Item 2. Unregistered Sales of Equity Securities
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
On
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. 333-261616). 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
purposes.
Item 3.
Defaults Upon Senior Securities.
None.
Item 4.
Mine Safety Disclosures.
Not
Applicable.
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