Unregistered Sales of Equity Securities and Use of Proceeds.
−Removed: March 20, 2024, the Company issued in a private placement common stock purchase warrants (the “Warrants”) to an unrelated
−Removed: third party to purchase up to an aggregate 260,000 shares of the Company’s common stock, in exchange for entering into a lock-up
−Removed: with respect to the shares of common stock held by such holder (the “Lock-Up Agreement”).
−Removed: Warrants are not exercisable until one year after their date of issuance.
−Removed: Each Warrant is exercisable into one share of the Company’s
−Removed: common stock at a price per share of $3.18 (as adjusted from time to time in accordance with the terms thereof) for a two-year period
−Removed: after the date of exercisability.
−Removed: There is no established public trading market for the Warrants.
−Removed: Notwithstanding the foregoing, the
−Removed: Warrants shall vest, and not be subject to forfeiture, with respect to 25% of such Warrants commencing on the 90th day after the date
−Removed: of the Lock-Up Agreement and 25% on each subsequent 90-day anniversary, in each case vesting only if the holder agrees to continue to
−Removed: have its shares of common stock remain locked up pursuant to the Lock-Up Agreement on such date.
April 22, 2024, the Company issued in a private placement common stock purchase warrants (the “April Warrants”) to third
parties, including certain directors, to purchase up to an aggregate of 907,725 shares of the Company’s common stock, in exchange
−Removed: for entering into a lock-up with respect to the shares of common stock held by such holder (the “Lock-Up Agreement”) and
+Added: for entering into a lock-up with respect to the shares of common stock held by such holder and
for such directors, $0.125 per warrant.
4 unchanged sentences
There is no established public trading market for the April Warrants.
−Removed: issuance of the Warrants and the April Warrants was made in reliance on the exemption from registration provided
−Removed: by Section 4(a)(2) of the Securities Act of 1933, as amended, and/or Regulation D promulgated thereunder.
+Added: June 24, 2024, in connection with a services agreement, entered into with an unrelated third party, to provide marketing services over a six month period, the Company
+Added: issued 96,154 shares of its common stock (the “Service Shares”), having an aggregate value of $150,000.
+Added: The issuance of
+Added: the Service Shares was made in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of
+Added: 1933, as amended, and/or Regulation D promulgated thereunder.
+Added: of the April Warrants and the Service Shares was made in reliance on the exemption from registration provided by Section 4(a)(2) of the
+Added: Securities Act of 1933, as amended, and/or Regulation D promulgated thereunder.
Defaults Upon Senior Securities.
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.