Adia Med, Inc. entered into a Membership Interest Purchase Agreement on October 13, 2026, to sell a seven percent (7%) membership interest in Adia Labs LLC. The buyer is Larry A. Powalisz, the Company’s Chief Executive Officer, who purchased seven (7) units of membership interest for an aggregate purchase price of $350,000. The transaction is structured as a cash sale, with the funds to be used solely for Company or Seller corporate purposes. The Company’s independent directors, Monica Sher, M.D. and Richard Edwards, D.O., must jointly approve in writing any use of the proceeds.
The Purchased Units represent seven percent (7%) of the total voting power of the LLC, assuming 100 issued units and no other units issued or transferred at closing. The Company’s operating agreement will be amended at closing to reflect the new ownership and voting structure. The agreement was acknowledged by the Independent Directors in their capacity as directors of the Company. The full text of the Membership Interest Purchase Agreement is filed as Exhibit 10.1 to this Current Report on Form 8-K.