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Form 8-K

sec.gov

8-K — AIM ImmunoTech Inc.

Accession: 0001493152-26-036408

Filed: 2026-08-06

Period: 2026-07-31

CIK: 0000946644

SIC: 2836 (BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES))

Item: Entry into a Material Definitive Agreement

Item: Shareholder Nominations Pursuant to Exchange Act Rule 14a-11

Item: Financial Statements and Exhibits

Documents

8-K — form8-k.htm (Primary)

EX-10.1 (ex10-1.htm)

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0000946644

0000946644

2026-07-31

2026-07-31

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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13 OR 15(d) of The

Securities

Exchange Act of 1934

Date

of Report (Date of earliest event reported): July 31, 2026

AIM

IMMUNOTECH INC.

(Exact

name of registrant as specified in its charter)

Delaware

001-27072

52-0845822

(state or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

2117 SW Highway

484, Ocala, FL

34473

(Address of principal executive

offices)

(Zip Code)

Registrant’s

telephone number, including area code: (352) 448-7797

(Former

name or former address, if changed since last report.)

Check

the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under

any of the following provisions (see General Instruction A.2. below):

Written communications

pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant

to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications

pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications

pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities

registered pursuant to Section 12(b) of the Act:

Title of each

class

Trading Symbol

Name of each

exchange on which registered

Common Stock, par value

$0.001 per share

AIM

NYSE American

Indicate

by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933

(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging

growth company ☐

If

an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying

with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item

1.01 Entry into a Material Definitive Agreement.

On

July 31, 2026, AIM ImmunoTech Inc. (the “Company”) entered into a proposal (the “Proposal Agreement”) with Sterling

Pharma Solutions (the “Manufacturer”) that is related to the Master Service Agreement and a Quality Agreement entered into

between the Company and the Manufacturer in 2022. Pursuant to the Proposal Agreement, the Manufacturer agreed to manufacture further

batches of the polynucleotide drug substances PolyI and Poly C12U and transfer of associated test methods at the Manufacturer’s

Dudley, UK location to produce the polymer precursors to manufacture the drug Ampligen. The estimated cost to the Company under the Proposal

Agreement is approximately $1.5 million to be paid over a period of 12 months, as set forth in more detail in the Proposal

Agreement. The Company anticipates using the manufactured product for ongoing and future clinical trials, including potentially a Phase

3 clinical trial for metastatic pancreatic cancer.

The

foregoing summary of the Proposal Agreement does not purport to be complete and is qualified in its entirety by reference to the full

text of the Proposal Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item

5.08 Shareholder Director Nominations.

Stockholders

who wish to nominate a director at the Company’s 2026 annual meeting of stockholders (the “2026 Annual Meeting”), or

to bring any other proposal before the 2026 Annual Meeting, that is not to be included in this year’s proxy materials pursuant

to Rule 14a-8, must do so in accordance with the Company’s Restated and Amended Bylaws, which require notice be received by the

Secretary at the Company’s principal executive offices not later than 5:00 p.m. local time on September 17, 2026 and not earlier

than August 18, 2026.

In

addition to satisfying the foregoing requirements, to comply with the universal proxy rules, stockholders who intend to solicit proxies

in support of director nominees other than the Company’s nominees must provide notice that sets forth the information required

by Rule 14a-19 under the Exchange Act no later than October 19, 2026.

Item

9.01 Financial Statements and Exhibits.

(d)

Exhibits

Exhibit No.

Description

10.1

Proposal Agreement between the Company and the Manufacturer, dated July 31, 2026.

104

Cover Page Interactive Data File (embedded within the

Inline XBRL document).

Cautionary

Note Regarding Forward-Looking Statements

This

Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended

(the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”),

including with respect to the anticipated use of the manufactured products and any future clinical trial. These statements are subject

to risks and uncertainties that could cause actual results to differ materially, including but not limited to risks related to NYSE compliance,

clinical development, regulatory approval, and other factors described in the Company’s filings with the U.S. Securities and Exchange

Commission, including its most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q. The Company undertakes

no obligation to update any forward-looking statements.

