Amendment to Current Report (Form 8-K/A)

Independent Auditor's Report

Board of Directors

Siren Group AG

Churerstrasse 47

8808 Pfäffikon SZ

Opinion

We have audited the consolidated financial statements of Siren Group AG and its subsidiary (the Company), which comprise the consolidated balance sheet as of December 31, 2024, and the related consolidated income statement, and statement of cash flow for the year then ended, and the related notes to the consolidated financial statements.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024, and the results of its operations and its cash flows for the year then ended in accordance with Swiss Law and the consolidation and valuation principles set out in the notes.

Basis for Opinion

We conducted our audits in accordance with auditing standards generally accepted in the United States of America (GAAS). Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of the Company and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audits. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our unmodified audit opinion.

Responsibilities of Management for the Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with Swiss Law and the consolidation and valuation principles set out in the notes, and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company's ability to continue as a going concern within one year after the date that the consolidated financial statements are available to be issued.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the consolidated financial statements.

In performing an audit in accordance with GAAS, we:

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit.

Zurich, December 27, 2025

BDO Ltd

/s/Christoph Tschumi /s/ppa. Eva Waldmeier

SIREN GROUP AG, 8808 Pfäffikon and its subsidiary

Consolidated Balance Sheet in USD

SIREN GROUP AG, 8808 Pfäffikon and its subsidiary

Consolidated Income Statement in USD

SIREN GROUP AG, 8808 Pfäffikon and its subsidiary

Consolidated Statement of Cash Flow in USD

SIREN GROUP AG, 8808 Pfäffikon and its subsidiary

Notes

1. Principles

1.1 General aspects

Siren Group AG was founded on the 23rd August 2016 (entry in the register of commerce). These consolidated financial statements were prepared according to the provision of the Swiss Law. The accompanying financial statements are presented on a consolidated basis including the accounts of Siren Group AG and its subsidiary, Siren Group USA, Inc. (together "the Company"). Where not prescribed by law, the significant accounting and valuation principles applied are described below. It should be noted that to ensure the company's going concern, the Company's financial statements may be influenced by the creation and release of hidden reserves. All material intercompany balances, transactions, income, and expenses have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with Swiss law.

1.2 Accounting and financial reporting in functional currency (USD)

The accounting and financial reporting are kept in US Dollar, which is defined as the business significant currency (functional currency).

1.3 Accounting policy disclosures

Going concern: the financial statements have been prepared on a going concern basis, as the Board of Directors has no intention or necessity to liquidate the Company or to curtail materially the scale of its operations.

Use of estimates: the preparation of financial statements in conformity with Swiss Law requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Intangible assets: intangible assets are recognised at cost of development less accumulated amortisation and impairment losses. They are amortised on a straight-line basis over their estimated useful life of 5 years.

Trade accounts receivables: Trade accounts receivable are stated at nominal value less allowances for doubtful accounts. Allowances are established based on an assessment of the creditworthiness of customers and the ageing of receivables.

Revenue recognition: revenue is recognized in accordance with Swiss Law when it is probable that economic benefits will flow to the Company and the amount of revenue can be reliably measured. Revenue is recognised either when the lead is generated or for some customers, when the appointment is generated (i.e. when the Company call center books the appointment). A small number of contractors are on revenue share agreements - revenue is recognised as a % of the final sale price. This revenue is accrued monthly based on an estimate and trued up post month end using disposition reports received from the contractors at the start of the following month. Revenue associated with these agreements is minimal.

Treasury shares: Treasury shares are recognized as a deduction from equity at acquisition cost. Treasury shares do not carry voting rights and are not entitled to dividends. Should treasury shares be used for share-based payment programs, the difference between the fair value and any consideration paid by the recipient at the time of grant is recognised as personnel expenses.

Treasury participation certificates: Treasury participation certificates are accounted for analogously to treasury shares and are recognized as a reduction of equity at acquisition cost. Treasury participation certificates held by the Company do not carry dividend or voting rights. Should treasury participation certificates be used for share-based payment programs, the difference between the fair value and any consideration paid by the recipient at the time of grant is recognised as personnel expenses.

Lease: leasing and rental contracts are recognized based on legal ownership. Therefore, any leasing or rental expenses are recognized as expenses in the period they are incurred; however, the leased or rented objects themselves are not recognized in the balance sheet.

Pension: the Company records its contribution to the pension plan in personnel expenses.

2. Information on consolidated balance sheet and income statement items

2.1 Share capital

Consisting of 102,109 shares at nominal CHF 1.-.

2.2 Participation capital

Consisting of 29,870 shares at nominal CHF 1.-.

3. Other information

3.1 Cash used to pledge own liabilities, as well as retention of title

Cash of USD 257,100 is pledged (prior year USD 257,100)

3.2 Stock Options

In 2023, the Company Board resolved to issue a Stock Option Plan with the purpose of attracting and retaining selected individuals to serve as officers, employees, directors, consultants, and to encourage them to promote the sustainable success of the business of the Company.

3.3 Other disclosures

Related party transactions: other than routine current account transactions with the Company's principal shareholders, no related party transactions were entered into during the reporting period.

Commitments and contingencies: as of the balance sheet date, the Company is not aware of any off-balance-sheet commitments or contingencies.

Subsequent events: Subsequent to the reporting date, on 1 December 2025, the Company entered into an agreement for the sale of its shares to QuinStreet, a corporation listed on a U.S. stock exchange.

