Changes in Control Form 8 K

As previously disclosed, Panbela Therapeutics, Inc. (the "Company") entered into a Note Purchase Agreement (the "Agreement"), dated October 22, 2024, with Nant Capital, LLC (the "Investor"). Pursuant to the Agreement, the Company (i) issued an interest-bearing Senior Convertible Promissory Tranche A Note (the "Tranche A Note"), dated October 22, 2024, for the principal sum of $2,850,000, and (ii) agreed to issue, on or before November 15, 2024, an interest-bearing Senior Convertible Promissory Tranche B Note (the "Tranche B Note," and, together with the Tranche A Note, the "Notes") for the principal sum of $9,150,000, in each case in exchange for a cash purchase price by the Investor to the Company equal to the same principal amounts. On November 15, 2024, the Company issued the Tranche B Note for the principal sum of $9,150,000 to the Investor on substantially similar terms as the Tranche A Note, which was previously disclosed on a Current Report on Form 8-K filed by the Company on October 28, 2024 (the "Prior 8-K"). The terms of the Agreement and the Notes described in the Prior 8-K are incorporated by reference in this Item 1.01.

As previously disclosed in the Prior 8-K, the proceeds from the sale of the Notes will be used for the Company's general corporate purposes and to repay certain existing indebtedness.

The foregoing description of the Tranche B Note does not purport to be complete and is qualified in its entirety by reference to the full text of the Tranche B Note, which is filed as Exhibit 10.1, and is incorporated herein by reference.