Xeriant Inc. has entered into a Settlement Agreement with Auctus Fund, LLC, amending terms related to a prior Senior Secured Promissory Note originally dated October 27, 2021. Under the agreement, Xeriant will issue 30 million unrestricted shares of its common stock to Auctus and make cash payments totaling $3.5 million, scheduled in four installments between 75 and 165 days from October 29, 2025. Additionally, Xeriant has agreed to transfer a portion of any proceeds received from its litigation against XTI Aircraft Company to Auctus. Auctus retains its original warrant to purchase over 50 million shares of Xeriant's common stock, and both parties have agreed to mutual non-litigation terms regarding the released claims. The shares issued to Auctus are exempt from SEC registration under Section 4(a)(2) of the Securities Act.