Termination of Material Agreement (Form 8-K)

Item 1.02 Termination of a Material Definitive Agreement.

On September 18, 2025, Empery Digital Inc., (the "Company") received a notice of termination from Super Sonic Company Limited ("Super Sonic") pursuant to which Super Sonic terminated that certain distribution agreement dated January 31, 2025 between the Company and Super Sonic (the "Super Sonic Agreement") pursuant to which the Company served as Super Sonic's exclusive distributor of certain of its golf cart products in the United States.

The termination, which was effective upon receipt of the notice from Super Sonic, was affected pursuant to Section 2.01 of the Super Sonic Agreement on the grounds that the Company has failed to meet the minimum purchase requirement under the Super Sonic Agreement for two consecutive months, which gives Super Sonic the right to immediately terminate the Super Sonic Agreement. The termination also eliminates any obligation of the Company to issue equity to Super Sonic pursuant to the terms of the Super Sonic Agreement. The Company is not subject to any early termination penalties related to the termination of the Super Sonic Agreement.

Prior to the termination, the Super Sonic Agreement would have required the Company to issue 1% of its outstanding shares of common stock for each 1,000 units ordered in 2025, up to 7,000 units. In addition, the Company would have been required to grant Super Sonic a board of director seat if the Company ordered up to 10,000 units before February 1, 2026.