Material Event (Form 8-K)

Item 8.01 Other Events.

As previously disclosed, on October 30, 2025, Peraso Inc. (the "Company") entered into a mutual confidentiality agreement with Mobix Labs, Inc. ("Mobix Labs") in connection with a potential strategic transaction. The Company is filing this Current Report on Form 8-K to disclose that the Company and Mobix Labs continue to engage in discussions regarding a potential strategic transaction and are conducting customary, confidential diligence. Mobix Labs has delivered to the Company a non-binding indication of interest contemplating a potential all-stock transaction at a premium to the Company's trading price, subject to further diligence, negotiation, and the execution of definitive documentation. No agreement has been reached regarding transaction structure, consideration, timing, or other material terms.

Cautionary Note Regarding Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements, including, but not limited to, statements regarding: the possibility, structure, timing, and terms of any potential transaction between the Company and Mobix Labs; the likelihood of entering into a definitive agreement; the anticipated process, diligence, and next steps; the strategic rationale and objectives of any potential combination; any expected benefits, synergies, market opportunities, or value creation resulting from a potential transaction; and any non-binding indication of interest. The words "intend," "may," "should," "would," "expect," "plan," "anticipate," "believe," "estimate," "predict," "potential" or "continue" or the negative of these terms or other comparable terminology are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. The Company's actual results and the timing of events could differ materially from those contemplated, expressed or implied by the forward-looking statements. For information about the factors that could cause such differences, please refer to the Company's filings with the Securities and Exchange Commission. Given these uncertainties, you should not place undue reliance on these forward-looking statements. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.