In
September 2024, we introduced a beta version of an advanced quote and bind solution for commercial policies. During 2025, we continued
development and refinement of this platform to streamline quoting and binding workflows through automation and analytics.

We
also provide training and mentorship resources designed to support agent onboarding and business development.

5MinuteInsure.com
(5MI)

We
developed and launched 5MinuteInsure.com (“5MI”), a direct-to-consumer InsurTech platform designed to enable consumers to
compare, quote, and bind certain insurance products through a streamlined digital interface.

5MI
is currently live in 44 states and provides access to coverage through more than thirty carriers. The platform is designed to facilitate
quoting and policy binding in a time-efficient manner through automation and analytics, supporting efficient underwriting workflows,
servicing, and renewals. Elements of the 5MI technology infrastructure support and integrate with the broader RELI Exchange ecosystem.

Insurance
Agency Industry Overview

Structure
of the Insurance Industry

The
U.S. insurance industry is generally comprised of three principal sectors:

1.Property
and Casualty (“P&C”) Insurance, which includes personal lines such as
automobile and homeowners insurance, as well as commercial lines coverage for businesses;

2.Life
and Health Insurance, which includes life insurance, annuities, and certain health-related
products; and

3.Accident
and Health Insurance, typically written by insurers specializing in medical and related
coverages.

Insurance
carriers underwrite and assume insurance risk, establish pricing, manage claims, and maintain capital reserves. In contrast, insurance
agencies and brokers act as intermediaries between carriers and policyholders. Agencies do not bear underwriting risk; instead, they
earn commissions and other compensation based on premiums placed with carriers.

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This
structural distinction between carriers and agencies results in different capital requirements, risk profiles, and operating characteristics.

Role
of Independent Insurance Agencies

Independent
insurance agencies represent multiple insurance carriers and offer clients access to a range of coverage options. Agencies generate revenue
primarily through commissions, typically calculated as a percentage of written premiums, as well as renewal commissions and, in certain
cases, contingent or incentive-based compensation arrangements with carriers.

Unlike
captive agents, who are generally limited to a single carrier, independent agencies can place business with multiple carriers, which
may allow them to provide broader product selection and pricing alternatives to clients.

Revenue
for insurance agencies is generally influenced by:

●Premium
pricing trends established by carriers;

●Policy
retention rates and renewal volumes;

●New
business production;

●Economic
activity and business formation trends; and

●The
competitiveness of agency distribution models.

Because
agencies do not assume underwriting risk, their exposure to catastrophic loss events differs materially from that of carriers. However,
agency revenues may be indirectly affected by changes in premium pricing cycles or carrier underwriting appetite.

Industry
Fragmentation and Consolidation Trends

The
insurance agency sector remains highly fragmented, consisting of a large number of small and mid-sized privately owned agencies operating
across local and regional markets. This fragmentation has historically created opportunities for consolidation by larger, well-capitalized
acquirers seeking to achieve scale efficiencies, expanded geographic reach, and operational integration.

Key
drivers of consolidation activity in the insurance agency market include:

●Succession
planning challenges among agency owners;

●Increasing
regulatory and compliance complexity;

●Technology
investment requirements;

●Carrier
relationship management; and

●The
pursuit of scale-based operational efficiencies.

Acquirers
often seek to centralize back-office functions, leverage shared technology infrastructure, improve carrier relationships through aggregated
premium volume, and enhance cross-selling capabilities across personal and commercial lines.

While
consolidation activity has been robust in recent years, competitive dynamics for acquisition targets remain active, and transaction valuations
may be influenced by prevailing interest rates, capital availability, and earnings performance of target agencies.

Technology
and Digital Transformation in Insurance Distribution

The
insurance distribution landscape has experienced increased adoption of digital tools designed to improve customer acquisition, quoting
efficiency, data analytics, and policy servicing.

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Technology
adoption in the agency channel has been influenced by:

●Consumer
preference for online research and digital engagement;

●Carrier
requirements for electronic submission and data integration;

●The
need for operational efficiency and cost management; and

●Competitive
pressure to improve client experience.

InsurTech
solutions generally focus on enhancing workflow automation, data aggregation, pricing analytics, and customer interface tools. For agencies,
digital platforms may support faster quoting processes, automated renewals, improved retention tracking, and centralized policy management.

At
the same time, many consumers continue to value personalized advice and agent support, particularly for more complex commercial or specialty
coverages. As a result, hybrid distribution models that combine digital access with agent involvement have become increasingly common.

Economics
of the Insurance Agency Model

Insurance
agencies typically generate recurring revenue streams through renewal commissions. Once a policy is placed, agencies may continue to
earn compensation so long as the policy remains in force, subject to retention and carrier arrangements.

