Estrella Immunopharma, Inc. 10-K

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our Units began to trade on the Nasdaq Capital Market, or Nasdaq, under the symbol “UPTDU” on July 15, 2021. The Common Stock and Warrants comprising the Units began separate trading on Nasdaq on September 7, 2021, under the symbols “UPTD” and “UPTDW”, respectively. Holders of Record At March 29, 2022, there were 6 holders of record of our Common Stock, 1 holder of record of our Units, and 1 holder of record of our separately traded Warrants. The number of record holders was determined from the records of our transfer agent. Dividends We have not paid any cash dividends on our shares of Common Stock to date and do not intend to pay cash dividends prior to the completion of an initial business combination. The payment of cash dividends in the future will be dependent upon our revenues and earnings, if any, capital requirements and general financial condition subsequent to completion of a business combination. The payment of any dividends subsequent to a business combination will be within the discretion of our board of directors at such time. It is the present intention of our board of directors to retain all earnings, if any, for use in our business operations and, accordingly, our board of directors does not anticipate declaring any dividends in the foreseeable future. In addition, our board of directors is not currently contemplating and does not anticipate declaring any share dividends in the foreseeable future. Further, if we incur any indebtedness, our ability to declare dividends may be limited by restrictive covenants we may agree to in connection therewith. Securities Authorized for Issuance Under Equity Compensation Plans None. Recent Sales of Unregistered Securities Simultaneously with the closing of the IPO on July 19, 2021, we completed the Private Placement of 295,000 Private Shares including 505,500 shares to the Company’s founders, the Sponsor and Tradeup INC., among which, the Sponsor purchased 236,000 Private Shares and Tradeup INC. purchased 59,000 Private Shares at a purchase price of $10.00 per Private Share, generating gross proceeds to the Company of $2,950,000. Simultaneously with the issuance and sale of the Option Units on July 19, 2021, the Company completed the Private Placement sale of 17,200 Additional Private Shares, among which, the Sponsor purchased 13,760 Additional Private Shares and Tradeup INC. purchased 3,440 Additional Private Shares, generating total proceeds of $172,000. Purchases of Equity Securities by the Issuer and Affiliated Purchasers None. ​ ITEM 6. SELECTED FINANCIAL DATA As a smaller reporting company, we are not required to make disclosures under this Item. ​