AvePoint Inc

On* December 8, 2023,James Caci, Chief Financial Officer of the Company, entered into a Rule10b5*-1 trading arrangement (the “Caci10b5-1 Plan**”). The Caci10b5-1 Plan is intended to satisfy the affirmative defense of Rule10b5-1(c). The Caci10b5-1 Plan provides for the sale of up to 110,215 shares of the Company’s common stock from time to time between* March 20, 2024and December 8, 2025.Due to the pricing conditions set forth in the Caci10b5*-1 Plan, the number of shares actually sold under the plan* maybe less than the maximum number of shares that can be sold. The Caci10b5*-1 Plan will expire on* December 8, 2025,*or earlier if all shares under the plan are sold prior to that date.

Growth Equity Fund

The Company formed AvePoint Ventures, LLC (“APV”), a wholly owned subsidiary, for the sole purpose of investing inA3 Ventures Fund1, L.P., a Cayman Islands exempted limited partnership (the “A3V Fund”) formed and managed by Lumens Capital Partners, Ltd., a Singapore-based private fund adviser (collectively with its affiliates, “LCP”). On* February 28, 2024the Company entered into an agreement with APV andA3V* Fund. APV shall serve as the cornerstone investor for theA3V Fund, which will focus its investments in companies (a) in the growth equity phase (i.e., “Series B” equity offerings and onwards) as well as mature cashflow generating businesses with strong growth potential; and (b) located in established enterprise software markets that map to LCP’s and the Company’s professional expertise and geographical footprint – in particular, USA, England, France, Germany, Japan, South Korea, Singapore, and Australia.

TheA3V Fund will seek primarily controlling stakes in such portfolio companies, whether through equity, debt, or hybrid investments. LCP will manage theA3V Fund, and lead in the selection, monitoring and guidance of investments, seeking to enhance capital efficiency and business discipline through the scaling process until exit. APV shall assist LCP in managing the portfolio companies, using its professional expertise, as well as its software development and technology resources and platforms. In consideration for its participation in theA3V Fund as a cornerstone investor, APV will receive a portion of any performance allocations to be received by LCP in addition to any profits on its capital investments. APV will be entitled to appoint a representative to the limited partner advisory committee and will have certain consent rights with respect to fundamental matters regarding LCP and theA3V Fund. Other institutional investors and/or high net worth individuals will also be allowed to commit capital to theA3V Fund.

APV has committed US*$50* million to theA3V Fund, which will be called as needed for portfolio investments and to pay fees and expenses of theA3V Fund.

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PART II, PART III

Items 9C, 10, 11, 12, 13, 14