Company	:	ProActive Fintech Inc.
Corporate Address	:	881 West State Rd., Suite 140-558, Pleasant Grove, UT 84062
Offering Minimum	:	$20,000.00
Offering Maximum	:	$5,000,000.00
Minimum Investment Amount (per investor)	:	$350.00

Terms

Offering Type	:	Convertible Promissory Notes
Type of Equity Converted Into	:	Class C Common Stock
Conversion Trigger	:	$5,000,000.00
Maturity Date	:	June 13, 2027
Valuation Cap	:	$39,900,000.00
Discount Rate	:	20.0%
Annual Interest Rate	:	8.0%

What is a Convertible Note?

A convertible note offers you the right to receive Class C Common Stock in ProActive Fintech Inc.. The amount of Class C Common Stock you will receive in the future will be determined at the next equity round in which the Company raises at least $5,000,000.00 in a qualified equity financing. The highest conversion price per security is set based on a $39,900,000.00 Valuation Cap or if less, then you will receive a 20.0% discount on the price the new investors are paying. You also receive 8.0% interest per year added to your investment. When the maturity date is reached, if the note has not converted then you are entitled to receive Class C Common Stock equal to your investment and interest back at a price per security determined by dividing the Valuation Cap by the aggregate number of outstanding equity securities of the Company as of immediately prior (on a fully diluted basis).

*Bonus discount subject to adjustment of bonus discounts for StartEngine noteholders. See discount bonus below.

Investment Incentives & Bonuses*

Loyalty Bonus

As you are signed up to receive emails for Qube Money as of June 1, 2025, in ProActive Fintech Inc., you are eligible for an addition to the base discount rate on the convertible note.

Addition to the base discount rate on the convertible note: 20%

Addition to valuation cap discount rate on the convertible note: 50%

Time-Based Perks

Early Bird 1: Invest $1,000+ within the first 2 weeks | Receive a Minimalist Qube Wallet.

Early Bird 2: Invest $5,000+ within the first 2 weeks | Receive a Minimalist Qube Wallet, a Family Lifetime Membership, plus a total 5% addition to the base discount rate on the convertible note*.

Early Bird 3: Invest $10,000+ within the first 2 weeks | Receive all prior perks + [exclusive dinner invite for 2 people to attend the exclusive Mindful Banking Market Launch event in Park City, UT]* plus a total 8% addition to the base discount rate on the convertible note from the Time-Based Perks.

Early Bird 4: Invest $25,000+ within the first 2 weeks | Receive all prior perks + [exclusive dinner invite for 2 people to attend the Mindful Banking Market Launch event in Park City, UT with $500 resort credit]* plus a total 10% addition to the base discount rate on the convertible note from the Time-Based Perks.

Early Bird 5: Invest $50,000+ within the first 2 weeks | receive all prior perks + [exclusive dinner invite for 2 people to attend the Mindful Banking Market Launch event in Park City, UT with $500 resort credit and $1,000 flight credit] plus a total 15% addition to the base discount rate on the convertible note from the Time-Based Perks.

Early Bird 6: Invest $100,000+ within the first 2 weeks | receive all prior perks + [all inclusive 3-Day stay with dinner invite, $500 resort credit, $1,000 flight credit, plus mountain access in Park City, UT] plus a total 20% addition to the base discount rate on the convertible note from the Time-Based Perks.

Mid-Campaign Perks (Flash Perks)

Flash Perk 1: Invest $5,000+ between day 35 - 40 and receive a 3% addition to the base discount rate on the convertible note.

Flash Perk 2: Invest $5,000+ between day 60 - 65 and receive a 3% addition to the base discount rate on the convertible note.

Amount-Based Perks

Tier 1 Perk: Invest $1,000+ and receive a Minimalist Qube Wallet.

Tier 2 Perk: Invest $5,000+ and receive all prior perks + free Family Lifetime Membership + a 2% addition to the base discount rate on the convertible note.

Tier 3 Perk: Invest $10,000+ and receive all prior perks + exclusive dinner invite for 2 people to attend the Mindful Banking Market Launch event in Park City, UT* + a 5% total addition to the base discount rate on the convertible note from the Amount-Based Perks.