Key
characteristics of the agency model include:

●Limited
direct exposure to underwriting losses;

●Revenue
sensitivity to premium rate cycles;

●Importance
of client retention and cross-selling;

●Reliance
on carrier relationships and contractual agreements; and

●Scalability
through centralized administrative infrastructure.

Because
commission income is tied to premium volume, periods of rate hardening in the insurance market may increase agency revenues without corresponding
increases in policy count. Conversely, soft pricing cycles may compress commission-based revenue growth.

Operational
efficiency, technology integration, and disciplined cost management can influence agency-level profitability.

Competitive
Landscape

The
insurance brokerage industry is competitive and includes:

●Large
national brokerage firms;

●Regional
and local independent agencies;

●Private
equity-backed consolidators;

●Captive
agency networks; and

●Emerging
digital distribution platforms.

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Competition
is generally based on:

●Product
access and carrier relationships;

●Pricing
competitiveness;

●Quality
of service and advisory expertise;

●Technology
capabilities; and

●Brand
recognition and local market presence.

In
addition, acquisition competition exists among consolidators and financial sponsors seeking to expand market share through strategic
transactions.

Regulatory
Environment

Insurance
distribution is regulated at the state level. Agencies and individual producers must be licensed in each jurisdiction in which they conduct
business. State insurance departments oversee licensing, market conduct, and compliance with applicable statutes and regulations.

Carriers
are subject to separate regulatory oversight, including rate approvals, capital requirements, and claims handling standards. While agencies
do not assume underwriting risk, they must comply with applicable licensing, disclosure, and consumer protection regulations.

Changes
in state or federal regulatory requirements, including disclosure obligations or restrictions on compensation structures, may impact
agency operations.

Industry
Outlook

The
insurance agency industry continues to evolve in response to technological advancements, shifting consumer expectations, regulatory developments,
and consolidation trends.

Independent
agencies that are able to integrate digital tools with advisory-based client relationships may benefit from operational efficiencies
and expanded distribution capabilities. At the same time, competitive pressures, acquisition market dynamics, and broader economic conditions
may influence growth rates and transaction activity within the sector.

The
Company’s strategy is designed to operate within this framework by combining agency operations, centralized infrastructure, and
proprietary technology platforms.

Integration
with the Company’s Holding Company Strategy

The
Company operates within this industry framework as a holding company that owns and actively manages operating subsidiaries. Our insurance
agency platform provides recurring commission-based revenues and operational infrastructure that support centralized capital allocation
and strategic growth initiatives. Consistent with this model, we seek to leverage the stability of our insurance operations while selectively
pursuing majority ownership interests in technology-driven businesses through our Scale51 strategy. We believe this approach enables
us to combine operating cash flow generation with disciplined capital deployment across complementary sectors, while maintaining an active
governance and management role in our controlled subsidiaries.

One-Firm
Operating Model

We
have adopted a “One-Firm” operating approach intended to integrate our owned agencies into a cohesive operating model. This
approach is designed to enhance collaboration, strengthen carrier relationships, and leverage centralized technology and operational
infrastructure across the organization.

As
we move into 2026, we intend to continue investing in our insurance operations and proprietary technology capabilities while evaluating
acquisition and investment opportunities consistent with our holding company strategy.

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Customers
and Distribution Model

Insurance
Consumers

Insurance
consumers seek coverage that aligns with their individual or business risk profiles at competitive pricing levels, while also valuing
advisory support and service responsiveness. The Company’s platforms are designed to provide access to multiple carriers and facilitate
comparison of coverage options through a combination of digital tools and agent engagement.

Through
its RELI Exchange and 5MinuteInsure.com platforms, the Company seeks to streamline the quoting and binding process while maintaining
agent involvement in advisory and servicing functions.

Independent
Agents and Agency Partners

The
Company operates a platform model designed to support independent agents and agency partners. Agents utilizing the RELI Exchange infrastructure
may access multiple carrier relationships and centralized operational support.

The
platform is intended to:

●Facilitate
multi-carrier quoting and policy placement;

●Provide
technology-enabled workflow support;

●Reduce
administrative burden through automation and centralized back-office functions; and

●Support
business development through training and mentorship resources.

The
Company’s model is structured to allow participating agents flexibility in branding while leveraging centralized infrastructure.

Carrier
Relationships

The
Company maintains relationships with multiple insurance carriers across personal and commercial lines. Carrier relationships are foundational
to the Company’s commission-based revenue model.

Through
centralized infrastructure and aggregated premium volume, the Company seeks to support carrier distribution efficiency and compliance
standards while maintaining agency-level service capabilities.

Carrier
relationships are subject to contractual arrangements and underwriting standards established by each carrier.

