Financial Obligation Form 8 K

Item 1.01 Entry into a Material Definitive Agreement.

On October 25, 2024, FTAC Emerald Acquisition Corp. ("we," "us" or "FTAC Emerald") issued a promissory note (the "Promissory Note") to Frontier SPV, LLC (the "Lender"), an affiliate of FTAC Emerald's sponsors. Pursuant to the Promissory Note, the Lender agreed to loan us up to an aggregate principal amount of $2,000,000. The Promissory Note is non-interest bearing and all outstanding amounts under the Promissory Note will be due on the date on which we consummate a business combination (the "Maturity Date"). If we do not consummate a business combination, we may use a portion of any funds held outside the trust account into which we have placed the proceeds of our initial public offering (the "IPO") to repay the Promissory Note; however, no proceeds from the trust account may be used for such repayment. If such funds are insufficient to repay the Promissory Note, the unpaid amounts would be forgiven. No portion of the amounts outstanding under the Promissory Note may be converted into units or shares. On October 25, 2024, we borrowed $65,000 under the Promissory Note.