Common Stock, $0.0001 par value per share

Palladyne AI Corp.

650 SOUTH 500 WEST, SALT LAKE CITY, UT, 84101

William Xavier Kerber III

3917 NE 104th ST Oklahoma City, OK. 73131

CEO Human Mode LLC 3917 NE 104th ST Oklahoma City, OK. 73131

During the past 5 years, Mr. Kerber has not been a party to any civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

United States

As of the date of this Schedule, Mr. Kerber beneficially owns an aggregate of 2,403,037 shares of Common Stock, or 8.98% of the Issuer's outstanding shares of Common Stock. The beneficial ownership percentages used in this Schedule are calculated based on the 26,769,694 shares outstanding as of June 30, 2024

As of the date of this Schedule, Mr. Kerber beneficially owns and has sole voting and sole dispositive power of 2,403,037 shares of the issuer's Common Stock.

On September 16, 2024 Mr. Kerber's purchases in the issuer's Common Stock represented an aggregate change in beneficial ownership of 1% or greater. This change in beneficial ownership is calculated based on a net change of 319,187 shares acquired by Mr. Kerber since his previous 13D filing dated March 05, 2024.