Material Agreement (Form 8-K)

Item 1.01 - Entry into a Material Definitive Agreement.

On June 30, 2026, Avalon GloboCare Corp., a Delaware corporation (the "Company") entered into a securities purchase agreement (the "Purchase Agreement") with Allen O. Cage Jr., an individual accredited investor (the "Investor"), pursuant to which the Company agreed to issue and sell to the Investor (i) 400 shares of the Company's Series F Convertible Preferred Stock, par value $0.0001 per share (the "Series F Preferred Stock"), having a stated value of $1,000.00 per share, and (ii) 200,000 shares of the Company's common stock, par value $0.0001 per share (the "Commitment Shares"), as additional consideration for the Investor's purchase of the Series F Preferred Stock, for an aggregate purchase price of $400,000.00. The Series F Preferred Stock is convertible into shares of the Company's common stock at a conversion price of $0.50 per share. The transactions contemplated by the Purchase Agreements closed on July 2, 2026.

The Series F Preferred Stock is subject to mandatory redemption of 25% of the then outstanding shares on each of October 1, 2026, November 1, 2026, December 1, 2026 and January 1, 2027, at a redemption price per share equal to 125% of the stated value; provided that a holder may elect to convert shares subject to mandatory redemption into common stock in accordance with the terms of the Series F Certificate of Designations (as defined below) at any time prior to the applicable mandatory redemption date. The conversion of the Series F Preferred Stock is subject to a beneficial ownership limitation of 4.99% of the outstanding shares of common stock. The Series F Preferred Stock ranks senior to the Company's common stock and junior to any other class or series of capital stock of the Company with respect to liquidation preference.

The Purchase Agreement contains customary representations, warranties and covenants of the Company and the Investor. The closing of the transactions contemplated in the Purchase Agreement is expected to occur on July 2, 2026.

The securities were offered and sold in reliance upon the exemption from registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506(b) promulgated thereunder.

The foregoing description of the terms of the Purchase Agreement, and the transactions contemplated thereby, does not purport to be complete and is qualified in its entirety by reference to the copy of the Securities Purchase Agreement, filed hereto as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated herein by reference.