SIREN GROUP AG, 8808 Pfäffikon and its subsidiary

Interim Consolidated Balance Sheet in USD

(Unaudited)

SIREN GROUP AG, 8808 Pfäffikon and its subsidiary

Interim Consolidated Income Statement in USD

(Unaudited)

SIREN GROUP AG, 8808 Pfäffikon and its subsidiary

Interim Consolidated Statement of Cash Flow in USD

(Unaudited)

SIREN GROUP AG, 8808 Pfäffikon and its subsidiary

(Unaudited)

Notes

1. Principles

1.1 General aspects

Siren Group AG was founded on the 23rd August 2016 (entry in the register of commerce). These consolidated financial statements were prepared according to the provision of the Swiss Law. The accompanying interim financial statements are presented on a consolidated basis including the accounts of Siren Group AG and its subsidiary, Siren Group USA, Inc. (together "the Company"). Where not prescribed by law, the significant accounting and valuation principles applied are described below. It should be noted that to ensure the company's going concern, the Company's financial statements may be influenced by the creation and release of hidden reserves. All material intercompany balances, transactions, income, and expenses have been eliminated in consolidation. The consolidated financial statements have been prepared in accordance with Swiss law.

1.2 Accounting and financial reporting in functional currency (USD)

The accounting and financial reporting are kept in US Dollar, which is defined as the business significant currency (functional currency).

1.3 Accounting policy disclosures

Going concern: the financial statements have been prepared on a going concern basis, as the Board of Directors has no intention or necessity to liquidate the Company or to curtail materially the scale of its operations.

Use of estimates: the preparation of financial statements in conformity with Swiss Law requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Intangible assets: intangible assets are recognised at cost of development less accumulated amortisation and impairment losses. They are amortised on a straight-line basis over their estimated useful life of 5 years.

Trade accounts receivables: Trade accounts receivable are stated at nominal value less allowances for doubtful accounts. Allowances are established based on an assessment of the creditworthiness of customers and the ageing of receivables.

Revenue recognition: revenue is recognized in accordance with Swiss Law when it is probable that economic benefits will flow to the Company and the amount of revenue can be reliably measured. Revenue is recognised either when the lead is generated or for some customers, when the appointment is generated (i.e. when the Company call center books the appointment). A small number of contractors are on revenue share agreements - revenue is recognised as a % of the final sale price. This revenue is accrued monthly based on an estimate and trued up post month end using disposition reports received from the contractors at the start of the following month. Revenue associated with these agreements is minimal.

Treasury shares: Treasury shares are recognized as a deduction from equity at acquisition cost. Treasury shares do not carry voting rights and are not entitled to dividends. Should treasury shares be used for share-based payment programs, the difference between the fair value and any consideration paid by the recipient at the time of grant is recognised as personnel expenses.

Treasury participation certificates: Treasury participation certificates are accounted for analogously to treasury shares and are recognized as a reduction of equity at acquisition cost. Treasury participation certificates held by the Company do not carry dividend or voting rights. Should treasury participation certificates be used for share-based payment programs, the difference between the fair value and any consideration paid by the recipient at the time of grant is recognised as personnel expenses.

Lease: leasing and rental contracts are recognized based on legal ownership. Therefore, any leasing or rental expenses are recognized as expenses in the period they are incurred; however, the leased or rented objects themselves are not recognized in the balance sheet.

Pension: the Company records its contribution to the pension plan in personnel expenses.

2. Information on consolidated balance sheet and income statement items

2.1 Share capital

Consisting of 102,109 shares at nominal CHF 1.-.

2.2 Participation capital

Consisting of 29,870 shares at nominal CHF 1.-.

3. Other information

3.1 Cash used to pledge own liabilities, as well as retention of title

Cash of USD 257,100 is pledged

3.2 Stock Options

In 2023, the Company Board resolved to issue a Stock Option Plan with the purpose of attracting and retaining selected individuals to serve as officers, employees, directors, consultants, and to encourage them to promote the sustainable success of the business of the Company.

3.3 Other disclosures

Related party transactions: other than routine current account transactions with the Company's principal shareholders, no related party transactions were entered into during the reporting period.

Commitments and contingencies: as of the balance sheet date, the Company is not aware of any off-balance-sheet commitments or contingencies.

Subsequent events: Subsequent to the reporting date, on 1 December 2025, the Company entered into an agreement for the sale of its shares to QuinStreet, a corporation listed on a U.S. stock exchange.

EXPLANATORY NOTE

These consolidated financial statements have been prepared in accordance with Swiss law and the consolidation and valuation principles set out in the notes.

The following is a narrative summary of material differences regarding the form, content and accounting principles that exist between the Swiss law regulations and accounting principles generally accepted in the United States of America (U.S. GAAP).

The income statement under Swiss law has been prepared using the type-of-expenditure format. Income and expense items are disclosed according to their type, irrespective of where they are incurred, and include the complete period expenses instead of cost of sales. Assets on the balance sheet are shown according to decreasing liquidity, i.e. highly liquid assets are shown on top of the balance sheet whereas fixed assets are shown on the bottom of the balance sheet. The same reporting principle applies to liabilities and equity.

Under Swiss law the Company is not obliged to present equity reconciliation statements. Also, the Company is only required to report limited disclosures in the notes to financial statements. Compared to requirements under U.S. GAAP, information in the Swiss law notes to financial statements are less detailed.

The following is a narrative summary of material accounting differences between Swiss law and U.S. GAAP: