Governance,Conflict of Interest & Structural Safeguards Disclosure

Effective Date: 24 February 2026

MoonshotNX, Inc. (“MoonshotNX”) operates a capital readiness, structural grading visibility, and investor access platform within a broader capital ecosystem.

Given the proximity of MoonshotNX to advisory services, grading systems, broker services, and affiliated investment funds, this disclosure sets out the structural relationships and governance safeguards designed to mitigate conflicts of interest and ensure transparency.

1. Ecosystem Structure Overview

MoonshotNX operates within an ecosystem that may include:

• A separately organised broker service (MaxNX)
• Affiliated investment funds, including but not limited to M1 Fund and additional funds
• A separately organised grading agency whose structural framework may be utilised within the ecosystem

These entities are legally distinct.

2. Founder-Level Cross-Entity Interests

The founder of MoonshotNX also:

• Founded MaxNX
• Serves as General Partner, manager, or principal of certain affiliated funds
• Co-Founded a grading agency utilised within the ecosystem

These roles are disclosed to ensure structural transparency.

3. Legal Separation of Entities

MoonshotNX, MaxNX, affiliated funds, and the grading agency:

• Are separately incorporated or legally organised
• Maintain separate governance structures
• Maintain separate financial accounts
• Operate under distinct mandates

No entity is automatically bound by the decisions of another.

Participation in MoonshotNX does not create a relationship with any affiliated entity.

4. Broker Activity Separation (MaxNX)

MaxNX operates as a separately organised broker service.

MoonshotNX:

• Is not a registered broker-dealer
• Does not act as a placement agent
• Does not receive transaction-based compensation
• Does not execute securities transactions

Any regulated brokerage activity, where applicable, is conducted exclusively within MaxNX.

Participation in MoonshotNX does not create a brokerage relationship.

5. Affiliated Fund Independence

Affiliated funds, including M1 Fund and other funds:

• Apply independent investment mandates
• Conduct independent investment committee processes
• Are not obligated to invest in graded companies
• May invest in companies outside the Moonshot ecosystem

Grading outcomes do not guarantee capital allocation.

Affiliated funds are not required to follow platform scoring outputs.

6. Grading Framework Independence

The grading agency operates under its own structural methodology.

Grading outputs:

• Reflect structured criteria
• Are not underwriting decisions
• Are not investment recommendations
• Are not credit ratings
• Are not influenced by specific fund allocation decisions

Methodologies may evolve over time.

No grading framework guarantees funding or company performance.

7. Revenue Model Transparency

MoonshotNX generates revenue primarily through subscription-based access to structured capital readiness services.

MoonshotNX:

• Does not charge success fees
• Does not receive transaction-based compensation
• Does not receive commissions tied to capital allocation
• Does not condition grading on capital outcomes

Subscription fees are not contingent on funding.

8. Referral Relationships & Third-Party Providers

MoonshotNX may introduce founders to:

• Legal providers
• SPV formation providers
• Ratings agencies
• Service partners

Where referral relationships exist:

• They are disclosed where required
• Participation is voluntary
• Founders may choose alternative providers

MoonshotNX does not require founders to use any specific third-party provider.

9. Personnel & Advisor Conflicts

Employees, advisors, consultants, and investment committee participants may:

• Hold personal investments
• Hold outside business interests
• Participate in affiliated entities

MoonshotNX maintains internal governance expectations requiring disclosure of potential conflicts.

Where appropriate, individuals may be recused from specific decisions.

10. Investment Committee Safeguards

Where MoonshotNX operates screening or review processes:

• Decisions are based on defined structural criteria
• Committee members are expected to disclose material conflicts
• Members may recuse themselves where conflicts arise

Investment allocation decisions within affiliated funds are governed by separate fund-level procedures.

11. Allocation Independence & Preferential Treatment

Participation in MoonshotNX, including subscription tier or advisory engagement, does not guarantee:

• Investment
• Priority capital allocation
• Preferential fund access
• Automatic inclusion in investor rooms

Investor decisions are made independently.

12. Data Separation & Information Controls

MoonshotNX, affiliated funds, MaxNX, and the grading agency operate with structured information controls.

Where data is shared:

• It is shared only where operationally necessary
• It is governed by contractual and confidentiality controls

MoonshotNX does not automatically transfer founder data to affiliated funds or broker entities without appropriate consent or lawful basis.

13. Personal Investments

Founder-level or personnel-level personal investments in companies:

• Do not constitute platform endorsement
• Do not guarantee affiliated fund participation
• Do not override structural eligibility criteria

14. Recusal & Mitigation Framework

Where material conflicts are identified:

• Disclosure is expected internally
• Recusal may occur
• Independent review may be applied

MoonshotNX reserves the right to adopt additional safeguards as the ecosystem evolves.

15. No Fiduciary Relationship

Nothing in the ecosystem structure creates:

• A fiduciary relationship
• An advisory relationship
• An underwriting relationship
• A brokerage relationship

Users remain responsible for independent professional advice.

16. Ongoing Governance

MoonshotNX recognises that operating within adjacent capital functions requires heightened governance transparency.

This disclosure may be updated as:

• New funds are formed
• New services are added
• Structural relationships evolve