SIGNATURES

Pursuant

to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by

the undersigned hereunto duly authorized.

AIM IMMUNOTECH INC.

Date:

August 6, 2026

By:

/s/ Thomas K. Equels

Thomas K. Equels, CEO

EX-10.1

EX-10.1

Filename: ex10-1.htm · Sequence: 2

Exhibit

10.1

SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE (1) SUCH TERMS ARE BOTH NOT MATERIAL AND ARE THE TYPE THAT

THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL, OR (2) DISCLOSURE OF SUCH INFORMATION WOULD CONSTITUTE A CLEARLY UNWARRANTED INVASION

OF PERSONAL PRIVACY. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT WITH THREE ASTERISKS AS [***].

Prepared

for

Prepared

by

AIM Immunotech

Inc

Sterling

Pharma Solutions

Judy

Boan

Business

Development Director

Ali Afnan

Phone:

[***]

Email:

[***]

Email:

[***]

Proposal:

HEBA_7869_v3.D.24072026

24th

July 2026

Revision

history

Date

Proposal

Number

Revision

Description

24th

July 2026

HEBA_7869_v3.D.23072026

Revised

to include full release testing for CDP, IDP and UDP; to reduce cGMP to one batch; [***].

1st

July 2026

HEBA_7869_v2.D.01072026

Revised

to include HEBA_8437 Analytical method Validation scope of work. Revision of section 3.1 based on some work already completed in

HEBA_7633_v2. Itemized

capex

included and other minor updates.

15th

January 2026

HEBA_7869_v1.D.15012026

Original

proposal

CONFIDENTIAL

Page 2 of 20

Table

of contents

Revision

history

2

Table

of contents

3

1.

Company Summary

5

2.

Executive summary

5

3.

Research and Development Plan

6

3.1

Polyl

and Poly C12U process development

6

3.2

Polyl

and Poly C12U non-GMP demonstration batches

7

3.3

Polyl

Stage 1 and Poly C12U Analytical Method Implementation and Validation

8

4.

Manufacturing plan

10

4.1

cGMP

Manufacture of Polymer Solutions

11

5.

Pricing and invoicing

13

6.

Project Management

16

6.1

Communication

management plan

16

6.2

Schedule

16

6.3

High

level initial assumptions/tentative schedule:

17

7.

Signature page

18

Further

information

19

Appendix

A: Terms and Conditions

20

CONFIDENTIAL

Page 3 of 20

Scheme

1. Synthesis of PolyI

Scheme

2. Synthesis of Poly C12U

CONFIDENTIAL

Page 4 of 20

1. Company Summary

Sterling

Pharma Solutions has over 50 years’ experience of supporting our customers globally with projects from pre-clinical to commercial

manufacture. Each year we develop, scale up and manufacture to cGMP over 150 stages of chemistry. In the last four years we have supported

our customers through clinical supply and launch with 16 new chemical entities.

Differentiated

by the three core characteristics of service, passion, and science, we are more than a traditional CDMO. We are a PDMO®, or partnership

development and manufacturing organization. That means we are uniquely responsive to your needs, committed to your product, and capable

of adding a deep level of scientific value.

Whilst

science can be complex, we believe partnerships should be simple.

To watch a short animation about Sterling please click here.

2. Executive summary

AIM

Immunotech Inc (“AIM Immunotech”) has requested that Sterling Pharma Solutions (“Sterling”) provide a proposal

for the manufacture of further batches of the polynucleotide drug substances PolyI and Poly C12U. The syntheses of PolyI and Poly C12U

are depicted in Schemes 1 and 2.

This

proposal is based on manufacture of the polymers in aqueous frozen solution at the Dudley site.

Remainder

of page intentionally left blank.

