UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
−Removed: In June 2024, we issued 5,904 shares of preferred stock to 124 employees for services rendered.
+Added: During the quarter, we issued 1,043 shares of preferred stock to 20 employees for a total consideration of $23,753.
The issuance of the preferred stock to 12 of the employees was exempt from registration under Regulation S promulgated under the Securities Act of 1933 as amended (the “Securities Act”), because the shares were issued outside of the United States to non-US persons (as defined in Regulation S).
−Removed: The issuance to 62 employees who are US persons was exempt under Section 4(a)(2) of the Securities Act.
+Added: The issuance to eight employees who are US persons was exempt under Section 4(a)(2) of the Securities Act.
The US persons are knowledgeable, sophisticated and experienced in making investment decisions of this kind and received adequate information about us or had adequate access, including through their business relationship with us, to information about us.
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.