SHERMAN A HAAG → Tectonic Financial, Inc.

Item 4 is of the Original Schedule 13D, as amended by the First Amendment, is hereby amended and supplemented by adding the following: We are filing this Second Amendment to report that Withdrawn Reporting Persons have left the Former Group and to update the holdings of certain other Reporting Persons as a result of the Separation and Distribution (defined below) and certain equity grants. On January 5, 2026, the Issuer consummated the previously announced separation and distribution transactions in accordance with the Separation Agreement and Plan of Distribution (the "Separation Agreement"), dated as of December 19, 2025, by and among the Issuer, Tectonic Advisors, LLC, a Texas limited liability company and wholly-owned subsidiary of the Issuer ("Spinco"), and certain equity owners (the "TA Continuing Shareholders") of Cain Watters & Associates, LLC ("Cain Watters"), pursuant to which Spinco was separated from the Company and distributed to the TA Continuing Shareholders. Pursuant to the Separation Agreement, the Issuer separated the business, operations, assets, and liabilities of Spinco from the Issuer's organizational structure (the "Separation") and distributed 100% of the outstanding membership interests of Spinco to the TA Continuing Shareholders (the "Distribution"). In connection with the Distribution, the Issuer received (i) 1,529,880 shares of Common Stock, representing approximately 22.31% of the fully diluted issued and outstanding shares of Common Stock as of the date of Distribution, and (ii) a promissory note issued by Spinco and payable to the Issuer in the amount of $35 million. Immediately following the Distribution, Spinco refinanced and paid the promissory note in full and the Issuer received $35 million in cash proceeds. The foregoing description of the transactions contemplated by the Separation Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Separation Agreement, attached as Exhibit 2.1 to the Company's Current Report on Form 8-K filed on December 19, 2025, and incorporated by reference herein. The Issuer continues to qualify as a "controlled company" under applicable Nasdaq Marketplace Rules. Under such rules, Nasdaq-listed issuers that qualify as controlled companies may avail themselves of certain corporate governance exemptions involving board and committee independent director requirements. Except for the previously filed Amended and Restated Right of First Refusal, the Reporting Persons do not have any arrangement, relationship, understanding or agreement among them for the purpose of holding or disposing of any of such Common Stock. Other than in connection with the contracts, arrangements, understandings or relationships with respect to securities of the Issuer described in Item 6 below, there are no other plans or proposals that would result in the acquisition of additional securities or disposition of additional securities of the Issuer. Except as described above in this Item 4, the Reporting Persons do not have, as of the date hereof, any other plans or proposals that relate to or would result in any of the actions or events specified in clauses (a) through (j) of Item 4 of Schedule 13D. Each of the Reporting Persons reserves the right, however, to formulate such plans or proposals, and to take such action with respect to any or all of such matters and any other matters as they may determine in their sole discretion.