CONFIDENTIAL

Page 5 of 20

3 Research and Development Plan

3.1

Polyl and Poly C12U process development

Efforts

will initially focus on the following development and optimization activities. The investigation work will commence following evaluation

and confirmation of suitability of the analytical methods to support this work. Sterling would be pleased to discuss and further refine

or adjust the activities captured in this section:

Polyl

Experiments to investigate root causes of batch failures for polymer size and inosine diphosphate content:

[***]

[***]

Experiments to confirm

optimized yield, polymer size, and IDP removal (2 experiments)

Poly

C12U

Experiments to investigate root causes of batch failures for polymer size and cytidine diphosphate:

[***]

[***]

Experiments to confirm

optimized yield, polymer size, and CDP removal (2 experiments)

Assumptions:

1.

Allocate

12 calendar weeks [***] to execute the Polyl and Poly C12U process

development and optimization scope. This assumes multiple FTE’s, chemists and analysts, will be used.

2.

The

IDP, [***] enzyme, CDP, [***], and UDP will be provided by AIM Immunotech free of charge.

3.

Laboratory work to investigate

the C to U ratio in Poly C12U was approved by AIM Immunotech and carried out by Sterling (Reference HEBA_7633_v2.D.12032026).

4.

Upon successful completion

AIM will review within 5 business days and provide decision on path forward.

Deliverables:

1.

Provision of any available samples

of Polyl and Poly C12U from development work.

2.

Development report.

Remainder

of page intentionally left blank.

CONFIDENTIAL

Page 6 of 20

3.2

Polyl and Poly C12U non-GMP demonstration batches

Sterling

will manufacture a non-GMP demonstration batch of each process in laboratory glassware of 20 liters, to verify the performance of each

process and control strategy, as well as to verify the validity of the assumptions made below.

Assumptions:

1.

Allocate 3

calendar weeks to manufacture the non-GMP demonstration batch of Polyl.

2.

Allocate 3 calendar weeks

to manufacture the non-GMP demonstration batch of Poly C12U.

3.

[***]

4.

The process details and

target specifications will be mutually agreed upon between Client and Sterling prior to the demonstration batches.

5.

Upon successful completion

AIM will review within 5 business days and provide decision on path forward.

Deliverables:

1.

Non-GMP batches

of Polyl and Poly C12U, on a commercially reasonable effort basis, process and target specifications will be agreed between AIM Immunotech

and Sterling prior to the execution of the demo batches.

2.

Updated Development Report.

Remainder

of page intentionally left blank.

CONFIDENTIAL

Page 7 of 20

3.3

Polyl Stage 1 and Poly C12U Analytical Method

Implementation and Validation.

Sterling

will implement AIM Immunotech provided phase appropriate analytical methods for the PolyI and Poly C12U products. and will utilize AIM

Immunotech provided fit for purpose analytical reference standards. The development and validation of several methods has also been identified

as a project requirement (Table 1).

Assumptions:

1.

A

total of [***] have been identified for the analytical validation activities shown in Table 1. Multiple FTE’s will be

used to complete the work in approximately [***].

Table

1. Analytical validation requirements

Item

Method

- analysis

Qualification

level

Development

time (days)

Validation

time (days)

Comments

CDP,

IDP, UDP

Appearance

N/A

[***]

[***]

No

validation required for appearance.

CDP,

IDP, UDP

KF

Development

and Verification

[***]

[***]

(USP)

CDP,

IDP, UDP

Elemental

Impurities (Heavy metals and

As)

Development

and Verification

[***]

[***]

(USP)

CDP,

IDP, UDP

HPLC

– Purity Impurities

Identification

Validation

[***]

[***]

Validation

required using customer supplied method

[***]

[***]

[***]

Development

and Validation

[***]

[***]

Specification

to be confirmed. Method to be developed and validated using customer supplied method [***]

[***]

Development

and Validation

[***]

[***]

Endotoxin

Outsourced

[***]

[***]

To

be performed at either Lucideon or Wickham

[***]

[***]

Development

and Validation

[***]

[***]

Methods

to be developed and validated [***]

[***]

Development

and Validation

[***]

[***]

[***]

Development

and Validation

[***]

[***]

IPC

(Polymerisation)

[***]

Validation

[***]

[***]

Validation

required using customer supplied method [***]

