XLAB Exascale Labs Holdings Inc.

“(ii) a lack of financial reporting policies and procedures that are commensurate with U.S. GAAP and SEC reporting requirements.”

“(i) a lack of sufficient accounting personnel with appropriate knowledge and experience in U.S. GAAP and SEC financial reporting requirements to support financial information processing and reporting”

“management determined that we did not maintain effective internal control over financial reporting as of June 30, 2026 due to the material weaknesses in the design or operation of internal controls”

“Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, during the period covered by this Annual Report, our disclosure controls and procedures were not effective due to the identified material weaknesses described below.”

“and (ii) a lack of financial reporting policies and procedures that are commensurate with U.S. GAAP and SEC reporting requirements.”

“The material weaknesses identified relate to (i) a lack of sufficient accounting personnel with appropriate knowledge and experience in generally accepted accounting principles in the United States of America ( U.S. GAAP ) and SEC financial reporting requirements to support financial information processing and reporting”

“our ability to develop and maintain effective internal controls and procedures, correct or remediate the previously identified material weaknesses, or correct or remediate any future identified material weaknesses”