Agency
Partner Network and Distribution Model

The
Company operates a multi-channel insurance distribution platform under the RELI Exchange brand. RELI Exchange provides independent agents
and agency partners with access to carrier relationships, proprietary technology infrastructure, compliance support, and back-office
services.

Agents
and agency partners operate under contractual arrangements that allow them to utilize the Company’s technology systems, carrier
access, and operational support while maintaining flexibility in branding and client engagement. Revenue is generated primarily through
commissions on insurance policies placed, along with recurring platform subscription fees.

The
Company recruits agents through industry relationships, digital marketing, referrals, and direct outreach initiatives.

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Products
and Pricing

The
Company offers agency partner and agent subscription contracts that provide access to the RELI Exchange platform and related services.
Subscription pricing is structured as recurring monthly fees. In addition, the Company earns commission revenue based on policies written
through its platform.

The
RELI Exchange Platform

RELI
Exchange is a proprietary InsurTech platform designed to facilitate quoting, comparison, and policy placement across multiple insurance
carriers. The platform integrates automation tools, carrier connectivity, and administrative support functions to assist agents in client
acquisition, servicing, and renewal management.

The
platform is designed to centralize data management, reduce manual processes, and support scalability across distributed agency operations.

Online
Insurance Platform – 5MinuteInsure.com

5MinuteInsure.com
(“5MI”) is a direct-to-consumer digital insurance platform that enables consumers to obtain quotes and bind certain policies
through an online interface. The platform integrates with carrier systems and supports both automated processing and agent-assisted servicing.

Elements
of the 5MI technology infrastructure are integrated with the broader RELI Exchange ecosystem to support operational efficiencies and
cross-platform functionality.

Business
Operations – One-Firm Model

The
Company operates under a centralized operating framework referred to internally as a “One-Firm” model. Under this structure,
acquired agencies and platforms are integrated into shared operational systems, carrier relationships, compliance infrastructure, and
technology architecture. This approach is intended to support operational efficiencies, cross-selling opportunities, centralized data
management, and scalable growth.

Acquisition
Strategy

The
insurance agency market remains highly fragmented. The Company seeks to identify and acquire insurance-related businesses that are profitable
or demonstrate potential for operational improvement through integration into its centralized infrastructure.

Acquisitions
may be structured with a combination of cash consideration, debt financing, equity, or earn-out arrangements, depending on the nature
of the transaction.

The
Company evaluates opportunities based on operational performance, market position, growth potential, and strategic fit within its broader
platform.

Competition

The
insurance brokerage industry is highly competitive. The Company competes with national brokerage firms, regional agencies, independent
agencies, and technology-enabled distribution platforms. Competition is based on carrier access, pricing, service quality, technology
capabilities, agent recruitment, and operational efficiency.

The
market for insurance agency acquisitions is also competitive, with participation from private equity firms, strategic consolidators,
and financial buyers.

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Government
Regulation

The
business practices and compensation arrangements of the insurance intermediary industry, including our practices and arrangements, are
regulated by various governmental authorities. Certain of our offices are parties to profit-sharing contingent commission agreements
with certain insurance companies, including agreements providing for potential payment of revenue-sharing commissions by insurance companies
based primarily on the overall profitability of the aggregate business written with those insurance companies and/or additional factors
such as retention ratios and the overall volume of business that an office or offices place with those insurance companies. The legislatures
of various states may adopt new laws addressing contingent commission arrangements, including laws prohibiting such arrangements, and
addressing disclosure of such arrangements to insureds.

We
and our employees must be licensed to act as brokers, intermediaries, or third-party administrators by state regulatory authorities in
the locations in which we conduct business. Regulations and licensing laws vary by individual state and are often complex. The applicable
licensing laws and regulations in all states are subject to amendment or reinterpretation by regulatory authorities, and such authorities
are vested in most cases with relatively broad discretion as to the granting, revocation, suspension, and renewal of licenses. We believe
that we are in compliance with the applicable licensing laws and regulations of all states in which we currently operate. However, the
possibility still exists that we or our employees could be excluded or temporarily suspended from carrying on some or all of our activities
in, or could otherwise be subjected to penalties by, a particular jurisdiction.

Nearly
all states have insurance laws requiring personal property and casualty insurers to file rating plans, policy or coverage forms, and
other information with the state’s regulatory authority. In many cases, such rating plans, policy, or coverage forms, must be approved
prior to use and the regulator has the authority to disapprove a rate filing. While we are not an insurer, and thus not required to comply
with state laws and regulations regarding insurance rates, our commissions are derived from a percentage of the premium rates set by
insurers in conjunction with state law.

Employees

As
of December 31, 2025, we employed 40 employees across all Company subsidiaries.

