X0206 3 2023-06-23 0 0001814215 Nuburu, Inc. BURU 0001981439 Wilson-Garling 2023 Family Trust C/O NUBURU, INC. 7442 S TUCSON WAY, SUITE 130 CENTENNIAL CO 80112 0 0 1 0 7% Convertible Promissory Notes due 2026 0.688 2023-06-24 2026-06-23 Common Stock 7267442 D Warrants (right to buy) 1.03 2023-12-23 2028-06-23 Common Stock 7267442 D The 7% convertible promissory notes with an aggregate principal amount of $5,000,000 ("Notes") were issued on June 13, 2023 ($2,000,000) and June 23, 2023 ($3,000,000) pursuant to that certain Note and Warrant Purchase Agreement, dated as of June 12, 2023, by and among Nuburu, Inc. (the "Issuer") and the investors listed on Schedule I thereto (the "Purchase Agreement"). The Notes and any accrued interest thereon are convertible at the option of the holder at any time following June 23, 2023 prior to repayment of the Notes into shares of the Issuer's common stock at a conversion price of $0.688 (subject to adjustment pursuant to the terms of the Notes). Interest accrues on the unpaid principal amount at a rate equal to 7% per annum, but it is not due and payable until the maturity date. (Continued from footnote 1) All unpaid principal, together with any then unpaid and accrued interest and other amounts payable under the Notes, will be due and payable on the earlier of (i) June 23, 2026, or (ii) following the occurrence of an event of default. The warrants to purchase an aggregate of 7,267,442 shares of the Issuer's common stock, par value $0.0001 per share (the "Warrants"), were issued pursuant to the Purchase Agreement in connection with the purchase of the Notes as partial consideration for the Notes. Subject to adjustment pursuant to the terms of the Warrants issued on June 13, 2023 (issuable for up to 2,906,977 shares of common stock) and June 23, 2023 (issuable for up to 4,360,465 shares of common stock) pursuant to the Purchase Agreement. The Reporting Person may be deemed a member of a "group" for purposes of Section 13(d) of the Exchange Act. The Reporting Person disclaims beneficial ownership of the shares of the Issuer's common stock owned by the other members of the Section 13(d) group except to the extent of its pecuniary interest therein. /s/ Jill Garling, as Trustee on behalf of the Wilson-Garling 2023 Family Trust 2023-06-23