Molecular

Weight

Validation

[***]

[***]

Method

developed at Sterling, requires to be validated based on [***]. Validation will be

covered by release testing

validation

IPC

[***]

Polymer

Concentration

Development

and Validation

[***]

[***]

Method

to be developed and validated based on a [***]

Protein

Concentration

Validation

[***]

[***]

Validation

required using customer supplied method [***]

CONFIDENTIAL

Page 8 of 20

Item

Method

- analysis

Qualification

level

Development

time (days)

Validation

time (days)

Comments

Release

Testing

Molecular

Weight

Validation

[***]

[***]

Validation

required using customer supplied method [***]

TOTAL

[***]

[***]

Assumptions:

1.

Client methods

for implementation are assumed to be scientifically sound and compatible with Sterling analytical instrumentation and quality systems.

Method implementation consists of a system set-up, verification of system performance, and analysis of a representative sample.

2.

Method development will

involve development or optimization of AIM Immunotech provided analytical methods and verification of suitability for the phase of

the project.

3.

Validation of methods will

be carried out as appropriate for late phase and commercial use in accordance with ICH Q2(R2). Validations will include studies such

as specificity, linearity, range, limit of quantification, limit of detections, solution stability, intermediate precision, robustness

(up to two parameters), and relative response factor determinations (up to three related substances), where applicable.

4.

Samples of raw materials,

in-process controls, isolated intermediates, and final product will be supplied from chemistry development runs, demonstration batch,

or by AIM Immunotech, whatever is deemed most practical and appropriate, for analytical method implementation, verifications, and

validations, where applicable.

5.

Sterling assumes that AIM

Immunotech will provide all required analytical reference standards. Sterling assumes that the reference standards have been appropriately

tested and qualified for their intended use and will be provided with current CoAs.

6.

Reference standard qualifications

and re-qualifications are not included in the scope of this proposal.

7.

[***]

8.

[***]

9.

Upon successful completion

AIM will review within 5 business days and provide decision on path forward.

Deliverables:

1.

Method implementation reports.

2.

Method development reports.

3.

Finalized validation/verification protocols and reports.

4.

Finalized analytical methods.

5.

An electronic copy of raw analytical data upon request.

CONFIDENTIAL

Page 9 of 20

4.

Manufacturing plan

Sterling

strives for right-first-time execution with a focus on safety and quality. The technical transfer from development to manufacture is

performed through a series of governance processes and continued technical, EHS and quality management before, during and after manufacturing.

The estimated production and material resources are based upon the learnings from laboratory familiarization work, including the activities

listed below.

The

following manufacturing support activities are included:

Documentation:

Generation of the necessary master production and testing records will be performed. These will be provided for review and/or

approval of the AIM Immunotech and developed in conjunction with AIM Immunotech. Timelines are dependent upon timely review and approval

of these documents in support of manufacturing.

Technical management:

Technical support during the campaign will be provided for the standard transfer and management of the production activities.

This will include support from the technical staff (chemistry, analytical and engineering teams) to perform process and method training

to all involved operations staff.

Stewardship: Sterling’s

EHS, technical services, and quality department personnel will ensure compliance with global regulatory frameworks with respect to

manufacturing operations and workplace safety. This includes, but is not limited to, the review of toxicological information, occupational

health review of processes and ingredients, health-based exposure limit (“HBEL”) determinations, maximum carry over calculations

for cross-contamination and a site risk assessment.

Cleaning: Development

and validation of appropriate methods for the cleaning and verification of the equipment from production residues will be performed

in support of this process. Additionally, all cleaning of the equipment is included in the standard manufacturing support package.

Cleaning process validation is not included in the scope of this proposal. In support of this, a material questionnaire may be provided

for a cleaning limit assessment.

Remainder

of page intentionally left blank.

