*Maximum Number of Shares Offered subject to adjustment for bonus shares. See Bonus info below.

Voting Rights of Securities Sold in this Offering

Voting Proxy. Each Subscriber shall appoint the Chief Executive Officer of the Company (the “CEO”), or his or her successor, as the Subscriber’s true and lawful proxy and attorney, with the power to act alone and with full power of substitution, to, consistent with this instrument and on behalf of the Subscriber, (i) vote all Securities, (ii) give and receive notices and communications, (iii) execute any instrument or document that the CEO determines is necessary or appropriate in the exercise of its authority under this instrument, and (iv) take all actions necessary or appropriate in the judgment of the CEO for the accomplishment of the foregoing. The proxy and power granted by the Subscriber pursuant to this Section are coupled with an interest. Such proxy and power will be irrevocable. The proxy and power, so long as the Subscriber is an individual, will survive the death, incompetency and disability of the Subscriber and, so long as the Subscriber is an entity, will survive the merger or reorganization of the Subscriber or any other entity holding the Securities. However, the Proxy will terminate upon the closing of a firm commitment underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933 covering the offer and sale of Common Stock or the effectiveness of a registration statement under the Securities Exchange Act of 1934 covering the Common Stock.

Investment Incentives and Bonuses*

The Baconer Special Invite Lists:

For any special investors in The Baconer, when you invest in this live offering you will receive an additional 3% bonus shares.

Time-based Perks

Friends and Family Early Birds — Invest within the first 7 days and receive an additional 7% bonus shares. 

Super Early Bird Bonus — Invest within the next 7 days days and receive an additional 5% bonus shares. 

Early Bird Bonus — Invest within the next 3 days and receive an additional 3% bonus shares. 

Amount Based Perks

Tier 1: $500—The Bacon Fan

(1) Bottle of The Baconer’s Classic Candied Bacon Rub (10 oz)

(1) The Baconer Limited Edition Refrigerator Magnet 

(1) The Baconer Limited Edition Sticker

Tier 2: $1,000—The Bacon Devotee

(1) Bacon Rub Variety Gift Set (featuring 3-4.8 oz bottles: The Baconer’s Classic Candied Bacon Rub, The Baconer’s Jalapeño & Honey All-Purpose Rub, and the The Baconer’s Orange & Pink Peppercorn All-Purpose Rub)

(1) The Baconer Limited Edition Refrigerator Magnet 

(1) The Baconer Limited Edition Sticker

Tier 3: $2,500—The Bacon Afficionado

(1) Bacon Rub Variety Gift Set (featuring 3-10 oz bottles: The Baconer’s Classic Candied Bacon Rub, The Baconer’s Jalapeño & Honey All-Purpose Rub, and the The Baconer’s Orange & Pink Peppercorn All-Purpose Rub)

(1) The Baconer Limited Edition Refrigerator Magnet 

(1) The Baconer Limited Edition Sticker

Tier 4: $5,000—The Bacon Lover

 (1) Limited Edition The Baconer Hoodie (OFFER ONE SIZE ONLY)

(1) Bacon Rub Gift Set (featuring 3-10 oz bottles: The Baconer’s Classic Candied Bacon Rub, The Baconer’s Jalapeño & Honey All-Purpose Rub, and the The Baconer’s Orange & Pink Peppercorn All-Purpose Rub)

(1) The Baconer Limited Edition Refrigerator Magnet 

(1) The Baconer Limited Edition Sticker

Tier 5: $10,000—The Mega Bacon Lover

(1) All-Inclusive Virtual Culinary Class for up to five (5) people with The Baconer, Camilo Velasquez, hosting

Tier 6: $25,000—The Bacon Boss

(1) All-Inclusive Virtual Culinary Class for up to five (5) people with The Baconer, Camilo Velasquez, hosting

Receive 5% bonus shares

Tier 7: $50,000—The Bacon MVP

(1) All-Inclusive Virtual Culinary Class for up to five (5) people with The Baconer, Camilo Velasquez, hosting

Receive 10% bonus shares

*All perks occur when the offering is completed.

The 10% StartEngine Owners' Bonus

The Baconer. will offer 10% additional bonus shares for all investments that are committed by investors that are eligible for the StartEngine Crowdfunding Inc. OWNer's bonus.

This means eligible StartEngine shareholders will receive a 10% bonus for any shares they purchase in this offering. For example, if you buy 100 shares of Class B Non-Voting Common Stock at $1.25/ share, you will receive and own 110 shares for $125. Fractional shares will not be distributed and share bonuses will be determined by rounding down to the nearest whole share.

This 10% Bonus is only valid during the investors 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 time of offering elapsed (if any). Eligible investors will also receive the Owner’s Bonus in addition to the aforementioned bonus.