AGREEMENT This Agreement (this "Agreement") is entered into as of

This Agreement (this "Agreement") is entered into as of

June 12, 2026 (the "Effective Date"), by and between Clearmind Medicine Inc., a British Columbia corporation (the "Company"),

and the accredited investors party hereto (each, a "Buyer").

WHEREAS, on April 30, 2026, the Company

entered into that certain Amendment to Securities Purchase Agreement with the Buyers (as amended, the "SPA"), pursuant to

which the Company shall issue and sell, from time to time, convertible promissory notes (each, an "Additional Note"), in the

aggregate principal amount of up to $10,000,000 to the Buyers;

WHEREAS, Section 1(c) of the SPA provides

that the Company may request, at its sole discretion, that the Buyers will purchase Additional Notes in the aggregate principal amount

of $2,500,000 per fiscal quarter (the "Quarterly Limit");

WHEREAS, the Company and the Buyers wish

to exceed the Quarterly Limit on a one time basis, such that Buyers shall purchase Additional Notes in the aggregate principal amount

of $1,000,000 on the date hereof; and

WHEREAS, the Company and the Buyers wish

to amend the Conversion Price formula set forth in the Additional Notes and agree on an amended floor price.

NOW, THEREFORE, in consideration of the

mutual covenants and agreements herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby

acknowledged, the Company and the Buyers agree as follows

1. Definitions. Capitalized

terms used but not otherwise defined herein shall have the meanings ascribed to them in the SPA.

2. Additional Purchase.

Notwithstanding anything to the contrary in the SPA, on the date hereof the Company shall issue and sell to the Buyers, and the Buyers

shall purchase from the Company, Additional Notes in an aggregate principal amount of $1,000,000 (the "Additional Purchase"),

for an aggregate purchase price payable in cash equal to 90% of the principal amount, or $900,000.

3. Allocation; Pro Rata

Portions. Each Buyer's pro rata portion of (i) the aggregate principal amount of the Additional Notes and (ii) the aggregate

purchase price for the Additional Purchase is set forth on Annex A attached hereto.

4. Funding Instructions.

Each Buyer shall remit its respective purchase price amount set forth on Annex A, in immediately available funds, by wire transfer to

an account to be provided by the Company to each Buyer.

definition of "Floor Price" in the Additional Note attached as Exhibit A to the SPA shall be amended to mean $1.875 per Common

6. No Waiver of SPA Rights.

Except as expressly set forth herein: (a) all terms and conditions of the SPA remain in full force and effect; (b) the Additional Purchase

remains subject to Section 1(c) of the SPA; and (c) nothing herein shall be deemed to waive, limit, or modify any rights or remedies of

any party under the SPA or any Additional Note.

7. Governing Law. This

Agreement, and the rights and obligations of the parties hereunder, shall be governed by, and construed in accordance with, Section 8(a)

of the SPA, which provision is hereby incorporated by reference mutatis mutandis as if fully set forth herein.

8. Counterparts. This

Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and

9. Further Assurances.

Each party agrees to execute such further documents and take such further actions as may be reasonably necessary to effectuate the purposes

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IN WITNESS WHEREOF, the parties have executed

this Agreement as of the date first written above.

Allocation of Additional Notes and Purchase Price