TOP Financial Group Ltd — Form 10-K

On May 27, 2026, TOP Financial shareholders approved a consolidation of issued and unissued shares at a ratio between 1-for-2 and 1-for-20, with final ratio and timing to be determined by the board by May 27, 2027. Separately, on June 24, 2025, shareholders approved requiring 50%+ controlling shareholder written consent for director appointments, equity compensation plans, issuances resulting in control changes, and issuances of 20%+ of voting power or share count. No specific dollar amounts or current share count disclosed in this exhibit. The consolidation has not yet been effected.