On October 10, 2023, Calidi Biotherapeutics, Inc. announced the appointment of Mr. Alan R. Stewart as the Class I director of the company, effective immediately, whose term expires at the first annual meeting of the stockholders of the company following the effectiveness of this Second Amended and Restated Certificate of Incorporation and until his successor shall have been elected and shall have qualified. In addition, concurrent upon the appointment to the board, Mr. Stewart was appointed as a member of the board?s audit committee and compensation committee. The Board has determined that Mr. Stewart satisfies qualification to serve on the Audit Committee because Mr. Stewart can read and understand fundamental financial statements.

In arriving at these determination, its board of directors has examined his scope of experience and the nature of his employment. Alan R. Stewart. Mr. Stewart has extensive experience as a financial executive and board member with a proven track record in diverse industries.

He is currently the Chief Financial Officer of Soundthinking, Inc., a publicly traded SaaS software company specializing in wide-area acoustic gunshot detection. Since his appointment, he has successfully led the company through an IPO on the Nasdaq market, facilitated significant growth, and completed acquisitions of technology providers. Mr. Stewart?s prior roles include serving as President of Fit Advisors, LLC, where he launched a successful consultancy and completed numerous M&A transactions in various industries.

He also served as a Managing Director at RA Capital Advisors, LLC, specializing in M&A and financing transactions. Mr. Stewart has a strong educational background, holding an M.B.A. in Finance from Harvard Business School and a Bachelor of Science with Distinction in Oceanography from the United States Naval Academy. He has served as a FINRA Licensed Agent with Series 63 and Series 79 credentials (Inactive).