SMAIO Expands Its North American Scientific Advisory Board With a New Renowned Surgeon

• Appointment of Dr. Jeffrey M. Hills, an orthopedic surgeon specializing in complex spinal conditions
• SMAIO’s Scientific Advisory Board, now comprised of five members, is a key asset in the company’s expansion in the United States

DALLAS & LYON, France--(BUSINESS WIRE)--Regulatory News:

SMAIO (Software, Machines and Adaptative Implants in Orthopaedics – Euronext Growth Paris, ISIN: FR0014005I80 / Ticker: ALSMA), a French-American company specialized in complex spine surgery and offering an integrated pre-, intra- and postoperative solution based on 3D planning software, announces the appointment of Dr. Jeffrey M. Hills, an orthopedic surgeon specializing in complex spinal surgery and Assistant Professor (Clinical) at UT Health San Antonio (Texas), to its North American Scientific Advisory Board.

Dr. Jeffrey M. Hills is a recognized specialist in the field of complex spinal conditions in adults and children. After graduating from the University of Kansas School of Medicine, he completed his residency in orthopedic surgery at Vanderbilt Medical Center in Nashville, Tennessee. He then completed a fellowship in spinal surgery at Washington University School of Medicine / Barnes-Jewish Hospital in St. Louis, Missouri, where he specialized in pediatric and adult spinal deformities as well as complex reconstructive surgeries.

His appointment to the SMAIO Scientific Advisory Board is part of the company’s strategy to build a network of leading experts in the United States, the world’s largest market for spinal surgery. This board contributes in particular to guiding technological developments, the clinical validation of solutions, and the organization of collaborative initiatives and exchange programs among spinal experts, such as the “Sagittal Alignment Think Tanks.”

Dr. Jeffrey M. Hills, an orthopedic surgeon, stated: “Joining SMAIO’s scientific advisory board represents an opportunity to contribute to the development of innovative solutions in spinal surgery. The integration of clinical data and predictive analytics tools is essential to improving patient outcomes. The approach developed by SMAIO, particularly through its open platform, is fully in line with this trend.”

Philippe ROUSSOULY, Chairman and CEO of SMAIO, concluded: “We are very pleased to welcome Dr. Hills to our North American Scientific Advisory Board. His expertise in complex spinal surgery and his interest in data-driven approaches are significant assets that will support our growth in the United States. This appointment underscores our commitment to surrounding ourselves with the best specialists to strengthen our position in this strategic market.”

Dr. Jeffrey M. Hills thus becomes the fifth member of SMAIO’s North American Scientific Advisory Board, joining Dr. Donald J. Blaskiewicz (neurosurgeon at St. Luke’s Clinic in Boise, Idaho), Dr. Brian Neuman (orthopedic surgeon) and Dr. Camilo Molina (neurosurgeon), both practicing at Washington University School of Medicine in St. Louis, Missouri, and Dr. Tenner Guillaume (orthopedic surgeon at Gillette Children’s Hospital in St. Paul, Minnesota).

The terms of remuneration of Dr. Jeffrey M. Hills as a member of the Scientific Advisory Board, mainly in the form of warrants issued to its benefit, are detailed in the appendix to this press release.

About SMAIO

A precursor in the use of clinical data and imaging of the spine, SMAIO designs global solutions for spine surgery specialists. The Company has recognized expertise thanks to its big data database, which has become a global reference with more than 100,000 patient cases documented. SMAIO offers spine surgeons a comprehensive platform, i-Kontrol, incorporating planning, implantable devices and related services, enabling them to treat spinal pathologies in a safe, effective and lasting way. The open platform deployed by the Company in the United States, KEOPS-4ME, is designed to offer a personalized and data-driven approach for complex spine surgeries, enabling SMAIO to enter into commercial partnerships with major US surgical companies and to provide their surgeon customers with patient-specific implants. Based in Dallas (United States) and Lyon (France), SMAIO benefits from the skill and expertise of more than 40 highly specialized employees.

