#1 The 1,250 shares represent shares of Restricted Stock granted pursuant to the P&F Industries, Inc. 2012 Stock Incentive Plan for service as a non-employee director. All 1,250 shares vest on May 21, 2020.

#1 The 1,250 shares represent shares of Restricted Stock granted pursuant to the P&F Industries, Inc. 2021 Stock Incentive Plan for service as a non-employee director. All 1,250 shares vest on May 24, 2023.

#1 The 1,250 shares represent shares of Restricted Stock granted pursuant to the P&F Industries, Inc. 2012 Stock Incentive Plan for service as a non-employee director. All 1,250 shares vest on May 22, 2019.

#1 Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") between the Issuer, Tools AcquisitionCo, LLC ("Parent") and Tools MergerSub, Inc., a wholly owned subsidiary of Parent ("Acquisition Sub"), dated October 13, 2023, each issued and outstanding share (a "Share") of Class A Common Stock of the Issuer was converted into the right to receive $13.00 per Share in cash (subject to any applicable withholding or other taxes or other amounts required by law to be withheld). On December 20, 2023, the transactions contemplated by the Merger Agreement were consummated, including the merger of Acquisition Sub with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation following the Merger as a wholly owned subsidiary of Parent.

#2 Prior to the Merger, the Reporting Person served on the Board of Directors of the Issuer (the "Board") and resigned from the Board upon the effective time of the Merger.