CONFIDENTIAL

Page 10 of 20

4.1

cGMP Manufacture of Polymer Solutions

Manufacture

of the polymer solutions will be carried out in Sterling’s GMP Pilot Plant facility, located at the Dudley, UK site. A reactor

stream featuring [***] liter vessels will be assigned, with the additional equipment required for the processes. In each case

the target batch size will be preparation of [***] liters of solution containing [***] of polymer. All steps will be carried

out under cGMP conditions. Completed batches of polymer solution will be held in suitable containers and frozen for storage and onward

transportation for lyophilization.

Prior

to manufacture Sterling will prepare the following documentation, which will be sent to AIM Immunotech for review and approval:

Process Record Sheets (PRS)

Final product analytical monographs

The

asset and batch plan are detailed in the table below and estimated plant occupancy is reflected in the pricing and invoicing section.

Table

2. Asset strategy for the GMP manufacturing campaign

Product

Asset

(litres)

Batch

size (kg of solution)

Number

of Batches

Estimated

Occupancy

Time

(days)1

Polyl

[***]

[***]

1

[***]

days

Poly

C12U

[***]

[***]

1

[***]

days

1Estimated

cycle times include commissioning and cleaning time.

Assumptions:

1.

The

[***] IDP, [***] kg [***] enzyme, [***] CDP, [***], and [***] UDP will be provided

by AIM Immunotech free of charge.

2.

Process validation is not

required at this stage of the project.

3.

The

products will be provided as [***] in Nalgene PPCO [***] container.

4.

[***] will be carried

out by a third party contracted by Aim Immunotech.

5.

The manufacturing includes

full release testing for CDP, IDP and UDP.

Deliverables:

1.

One cGMP batches

each of Poly I and Poly C12U solution on commercially reasonable efforts basis (Sterling will follow approved procedures).

2.

Report of analysis, BSE/TSE

statement, and certificate of compliance for each batch.

3.

An electronic copy of each

executed batch record.

4.

Campaign report.

CONFIDENTIAL

Page 11 of 20

Table

3. Investment requirements for the GMP manufacturing campaign

Process

Step

Requirement

Capital

estimate ($)

Ultrafiltration/

Diafiltration

New

ultrafiltration rig with associated pump, pipework, instrumentation and membranes

$[***]

Packaging

New

flexible isolator for polymer solution discharges

$[***]

General

Project

management

$[***]

Total

$[***]

Storage

and shipment agreement:

Storage

is free for up to two months from the date of manufacture. Storage beyond two months will be billed at the end of each month at a rate

listed in the below table.

Table

4. Product storage

Storage

condition

Price

per pallet storage per month

Monitored

room temperature

$[***]

Controlled

room temperature (15-30°C)

$[***]

Controlled

cold storage (2-8°C) or hazardous material storage

$[***]

Controlled

cold storage (-20°C)

$[***]

Controlled

substance (controlled storage)

$[***]

Storage

of materials in advance of three months from the date of manufacture will incur an additional Value Added Tax (VAT) charge, which is

required by UK Government, of 20% of the goods’ sales value. This will be passed through at cost. Recovery of any VAT charged to

the Client is the responsibility of the Client.

Preparation

of a single bulk shipment of each lot of material manufactured under this Proposal is included in the total price. Bulk shipments of

material will be dispatched under Incoterms FCA 2020 (Sterling Dudley), or will be charged back at [***].

Preparation

of bulk material for shipment will be billed per request at a rate of $[***] each. This rate includes the time required to weigh,

sample and label the material in a GMP compliant environment. Multiple preparations from the same bulk, if requested and sampled simultaneously,

will incur a single $[***] preparation charge. Each shipment will also be back charged at [***].

Preparation

of laboratory samples for shipment will be billed at a rate of $[***] per sample, per shipment, plus freight costs and a [***].

