X0306 4 2016-12-31 0 0001388486 Spotlight Innovation Inc. STLT 0001668539 Krohn John Michael 11147 AURORA AVENUE BUILDING 3 URBANDALE IA 50322 1 1 1 0 President, COO Common Stock 2016-12-31 4 C 0 1666667 A 6039562 I By LLC Common Stock 2016-12-31 4 C 0 948948 A 6988510 I By LLC Common Stock 2016-12-31 4 C 0 194363 A 7182873 I By LLC 8% Convertible Note 2016-12-31 4 C 0 1666667 D 2015-12-31 Common Stock 1666667 0 I By LLC Convertible Note 2016-12-31 4 C 0 948948 D 2016-12-19 Common Stock 948948 0 I By LLC Convertible Note 2016-12-31 4 P 0 194363 A 2016-12-31 Common Stock 194363 194363 I By LLC Common Stock Purchase Warrant 1.2 2016-12-31 4 P 0 212500 1.2 A 2016-12-31 2018-12-31 Common Stock 212500 212500 I By LLC Convertible Note 2016-12-31 4 C 0 194363 D 2016-12-31 Common Stock 194363 0 I By LLC Based on 50% of total held by K4 Enterprises, LLC ("K4"), which represents the 50% equity ownership interest held by the Reporting Person. The Reporting Person is the Managing Member of K4 and in such capacity holds voting and dispositive power over the securities held by such entity. This number is rounded to the nearest whole number. Represents 50% of the total number of shares (3,333,333) issued upon conversion of an 8% promissory note, in the principal amount of $2,500,000, originally issued to K4 on December 31, 2015 and subsequently amended and restated pursuant to that certain Forbearance and Refinancing Agreement dated October 18, 2016 (the "Refinanced Noted"). The Refinanced Note is convertible based on a conversion price of $0.75, as described in the Refinanced Note. The Maturity Date as defined in the Refinanced Note is December 31, 2021. The number of shares reported as securities underlying the Refinanced Note does not include shares issuable upon conversion of accrued interest. This number is rounded to the nearest whole number. Represents 50% of the total number of shares (1,897,896) issued upon conversion of a 6% promissory note, in the principal amount of $830,000 owned by K4. The conversion price is equal to Seventy Percent (70%) of the average closing bid price of the common stock of the Company during the six months immediately prior to such conversion, ending on December 30, 2016. That six month average was $0.624 per share, and the conversion price (70%) was $0.437 per share, for a total of 1,897,896. This number is rounded to the nearest whole number. Represents 50% of the total number of shares issuable upon conversion of a 6% promissory note in the principal amount of $170,000 owned by K4 (the "Note"). The Note is convertible into shares of common stock of the Company at a price equal to Seventy Percent (70%) of the average closing bid price of the common stock of the Company during the six months immediately prior to such conversion, ending on December 30, 2016. That six month average was $0.624 per share, and the conversion price (70%) was $0.437 per share, for a total of 388,726 shares. Based on 50% of the total held by K4, 425,000, which represents the 50% equity ownership interest held by the Reporting Person. The Reporting Person is the Managing Member of K4 and in such capacity holds voting and dispositive power over the securities held by such entity. Includes 1,355,219 shares owned directly by the Reporting Person and 3,017,676 shares indirectly held based on 50% of total held by K4, which represents the 50% equity ownership interest held by the Reporting Person. The Reporting Person is the Managing Member of K4 and in such capacity holds voting and dispositive power over the securities held by such entity. /s/ John Michael Krohn 2017-01-04