1 unchanged sentence
following disclosures set forth certain information with respect to all securities sold by the Company during the three months ended
−Removed: September 30, 2023 without registration under the Securities Act:
−Removed: July 10, 2023, July 14, 2023, August 7, 2023 and August 29, 2023, the Company issued 12,500, 25,000, 75,000 and 25,000 shares, respectively,
−Removed: of common stock for services, including vested restricted stock units, to employees and consultants.
−Removed: July 10, 2023, the Company issued 100,000 shares of common stock related to the settlement of the Harborside
−Removed: Advisors LLC v.
−Removed: 21-cv-10593, and the Specialty Medical Drugstore, LLC D/B/A GoGoMeds v.
−Removed: 21-cv-10599, matters.
−Removed: The shares issued were valued based on the closing price of the Company’s stock, or $5.32, on the
−Removed: date of settlement, July 10, 2023.
−Removed: February 4, 2023, the Company entered into the First Amendment to the Stock Purchase Agreement (the “First Amendment”) between
−Removed: the Company and the sellers of Cleared.
−Removed: The First Amendment was amended to, among other things change the timing of the payment of the
−Removed: purchase price to $460 thousand paid at closing (which has already been paid by the Company), with the remaining amount to be paid in
−Removed: five quarterly installments beginning on or before February 6, 2023 and ending January 15, 2024.
−Removed: On July 17, 2023, the Company issued
−Removed: 158,129 shares of common stock related to the third of five quarterly installment payments due to the sellers of Cleared under the First
−Removed: July 10, 2023 and August 14, 2023, PA001 Holdings, the holder of the Company’s Series B Preferred Stock elected to convert 2,275
−Removed: and 1,225 shares, respectively, of the Company’s Series B Preferred Stock at a price of $3.25 per share of Series B Preferred Stock,
−Removed: pursuant to the terms of the Securities Purchase Agreement dated August 28, 2020.
−Removed: The conversion was calculated based on the original
−Removed: issuance price of the Series B Preferred Stock plus all accrued dividends to date.
−Removed: The conversion resulted in 1,010,170 and 550,694 shares
−Removed: of the Company’s common stock issued to PA001 Holdings on July 12, 2023 and August 15, 2023, respectively.
−Removed: The Company issued the
−Removed: shares of common stock pursuant to the exemption from registration provided by Section 4(a)(2)
−Removed: of the Securities Act because of the limited number of purchasers, size of the offering, manner of the offering and number of
−Removed: securities offered.
−Removed: In addition, PA001 Holdings had the necessary investment intent as required by Section 4(a)(2) of the Securities
−Removed: Act since PA001 Holdings agreed to, and received, the securities bearing a legend stating that such securities are restricted pursuant
−Removed: to Rule 144 of the Securities Act.
−Removed: This restriction ensures that these securities would not be immediately redistributed into the market
−Removed: and therefore not be part of a “public offering.”
−Removed: September 28, 2023, the Company issued an aggregate of 57,901 shares of common stock related to the cashless exercise of options held
−Removed: by Kevin Veal, an employee of the Company, at an exercise price of $1.50 per share.
+Added: March 31, 2024 without registration under the Securities Act:
+Added: January 5, 2024, January 10, 2024, January 24, 2024, January 26, 2024, and March 26, 2024, the Company issued 150,000, 312,500, 65,000,
+Added: 150,000 and 206,250 shares, respectively, of common stock, including vested restricted stock, for services to employees and consultants.
+Added: February 4, 2023, the Company entered into the Cleared First Amendment between the Company and the sellers of Cleared.
+Added: The Cleared First
+Added: Amendment was amended to, among other things change the timing of the payment of the purchase price to $460 thousand paid at closing
+Added: (which has already been paid by the Company), with the remaining amount to be paid in five quarterly installments beginning on or before
+Added: February 6, 2023 and ending January 15, 2024.
+Added: On January 16, 2024, the Company issued 95,821 shares of common stock related to the final
+Added: quarterly installment payment due to the sellers of Cleared under the Cleared First Amendment.
+Added: March 21, 2024 and March 25, 2024, the Company issued 793,483 and 474,993 shares, respectively, of common stock related to the cashless
+Added: exercise of warrants.
+Added: March 22, 2024, the Company issued 64,113 shares of common stock related to the cashless exercise of options.
+Added: March 22, 2024, the Company issued 1,250 shares of common stock related to the exercise of options held by a former employee.
above transactions did not involve any underwriters, underwriting discounts or commissions, or any public offering.
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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.