Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
On April 16, 2024, pursuant to the terms of the SPA,
GHS purchased 20 shares of Series B Convertible Preferred Stock for gross proceeds of $17,600.
This sale was exempt under
Rule 506(b) under Regulation D. GHS is an “accredited investor” as defined in Rule 501 under the Securities Act of 1933, as
amended. The Company did not engage in any general solicitation or advertising in connection with the issuance of the Preferred Stock.
Selling commissions in the amount of $440 were paid to J.H. Darbie & Co.
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