We
believe that a diverse workforce is important to our success. We will continue to focus on the hiring, retention, and advancement of
underrepresented populations, and to cultivate an inclusive and diverse corporate culture. In the future, we intend to continue to evaluate
our use of human capital measures or objectives in managing our business such as the factors we employ or seek to employ in the development,
attraction and retention of personnel and maintenance of diversity in our workforce.

The
success of our business is fundamentally connected to the well-being of our people. Accordingly, we are committed to the health, safety
and wellness of our employees. We provide our employees and their families with access to a variety of innovative, flexible and convenient
health and wellness programs, including benefits that provide protection and security so they can have peace of mind concerning events
that may require time away from work or that impact their financial well-being; that support their physical and mental health by providing
tools and resources to help them improve or maintain their health status and encourage engagement in healthy behaviors; and that offer
choice where possible so they can customize their benefits to meet their needs and the needs of their families.

We
also provide robust compensation and benefits programs to help meet the needs of our employees. We believe that we maintain a satisfactory
working relationship with our employees and have not experienced any labor disputes.

Leadership
Team

Our executive leadership team has extensive experience in insurance operations, financial reporting, technology integration,
and business development.

Information
About our Executive Officers

Ezra
Beyman

Mr.
Beyman, age 71, has served as Chairman of the Board and Chief Executive Officer of the Company since 2018.

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Mr.
Beyman has over three decades of experience in real estate, financial services, and insurance-related businesses. In 1985, he co-founded
a mortgage brokerage firm, which expanded through organic growth and acquisitions into one of the larger licensed mortgage brokerage
operations in the United States by 2008. During his career, Mr. Beyman has also been involved in the acquisition and management of commercial
and residential real estate assets and insurance agencies.

Since
joining the Company, Mr. Beyman has overseen its acquisition strategy, capital allocation initiatives, and operational integration of
insurance and technology businesses.

Joel
Markovits

Mr.
Markovits, age 45, has served as Chief Financial Officer since January 1, 2023. He joined the Company in June 2021 as Financial Reporting
Manager and served in that role through January 31, 2022. From February 1, 2022 through December 31, 2022, he served as Chief Accounting
Officer before assuming his current role as Chief Financial Officer.

Prior
to joining the Company, Mr. Markovits was a Senior Manager at KPMG LLP from April 2015 to May 2021, where he led large and complex audit
engagements, including serving as lead senior manager for a global enterprise with approximately $16 billion in annual revenues reporting
under both U.S. GAAP and IFRS. During his tenure at KPMG, he also served in a data and analytics leadership capacity, supporting technology-enabled
audit and financial analysis initiatives.

Mr.
Markovits holds a Master of Science in Accounting from Fairleigh Dickinson University and has been a Certified Public Accountant in the
State of New Jersey since November 2013.

Yaakov
Beyman

Mr.
Beyman, age 43, joined the Company in July 2018 and oversees insurance operations. Prior to joining the Company, he served as
Executive Vice President of the Insurance Division of Empire Insurance Holdings, from December 2012 to July 2018.

Mr.
Beyman is responsible for operational oversight of the Company’s insurance businesses, including strategy execution, agency integration,
and development of operational infrastructure. He holds insurance licenses in multiple U.S. jurisdictions.

Information
About Other Key Employees

Grant
Barra

Mr.
Barra, age 44, has served as Senior Vice President since April 2022. In 2008, he founded Barra & Associates, an insurance agency
providing personal and commercial insurance products, including property and casualty, life, and health insurance. Barra & Associates
was acquired by the Company in 2022 and subsequently integrated into the RELI Exchange platform.

Mr.
Barra previously served in a leadership capacity for a life insurance carrier, where he focused on recruitment and development of independent
agents. Earlier in his career, he founded Grant Barra Agency, operating under a captive agency model.

Mr.
Barra holds a Bachelor of Science in Business Administration from DeVry University and has completed additional coursework in contract
law through HarvardX. He is a Chartered Leadership Fellow and a member of the Life Underwriting Training Council at The American College
of Financial Services.

Moshe
Fishman

Mr.
Fishman, age 35, joined the Company in 2021 and currently serves as Senior Vice President, Strategic Ventures. Prior to joining the Company, he founded and operated several businesses, including
Tekeno Travel, a travel services company, and Fishman Insurance Agency, which focused on property and casualty insurance. He also
founded Tekeno Financial, which focused on alternative investment vehicles and insurance-related financial products.

At
the Company, Mr. Fishman has been involved in the development and expansion of the RELI Exchange and 5MinuteInsure.com platforms, including
oversight of sales operations and strategic growth initiatives.

In addition, Mr. Fishman plays a leadership role within
the Company’s EZRA International Group division, supporting the evaluation and execution of strategic investments under the Company’s
Scale51 operating model.

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