Nogin Investor Presentation Deck

Forward Looking-Statement Nogin has a history of operating losses, and it may not be able to generate sufficient revenue to achieve and sustain profitability. Nogin has experienced strong growth in recent periods, and its recent growth rates may not be indicative of its future growth. Nogin's projections rely in large part upon assumptions and analyses developed by us and if these assumptions and analyses prove to be incorrect, Nogin's actual operating results may be materially different from the forecasted results. Nogin's future revenue and operating results will be harmed if it is unable to acquire new customers, retain existing customers, expand sales to its existing customers, develop new functionality for its CaaS platform that achieves market acceptance, or the increase in e-commerce during the COVID-19 pandemic fails to continue after the pandemic ends. Nogin may not be able to successfully implement its growth strategy on a timely basis or at all. Failure to effectively develop and expand Nogin's marketing and sales capabilities could harm its ability to increase its customer base and achieve broader market acceptance of its CaaS platform. If Nogin is not able to generate traffic to its website through digital marketing, its ability to attract new customers may be impaired. Nogin's operating results are subject to seasonal fluctuations. Nogin's sales cycle with large enterprise customers can be long and unpredictable, and its sales efforts require considerable time and expense. If Nogin fails to maintain or grow its brand recognition, its ability to expand its customer base will be impaired and its financial condition may suffer. If Nogin fails to offer high quality support, its business and reputation could suffer. If Nogin fails to improve and enhance the functionality, performance, reliability, design, security and scalability of its CaaS platform and innovate and introduce new solutions in a manner that responds to its customers' evolving needs, its business may be adversely affected. Payment transactions on Nogin's CaaS platform subject it to regulatory requirements, additional fees, and other risks that could be costly and difficult to comply with or that could harm its business. Activities of customers, their shoppers, and Nogin's partners could damage Nogin's brand, subject it to liability and harm Nogin's business and financial results. Nogin is dependent upon customers' continued and unimpeded access to the internet, and upon their willingness to use the internet for commerce. The COVID-19 pandemic may continue to materially and adversely affect Nogin's business, financial condition and results of operations. Natural catastrophic events and man-made problems such as power disruptions, computer viruses, global pandemics, data security breaches and terrorism may disrupt Nogin's business. If Nogin is unable to implement and maintain effective internal control over financial reporting in the future, investors may lose confidence in the accuracy and completeness of its financial reports, and the market price of Nogin's.common. stock may decline. O O nogin If Nogin fails to manage its growth effectively, Nogin may be unable to execute its business plan, maintain high levels of service and customer satisfaction or adequately address competitive challenges. Nogin may acquire or invest in companies, which may divert its management's attention and result in additional dilution to Nogin stockholders. Nogin may be unable to integrate acquired businesses and technologies successfully or achieve the expected benefits of such acquisitions. Nogin faces intense competition, especially from well-established companies offering solutions and related applications. Nogin may lack sufficient financial or other resources to maintain or improve its competitive position, which may harm. its ability to add new customers, retain existing customers, and grow its business. с nogin.com 2

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