For further information, please visit: www.smaio.com

Listing market: Euronext Growth Paris
ISIN : FR0014005I80
Ticker: ALSMA

Disclaimer

This press release contains non-factual elements, including, but not limited to, certain statements regarding future results and other future events. These statements are based on the current vision and assumptions of the management of the Company. They incorporate known and unknown risks and uncertainties that could result in significant differences in results, profitability and expected events. In addition, SMAIO, its shareholders and affiliates, directors, officers, advisors and employees have not verified the accuracy of, and make no representations or warranties about, the statistical information or forecast information contained in this press release that originates from or is derived from third-party sources or industry publications. Such statistical data and forecast information are used in this press release for information purposes only.

APPENDIX

Scientific advisory board remuneration

The commitment of the members of the scientific advisory board involves several dozen hours of scientific work each year for the benefit of the Company, valued at hourly rates fully in line with current market practices in the United States.

In this context, and to preserve its financial resources, SMAIO has implemented an original method of remunerating the surgeons, to the extent that they will be remunerated mainly by the allocation of share subscription warrants to their benefit.

Summary of the terms and conditions of Warrants issue to Dr. Jeffrey M. Hills

Pursuant to the delegation of authority granted to the Board of Directors by the Combined General Meeting of June 17, 2025, under the terms of the 11th resolution, of an extraordinary character (issue of ordinary shares and/or any other securities giving immediate and/or deferred access by any means to the Company's capital, with cancellation of shareholders' preferential subscription rights in favor of a category of persons), the Board of Directors met on April 13, 2026, decided on the principle of issuing a total maximum number of 25,000 share subscription warrants (the "Warrants") to the benefit of Dr. Jeffrey M. Hills. The Board also decided to sub-delegate all powers to the Chief Executive Officer to proceed with the said issue, who, by decisions dated May 7, 2026, determined the terms and conditions of the Warrants.

The Warrants will be issued at an amount of €4.07 per unit to be paid up in full by cash payment or by offsetting against certain, liquid and payable debts held by Dr. Jeffrey M. Hills against SMAIO on the date of their subscription.

In addition, the Warrants will not be listed, will be issued in registered form and will be registered in the name of Dr. Jeffrey M. Hills in a pure registered account in the Company's share accounts.

In accordance with the delegation of authority granted by the Combined General Meeting on June 17, 2025, and the sub-delegation of powers made to the Chief Executive Officer by the Board of Directors at its meeting on April 13, 2026, the subscription price of the shares allocated upon exercise of the stock warrants will be at least equal to the volume-weighted average price of the last five (5) trading days sessions preceding the issuance decision.

Thus, according to decisions made by the Director General on May 7, 2026, each Warrant will entitle Dr. Jeffrey M. Hills to subscribe for one (1) ordinary share in the Company, subject to compliance by Dr. Jeffrey M. Hills with all the legal and regulatory conditions and those set out in the plan regulations relating to the Warrants, issued at a total unit price, including issue premium, of seven euros and seventy-eight cents (€7.78), representing a par value of 19 cents (€0.19) and seven euros and fifty-nine cents (€7.59) in underwriting premium.

The maximum number of shares that may be issued on exercise of the Warrants is therefore 25,000 ordinary shares, representing around 0.41% of the Company's current capital. These shares will be registered and subject to all legal and statutory provisions and will carry dividend rights as from the date of their creation, it being specified that the new shares will be assimilated to the existing ordinary shares. Details of the dilutive effects of this operation are presented below.

Additional US surgeons are expected to join SMAIO's scientific advisory board and should benefit from a remuneration scheme like that described above.

Impact of the issue on equity per share:

	Quote-part des capitaux propres par action (en €)
Prior to the Warrants issue	€1.54
After exercise of the 25,000 Warrants and issue of 25,000 corresponding new shares	€1.58

This impact has been calculated on the basis of the annual financial statements ended December 31, 2025, indicating an equity of €9,485,535 and a number of 6,160,358 shares making up the Company’s share capital at the time of the issue.

Impact of the issue on the situation of a shareholder:

	Shareholder interest (in %)
Prior to the issue of the warrants	1.00%
After exercise of the 25,000 Warrants and issue of 25,000 corresponding new shares	0.996%

This impact was calculated based on the participation of a shareholder holding 1% of the share capital prior to the issue and who did not subscribe to this issue.