SCHEDULE 13G/A 0000929638-24-000026 0001871665 XXXXXXXX LIVE 2 Common Stock, par value $0.001 per share 12/31/2024 0001414767 Netcapital Inc. 64113L202 1 LINCOLN STREET BOSTON MA 02111 Rule 13d-1(c) Lind Global Fund II LP b DE 202500 0 202500 0 202500 N 9.9 PN (1) The reporting person's ownership consists of (i) 106,402 warrants to purchase shares of common stock (the "A-1 Warrants"), (ii) 106,402 warrants to purchase shares of common stock (the "A-3 Warrants") and (iii) 106,402 warrants to purchase shares of common stock (the "A-4 Warrants," together with the A-1 Warrants and the A-3 Warrants, the "Warrants"); however, due to the exercise limitations of the Warrants, the reporting person's beneficial ownership has been limited to 202,500 shares in the aggregate. (2) Each of the Warrants includes a provision limiting the holder's ability to exercise the Warrants if such exercise would cause the holder to beneficially own greater than 9.99% of the Company. Lind Global Partners II LLC b DE 202500 0 202500 0 202500 N 9.9 OO (1) The reporting person's ownership consists of (i) 106,402 A-1 Warrants, (ii) 106,402 A-3 Warrants and (iii) 106,402 A-4 Warrants; however, due to the exercise limitations of the Warrants, the reporting person's beneficial ownership has been limited to 202,500 shares in the aggregate. (2) Each of the Warrants includes a provision limiting the holder's ability to exercise the Warrants if such exercise would cause the holder to beneficially own greater than 9.99% of the Company. EASTON JEFF b X1 202500 0 202500 0 202500 N 9.9 IN (1) The reporting person's ownership consists of (i) 106,402 A-1 Warrants, (ii) 106,402 A-3 Warrants and (iii) 106,402 A-4 Warrants; however, due to the exercise limitations of the Warrants, the reporting person's beneficial ownership has been limited to 202,500 shares in the aggregate. (2) Each of the Warrants includes a provision limiting the holder's ability to exercise the Warrants if such exercise would cause the holder to beneficially own greater than 9.99% of the Company. Netcapital Inc. 1 LINCOLN STREET, BOSTON, Massachusetts, 02111 This statement is filed by the following entities and individuals (collectively, referred to as the "Reporting Persons"): o Lind Global Fund II LP, a Delaware limited partnership; o Lind Global Partners II LLC, a Delaware limited liability company; and o Jeff Easton, an individual and a citizen of the United States of America. Lind Global Partners II LLC, the general partner of Lind Global Fund II LP, may be deemed to have sole voting and dispositive power with respect to the shares held by Lind Global Fund II LP. Jeff Easton, the managing member of Lind Global Partners II LLC, may be deemed to have sole voting and dispositive power with respect to the shares held by Lind Global Fund II LP. The address of the principal business office for each of the Reporting Persons is: 444 Madison Ave, Floor 41 New York, NY 10022 See Row 4 of cover page for each Reporting Person. Y See Row 9 of cover page for each Reporting Person. See Row 11 of cover page for each Reporting Person. See Row 5 of cover page for each Reporting Person. See Row 6 of cover page for each Reporting Person. See Row 7 of cover page for each Reporting Person. See Row 8 of cover page for each Reporting Person. Y Y Y Y Y N By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. 99.1 Joint Filing Agreement by and among the Reporting Persons. Lind Global Fund II LP By: Lind Global Partners II LLC, its General Partner, By: /s/ Jeff Easton 02/14/2025 Lind Global Partners II LLC /s/ Jeff Easton 02/14/2025 EASTON JEFF /s/ Jeff Easton 02/14/2025