What changed in this filing

/stocks — the workspaceLOADING

Item 2. Unregistered Sales of Equity Securities

2023-08-11 compared with 2023-05-12 · 26 added, 30 removed, 3 unchanged (95% of the section changed)

Unregistered Sales of Equity Securities and Use of Proceeds

On August 17, 2022, we

consummated our initial public offering of 980,000 units at a price to the public of $7.50 per unit, each unit consisting of one share

of the Company’s common stock, par value $0.00001 per share (the “Common Stock”) and two warrants (the “Warrants”),

with each Warrant exercisable to acquire one share of common stock, pursuant to that certain underwriting agreement, dated as of August

14, 2022 (the “Underwriting Agreement”), between the Company and Maxim Group LLC, as representative (the “Representative”)

of the several underwriters named in the Underwriting Agreement for aggregate gross proceeds of approximately $7,350,000.

pursuant to the Underwriting Agreement, the Company granted the Representative a 45-day option to purchase up to 147,000 additional shares

of Common Stock, and/or up to 294,000 additional Warrants, to cover over-allotments in connection with the offering, which the Representative

partially exercised to purchase 294,000 Warrants.

The securities sold in

the offering were registered under the Securities Act on a registration statement on Form S-1 (No.

The SEC declared the registration

statement effective on August 12, 2022.

Of the gross proceeds

received from the initial public offering, we received approximately $6.1 million, and we paid a total of approximately $588,000 in underwriting

discounts and commissions and $600,000 for other costs and expenses related to the initial public offering.

17, 2023, the Company entered into a warrant exercise inducement letter agreement (“Inducement Letter”) with certain accredited

investors that were existing holders of warrants to purchase an aggregate of 150,000 shares of the Company’s common stock for cash,

wherein the investors agreed to exercise all of their existing warrants at an exercise price of $3.75 per share.

The gross proceeds to

the Company from this transaction, before deducting estimated expenses and fees, was $562,000.

In consideration for the immediate exercise

of the existing warrants for cash, the exercising holders received new warrants to purchase up to an aggregate of 300,000 shares of common

stock (the “New Warrants”) in a private placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended.

New Warrants are immediately exercisable upon issuance at an exercise price of $3.75 per common share and will expire on April 19, 2028.

Th New Warrants and the shares of common stock issuable upon their exercise, have not been registered under the Securities Act of 1933,

and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration

requirements.

The New Warrants were offered only to accredited investors.

April 12, 2023, in connection with an individual’s cashless exercise of 300,000 stock options, 85,638 shares of common stock

were exchanged from that individual in connection with the exercise cost.

The 85,638 shares of stock were considered repurchased and

retired by the Company during the three months ended June 30, 2023;

the price paid for the shares was $4.40, and the fair value

of the shares repurchased was $376,800.

On August 17, 2022, we consummated our initial

public offering of 980,000 units at a price to the public of $7.50 per unit, each unit consisting of one share of the Company’s

common stock, par value $0.00001 per share (the “Common Stock”) and two warrants (the “Warrants”), with each Warrant

exercisable to acquire one share of common stock, pursuant to that certain underwriting agreement, dated as of August 14, 2022 (the “Underwriting

Agreement”), between the Company and Maxim Group LLC, as representative (the “Representative”) of the several underwriters

named in the Underwriting Agreement for aggregate gross proceeds of approximately $7,350,000.

In addition, pursuant to the Underwriting

Agreement, the Company granted the Representative a 45-day option to purchase up to 147,000 additional shares of Common Stock, and/or

up to 294,000 additional Warrants, to cover over-allotments in connection with the offering, which the Representative partially exercised

to purchase 294,000 Warrants.

The securities sold in the offering were registered

under the Securities Act on a registration statement on Form S-1 (No.

The SEC declared the registration statement effective

on August 12, 2022.

Of the gross proceeds received from the initial

public offering, we received approximately $6.1 million, and we paid a total of approximately $588,000 in underwriting discounts and commissions

and $600,000 for other costs and expenses related to the initial public offering.

The proceeds from this offering were primarily used

for (i) sales and marketing, (ii) expanding our inventory, (iii) updating our in-store displays, (iv) development of new smart eyewear

styles and sizes, as well as further development and commercialization of the Vyrb app, and (v) working capital and general corporate

Defaults Upon Senior Securities.

Mine Safety Disclosures.

Not Applicable.

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.

What changed 10-Q

Item 2. Unregistered Sales of Equity Securities