Item 2. Unregistered Sales of Equity Securities
ITEM
2 – UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
On
October 28, 2021, we issued 5,000 shares of our common stock at a deemed price of $2.00 per share to one individual pursuant to a consulting
agreement. We relied upon the exemption from registration under the Securities Act provided by Rule 506(b) or Section 4(a)(2) of the
United States Securities Act of 1933, as amended (the U.S. Securities Act) for the issuance of the shares to the individual
who is a U.S. person.
On
November 5, 2021, FingerMotion, Inc. we issued an aggregate of 236,000 shares of common stock at a price of $5.00 per share to two individuals
due to the closing of our private placement at $5.00 per share for gross proceeds of $1,180,000. We relied upon the exemption from registration
under the U.S. Securities Act provided by Rule 903 of Regulation S promulgated under the U.S. Securities Act for the issuance of the
shares to the two individuals who were non-U.S. persons as the securities were issued to the individuals through offshore transactions
which were negotiated and consummated outside the United States.
On
November 5, 2021, we issued an aggregate of 40,000 shares of common stock at a price of $5.00 per share to three individuals pursuant
to the conversion of outstanding indebtedness in the aggregate of $200,000 owing to such individuals. We relied upon the exemption from
registration under the U.S. Securities Act provided by Rule 903 of Regulation S promulgated under the U.S. Securities Act for the issuance
of the shares to the three individuals who were non-U.S. persons as the securities were issued to the individuals through offshore transactions
which were negotiated and consummated outside the United States.
On
December 28, 2021, we granted an aggregate of 4,545,500 stock options pursuant to our 2021 Stock Incentive Plan having an
exercise price of $8.00 per share and an expiry date of five years from the date of grant to 40 individuals who were directors, officers,
employees and consultants of the Company. We relied upon the exemption from registration under the U.S. Securities Act provided by Rule
903 of Regulation S promulgated under the U.S. Securities Act for the grant of stock options to the individuals who are non-U.S. persons,
and upon the exemption from registration under Section 4(a)(2) of the U.S. Securities Act for two individuals who are U.S. persons. The
stock options are all subject to vesting provisions of 20% on the date of grant and 20% on each of the first, second, third and fourth
anniversary of the date of grant.
ITEM
3 – DEFAULTS UPON SENIOR SECURITIES
None
ITEM
4 – MINE SAFETY DISCLOSURES
Not
applicable
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