Tier 4 Perk: Invest $25,000+ and receive all prior perks + exclusive dinner invite for 2 people to attend the Mindful Banking Market Launch event in Park City, UT with $500 resort credit* + a 7% total addition to the base discount rate on the convertible note from the Amount-Based Perks.

Tier 5 Perk: Invest $50,000+ and receive all prior perks + exclusive dinner invite for 2 people to attend the Mindful Banking Market Launch event in Park City, UT with $500 resort credit and $1,000 flight credit + a 10% addition to the base discount rate on the convertible note from the Amount-Based Perks.

Tier 6 Perk: Invest $100,000+ and receive all prior perks + all inclusive 3-Day stay with dinner invite, $500 resort credit, $1,000 flight credit, plus mountain access in Park City, UT + a 15% total addition to the base discount rate on the convertible note from the Amount-Based Perks.

*Flights not included

*In order to receive perks from an investment, one must submit a single investment in the same offering that meets the minimum perk requirement. Bonus discounts from perks will not be granted if an investor submits multiple investments that, when combined, meet the perk requirement. All perks occur when the offering is completed. The free subscription months begin after the close of the offering and must be used consecutively.

Crowdfunding investments made through a self-directed IRA cannot receive perks due to tax laws. The Internal Revenue Service (IRS) prohibits self-dealing transactions in which the investor receives an immediate, personal financial gain on investments owned by their retirement account. As a result, an investor must refuse those perks because they would be receiving a benefit from their IRA account.

The 10% StartEngine Venture Club Bonus

ProActive Fintech Inc. will offer a 10% additional discount bonus for all investments that are committed by investors who are eligible for the StartEngine Crowdfunding Inc. Venture Club bonus.

Eligible StartEngine noteholders will receive a 10% bonus discount on the note in this Offering. For example, this would mean your discount percentage would be 30% instead of 20%.

This 10% Bonus is only valid during the investor's eligibility period. Investors eligible for this bonus will also have priority if they are on a waitlist to invest and the company surpasses its maximum funding goal. They will have the first opportunity to invest should room in the offering become available if prior investments are canceled or fail.

Investors will receive the highest single bonus they are eligible for among the bonuses based on the amount invested and the elapsed time of the offering (if any). Eligible investors will also receive the Venture Club Bonus and Loyalty Bonus in addition to the aforementioned bonus.

THE OFFERING MATERIALS MAY CONTAIN FORWARD-LOOKING STATEMENTS AND INFORMATION RELATING TO, AMONG OTHER THINGS, THE COMPANY, ITS BUSINESS PLAN AND STRATEGY, AND ITS INDUSTRY. THESE FORWARD-LOOKING STATEMENTS ARE BASED ON THE BELIEFS OF, ASSUMPTIONS MADE BY, AND INFORMATION CURRENTLY AVAILABLE TO THE COMPANY’S MANAGEMENT. WHEN USED IN THE OFFERING MATERIALS, THE WORDS “ESTIMATE,” “PROJECT,” “BELIEVE,” “ANTICIPATE,” “INTEND,” “EXPECT” AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS, WHICH CONSTITUTE FORWARD LOOKING STATEMENTS. THESE STATEMENTS REFLECT MANAGEMENT’S CURRENT VIEWS WITH RESPECT TO FUTURE EVENTS AND ARE SUBJECT TO RISKS AND UNCERTAINTIES THAT COULD CAUSE THE COMPANY’S ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE CONTAINED IN THE FORWARD-LOOKING STATEMENTS. INVESTORS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE ON WHICH THEY ARE MADE. THE COMPANY DOES NOT UNDERTAKE ANY OBLIGATION TO REVISE OR UPDATE THESE FORWARD-LOOKING STATEMENTS TO REFLECT EVENTS OR CIRCUMSTANCES AFTER SUCH DATE OR TO REFLECT THE OCCURRENCE OF UNANTICIPATED EVENTS.

Spend Better, Live More