CONFIDENTIAL

Page 12 of 20

Pricing and invoicing

Sterling

has made various estimates and assumptions in preparing this Proposal, including the value and volume of materials to be used and the

amount of time above activities will utilise its facilities and personnel. Based on such estimates and assumptions, the Pricing Summary

below provides the indicative price to provide the development, testing, and manufacturing activities by Sterling with supporting materials,

supplies, and waste included unless explicitly listed otherwise. Sterling will endeavor to ensure the price quoted below is the maximum

price and will regularly review and monitor any potential for increased costs, however, some variables are not within Sterling’s

control and therefore if the estimates and assumptions can be demonstrated to be inaccurate, Sterling reserves the right to update the

Pricing Summary, discuss with AIM Immunotech and invoice AIM Immunotech accordingly. Further if additional or out of scope activities

and/or materials are required due to unforeseen outcomes or at the request of AIM Immunotech, Sterling will discuss with AIM Immunotech

and provide a change order to support that work or activity.

Any

third-party services and shipping handled by Sterling not explicitly listed below will be passed through at cost plus a handling fee.

Table

5. Pricing summary

Scope

of work – milestone

Total

Anticipated

Timing

1.

Polyl process development (Section 3.1)

$[***]

[***]

Polyl

development

$[***]

Materials

$[***]

2.

Polyl C12U process development (Section 3.1)

$[***]

[***]

Pol.y

C12U development

$[***]

Materials

$[***]

3.

Polyl non-GMP demonstration batch (Section 3.2)

$[***]

[***]

Demonstration

batch Polyl

$[***]

Process

Materials

$[***]

Ultrafiltration

equipment [***]

$[***]

4.

Polyl C12U non-GMP demonstration batch (Section 3.2)

$[***]

[***]

Demonstration

batch Poly C12U

$[***]

Process

Materials

$[***]

Ultrafiltration

equipment [***]

$[***]

5.

Polyl Stage 1 and Poly C12U Analytical Method Implementation and Validation (Section 3.3)

$[***]

[***]

Analytical

method implementation and validations

$[***]

Materials

$[***]

CONFIDENTIAL

Page 13 of 20

Scope

of work – milestone

Total

Anticipated

Timing

6.

Capital expenditure to support manufacture of cGMP batches

$[***]

[***]

Capital

expenditure (Table 3)

$[***]

7.

Manufacture of cGMP batches of Polyl (Section 4.1)1

$[***]1

[***]

Polyl

manufacture

$[***]

Polyl

materials

$[***]

8.

Manufacture of cGMP batches of Polyl C12U (Section 4.1)1

$[***]1

[***]

Poly

C12U manufacture

$[***]

Poly

C12U materials

$[***]

Estimated

total

$1,446,2002

1The

total value (manufacturing and materials) represented in these lines shall be considered the value used in the calculation of the “Cancellation

Fee” as captured in the Terms and Conditions (attached hereto) 2This pricing is based upon a GBP (£) to USD ($) conversion

rate of x1.33; a mutually agreed currency adjustment will be applied for any fluctuations above agreed limits (e.g. supplementary invoices/credit

notes, alternatively pricing will be based on the exchange rate on the date invoices are raised).

Table

6. Price component summary

Price

component

Total

1)

Sterling services

$[***]

2)

Materials

$[***]

3)

Capital expenditure

$[***]

Estimated

total

$1,446,200

Remainder

of page intentionally left blank.

CONFIDENTIAL

Page 14 of 20

Table

7. Invoice schedule for scope of work

Scope

of work – milestone

Total

Invoicing

milestone

1.

Project initiation deposit

$[***]

[***]

2.

Second deposit

$[***]

[***]

3.

Polyl process development (Section 3.1)

$[***]

[***]

4.

Polyl C12U process development (Section 3.1)

$[***]

[***]

5.

Polyl non-GMP demonstration batch (Section 3.2)

$[***]

[***]

6.

Poly C12U non-GMP demo batch (Section 3.2)

$[***]

[***]

7.

Analytical method development and validation (Section 3.3)

$[***]

[***]

8.

Capital expenditure to support manufacture

$[***]

[***]

9.

Manufacture of cGMP batches Polyl (Section 4.1)

$[***]

[***]

10.

Manufacture of cGMP batches Poly C12U (Section 4.1)

$[***]

[***]

Estimated

total

$1,446,200

Scope

changes:

All

changes from this scope of work will be documented by Sterling and approved by AIM Immunotech prior to commencement of any such additional

work.

