Termination of Material Agreement (Form 8-K)

Item 1.02 Termination of a Material Definitive Agreement

On May 7, 2026, Avai Bio, Inc., formerly known as Avant Technologies Inc. (the "Company" or "AVAI"), and Ainnova Tech Inc. ("Ainnova" or "AINN") entered into a Mutual Termination Agreement (the "Termination Agreement") to terminate, by mutual consent, the Joint Venture and License Agreement dated November 8, 2024 (effective as of November 11, 2024) (the "License Agreement").

Under the License Agreement, AVAI and Ainnova agreed to form a new Nevada corporation, Ai-Nova Acquisition Corp. ("AAC") to develop and commercialize certain proprietary artificial intelligence-based healthcare technologies. Pursuant to the Termination Agreement, both parties agreed to cancel and release each other from any and all obligations, rights, and liabilities arising under or related to the License Agreement. No termination penalties or further financial obligations will be incurred by either party.

As part of the termination, the parties have agreed that Ai-Nova Acquisition Corp. ("AAC") will be formally dissolved and all corporate filings with the State of Nevada related to AAC will be closed. Both AVAI and Ainnova will cooperate to complete the dissolution process in an orderly manner.

The mutual termination reflects the parties' decision to pursue their respective business strategies independently. Both AVAI and Ainnova have agreed to cooperate in good faith to ensure an orderly wind-down of any pending activities related to the contemplated joint venture.

The foregoing description of the Termination Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Termination Agreement, a copy of which will be filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.