Sensus Healthcare (SRTS) Risk Analysis

Sensus's executive officers and directors, together with their respective affiliates, beneficially owned approximately 9.0% of our outstanding common stock as of February 12, 2026. Accordingly, these stockholders, if they act together, may exercise substantial influence over matters requiring stockholder approval, including the election of directors and approval of corporate transactions, such as a merger. This concentration of ownership could have the effect of delaying or preventing a change in control or otherwise discourage a potential acquirer from attempting to obtain control over Sensus, which in turn could have a material adverse effect on the market value of Sensus's common stock.

The trading market for Sensus's securities depends, in part, on the research and reports that securities or industry analysts publish about us. Sensus may be unable to attract or sustain coverage by well-regarded securities and industry analysts. If either none or only a limited number of securities or industry analysts cover Sensus, or if these securities or industry analysts are not widely respected within the general investment community, the trading price for Sensus's securities would be materially and negatively impacted. In the event Sensus obtains securities or industry analyst coverage, if one or more of the analysts who cover Sensus downgrades the securities or publishes inaccurate or unfavorable research about the Company, the price of Sensus's securities would likely decline. If one or more of these analysts cease coverage of Sensus, or fail to publish reports on Sensus regularly, demand for the Sensus's securities could decrease, which might cause the price of its securities and trading volume to decline.

Provisions of the Delaware General Corporation Law ("DGCL") and the Company's certificate of incorporation and bylaws may discourage, delay, or prevent a merger or acquisition that stockholders may consider favorable, including transactions in which an investor might otherwise receive a premium for its stock. In addition, these provisions may frustrate or prevent any attempts by the Company's stockholders to replace or remove the current management by making it more difficult for stockholders to replace or remove directors from the Board of Directors. These provisions include: - authorizing the issuance of "blank check" preferred stock without any need for action by stockholders;- requiring supermajority stockholder voting to effect any merger or sale of all or substantially all of the Company's stock and assets;   - eliminating the ability of stockholders to call and bring business before special meetings of stockholders;   - prohibiting stockholder action by written consent;   - establishing advance notice requirements for nominations for election to the Board of Directors or for proposing matters that can be acted on by stockholders at stockholder meetings;   - dividing the Board of Directors into three classes so that only one third of the directors will be up for election in any given year; and   - providing that the Company's directors may be removed only by the affirmative vote of at least 75% of the Company's then-outstanding common stock and only for cause. In addition, the Company is subject to Section 203 of the DGCL, which may have an anti-takeover effect with respect to transactions not approved in advance by the Board of Directors, including discouraging takeover attempts that could result in a premium over the market price for shares of the Company's common stock. These provisions will apply even if a takeover offer may be considered beneficial by some stockholders and could delay or prevent an acquisition that the Board of Directors determines is not in the best interests of the Company and its stockholders and could also affect the price that some investors are willing to pay for the Company's common stock.