Remainder

of page intentionally left blank.

CONFIDENTIAL

Page 15 of 20

6

Project Management

Sterling

will appoint a dedicated project manager to manage the project through all project stages. Standardized tools, techniques, detailed processes

and procedures will be used to track, monitor, and communicate project progress throughout the lifecycle of the contract.

6.1

Communication management plan

Upon

initiation, a detailed communication management plan will be created to support the project. This is expected to include, but is not

limited to the following:

1.

Regularly scheduled team teleconferences

2.

Meeting minutes

3.

Weekly written updates

4.

Development/campaign final report

5.

Team and escalation communication matrix

These

processes will support, but not replace, formal communication outlined in the quality agreement.

This

communications management plan sets the communications framework for this project. It will serve as a guide for communications throughout

the life of the project and will be updated as communication requirements change. This plan identifies and defines the roles of the project

team members as they pertain to communications. It also includes a communications matrix which maps the communication requirements of

this project, and communication conduct for meetings and other forms of communication.

The

assigned project manager will take the lead role in ensuring effective communications on this project. The communications matrix will

be used as the guide for what information to communicate, who is to do the communicating, when to communicate it, and to whom to communicate.

6.2

Schedule

Based

on the information provided by Client, assumptions made by Sterling, and the consultation of subject matter experts, a tentative schedule

has been prepared to highlight significant milestones surrounding the proposal. Post-acceptance of this proposal, the assumptions will

be reviewed and the schedule will be updated to reflect current timing and milestones accordingly. Any delay to the items indicated in

the table below will have a direct impact to the overall timeline and delivery of the bulk API.

CONFIDENTIAL

Page 16 of 20

6.3 High

level initial assumptions/tentative schedule:

The

Gantt chart provided in this proposal is based off of assumptions (development time, cycle time, yields, etc.) derived from the information

provided by the client and assumes approval by Client within 30 days. Should capacity or availability of resources change due to signature

of other projects prior to execution of this proposal Sterling will notify Client and discuss any potential impacts.

[*** the blacked out portions

of the image below have been redacted]

CONFIDENTIAL

Page 17 of 20

7 Signature page

This

proposal shall become binding on the parties if signed by an authorized representative of AIM Immunotech and returned to Sterling within

30 days of the date hereof.

Acceptance:

If

acceptable, please indicate by signing below and issuing a purchase order or payment method referencing this proposal number.

An

authorized representative of Sterling will sign upon proposal receipt from AIM Immunotech to formally accept the proposal.

By

signing this proposal, the parties acknowledge the services provided hereunder shall be subject to the Terms and Conditions in Appendix

A.

Sterling

AIM Immunotech

Inc

Mathew Minardi

Peter Rodino

Printed name of authorized representative

Printed name of authorized representative

/s/ Mathew Minardi

/s/ Peter Rodino

Signature

Signature

President

Americas/APAC and COC

General Counsel & COO

Title

Title

7/31/2026

7/31/2026

Date

Date

Purchase order number

CONFIDENTIAL

Page 18 of 20

Further

information

About

Sterling

Our

facilities

Partnership

development and manufacturing organisation (PDMO) Our heritage

Executive

team

Small

Molecule Services

API

Development

API

Manufacturing

CMC

Solid

state chemistry

Milling

and micronisation

ADCs

ADC

Development

ADC

Analytical Services

Technologies

Hazardous

chemistry

Diazomethane

Hazard

evaluation

Chiral

chemistry

Controlled

substances

Continuous

processing/flow

Biocatalysis

Highly

Potent API (HPAPI)

Fluorination

Knowledge

Hub

All

resources

Quality

and regulatory

HSE

Latest

news

CONFIDENTIAL

Page 19 of 20

Appendix

A: Terms and Conditions

https://www.sterlingpharmasolutions.com/core/wp-content/uploads/2026/03/Sterling-Proposal-TCs-Dudley-Cramlington-Jan-2026.pdf

Remainder

of page intentionally left blank.

CONFIDENTIAL

Page 20 of 20

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