Anavex Life Sciences Corp.: Form 10-Q/A for the period ended Dec 31, 2025

Disclosure Controls and Procedures

As previously disclosed in a Current Report on Form 8-K, filed with the Securities and Exchange Commission (“SEC”) on May 6, 2026, on April 30, 2026, a special committee (the “Special Committee”) composed of independent directors of our Board of Directors (the “Board”) terminated the employment of our former Chief Executive Officer (“CEO”) for Cause (as defined in the Employment Agreement, dated as of June 27, 2013, between us and our former CEO, as amended and restated) effective immediately for, among other things, conduct that the Special Committee believed was inconsistent with Company policy.

As a result of the review by the Special Committee, management, in consultation with the Audit Committee of the Board, re-assessed the effectiveness of our disclosure controls and procedures and our internal control over financial reporting as of December 31, 2025. This re-evaluation of our disclosure controls and procedures and our internal control over financial reporting in this 10-Q/A considers the circumstances in effect at December 31, 2025, prior to the termination of our former CEO.

Quarterly Evaluation of Disclosure Controls and Procedures (Amended and Restated)

We maintain disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) that are designed to provide reasonable assurance that material information required to be disclosed in our periodic reports filed under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and to provide reasonable assurance that such information is accumulated and communicated to our Principal Executive Officer and our Principal Financial Officer, to allow timely decisions regarding required disclosure.

We carried out an evaluation, under the supervision and with the participation of our management, including our Principal Executive Officer and our Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of December 31, 2025. As previously disclosed in the Form 10-K/A for the fiscal year ended September 30, 2025, filed with the SEC on August 28, 2026 (the “2025 Form 10-K/A”), management identified a material weakness in our internal control over financial reporting. Because this material weakness had not been fully remediated as of December 31, 2025, management concluded that the Company’s disclosure controls and procedures were not effective as of that date.

Notwithstanding the material weakness described in the Form 10-K/A, management has concluded that the financial statements included in the Original Form 10-Q are fairly presented, in all material respects, in accordance with U.S. GAAP.

Changes in Internal Control over Financial Reporting

Other than as described above, during the quarter ended December 31, 2025, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. The material weakness described in the 2025 Form 10-K/A was identified subsequent to the end of the quarter, and therefore no remediation activities had been designed or implemented as of December 31, 2025. Following the identification of the material weakness, management began developing a remediation plan, as described in the 2025 Form 10-K/A.