Material Agreement (Form 8-K)

Item 1.01 Entry into a Material Definitive Agreement.

On October 7, 2025, Propanc Biopharma., Inc. (the "Company") entered into a Securities Purchase Agreement (the "SPA") with Hexstone Capital LLC ("Hexstone") in connection with a private placement of a to be created class Series C Preferred Stock ("Series C Preferred Stock"). Each share of Series C Preferred Stock shall be convertible into shares of common stock of the Company at a price equal to the lesser of a fixed conversion price of $5.00 per share or 85% of the of the lowest trading price of the Common Stock during the period beginning on the day the holder sends a conversion notice to the Company and ending on the trading day on which the aggregate dollar volume of the Company's common stock exceeds the product of the conversion amount set forth on the applicable conversion notice multiplied by seven (7) after the applicable holder receives the shares of common stock issuable upon conversion of the Series C Preferred Stock, subject to a five (5) trading day minimum. Pursuant to the SPA, at the Closing, the Company shall issue 100 shares of Series C Preferred Stock and a Warrant to purchase up to an additional 9,900 shares of Series C Preferred Stock (the Warrant"). Certain conditions to close exist, including the filing of a Certificate of Designation of the Series C Preferred Stock with the Delaware Secretary of State.

The foregoing descriptions of the SPA and Warrant do not purport to be complete and are qualified in their entirety by reference to the full text of the SPA and Warrant, which are attached hereto as Exhibit 10.1, and Exhibit 10.2, and incorporated herein by reference.