SECOND AMENDMENT TO SECURED PROMISSORY NOTE
THIS SECOND AMENDMENT TO SECURED PROMISSORY NOTE (this “Second Amendment”) is made and entered into effective as of March 27, 2026 by and between LM Funding America, Inc., a Delaware corporation (the “Company”), and Brown Family Enterprises, LLC, a Delaware limited liability company (“Holder”).
RECITALS
WHEREAS, Holder is the owner and holder of that certain Secured Promissory Note dated as of May 18, 2024 and executed by the Company in favor of Holder in the original principal amount of $1,500,00, as amended by the First Amendment to Secured Promissory Note dated March 2025 (as amended, the “Note”); and
WHEREAS, Holder has agreed to amend the Note as set forth herein and on the terms and conditions contained in this Second Amendment.
NOW, THEREFORE, BE IT RESOLVED, in consideration of premises, the mutual promises hereinafter contained and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and Holder, intending to be legally bound hereby, agree as follows:
AGREEMENT
1. Recitals. The foregoing recitals are hereby incorporated into this Second Amendment and expressly made a part hereof.
2. Amendment. The first paragraph of the Note is hereby replaced, in its entirety, with the following:
“FOR VALUE RECEIVED, LM Funding America, Inc., a Delaware corporation, (the “Company”), hereby promises to pay to the order of the undersigned holder (the “Holder”), the principal sum of US$1,500,000 (the “Principal Amount”), together with interest thereon from the date of issuance of this secured promissory note (the “Note”). Interest shall accrue in an amount equal to eleven percent (11%) per annum, simple interest (calculated on the basis of a 365-day year), on the outstanding principal balance of this Note until the Note is paid in full and be payable on the Maturity Date. All principal and accrued but unpaid interest under this Note shall become due and payable on June 30, 2026 (the “Maturity Date”).”
3. Ratification. Except as explicitly and specifically amended by this Second Amendment, all terms and conditions of the Note shall remain in full force and effect. This Second Amendment does not constitute repayment, cancellation or a novation of the Note.
4. Binding Agreement. The terms and conditions of this Second Amendment shall be binding upon the parties hereto and their respective successors and permitted assigns and shall inure to the benefit of and be enforceable by each of the parties hereto and their respective successors and permitted assigns.
5. Counterparts. This Second Amendment may be executed in counterparts, each of which when so executed and delivered shall deemed an original, but all such counterparts taken together shall constitute one and the same instrument. Counterparts may be delivered via facsimile, electronic mail (including pdf or any electronic signature complying with the U.S. federal ESIGN Act of 2000, e.g., www.docusign.com)