MAIA Biotechnology, Inc. 10-Q

Item 2 . Unregistered Sales of Equity Securities and Use of Proceeds. Recent sales of unregistered securities On March 8, 2023, we entered into an agreement with The Money Channel NYC Inc. (“Money Channel”) for media services, pursuant to which we issued 22,500 shares of common stock on March 8, 2023 and an additional 22,500 shares of common stock on June 8, 2023. We will issue Money Channel an additional 22,500 shares of common stock every ninety days after the execution date of the contract until termination of the agreement. The term of the agreement extends for 180 days from the date of execution, and renews automatically until we provide written notice prior to the end of the term. On April 3, 2023, the Company entered into an agreement with Acorn Management Partners, LLC for professional relations services, pursuant to which the Company issued 43,000 restricted shares of common stock on April 6, 2023 and has agreed to issue an additional $45,000 worth of restricted shares of common stock, with the number of shares of the Company to be determined by dividing the $45,000 by the closing price in six months and again nine months after the execution date of the contract unless the contract is terminated. On April 6, 2023, the Company entered into an agreement with Outside the Box Capital Inc. for media services, pursuant to which we agreed to issue $50,000 worth of restricted shares of common stock on April 11, 2023, the effective date of the agreement. Based on the closing price of common stock on April 11, 2023, 13,021 restricted shares of common stock were issued. The agreement for media services was cancelled on May 31, 2023. On April 16, 2023, the Company issued 18,000 restricted shares of common stock to FON Consulting, an assignee of FORCE Family Office, LLC, for investor services through July 16, 2023. No underwriters were involved in the foregoing issuance of securities. The securities described above were issued in reliance upon the exemption from the registration requirements of the Securities Act, as set forth in Section 4(a)(2) under the Securities Act relative to transactions by an issuer not involving any public offering, to the extent an exemption from such registration was required. The recipient of securities in the transaction described above represented that it was an accredited investor and was acquiring the securities for its own account for investment purposes only, and not with a view to, or for sale in connection with, any distribution thereof and that they could bear the risks of the investment and could hold the securities for an indefinite period of time and appropriate legends were affixed to the instruments representing such securities issued in such transactions 29 Use of Proceeds On August 1, 2022, we consummated the initial public offering of our common stock pursuant to which we issued and sold 2,000,000 shares of our common stock at a price to the public of $5.00 per share, for aggregate approximate net proceeds of $7,706,000, after deducting underwriting discounts and commissions and estimated offering expenses. On August 3, 2022, the Company sold an additional 300,000 shares of common stock at $5.00 per share when the underwriter exercised the overallotment option in full. In connection with the underwriter’s exercise of its overallotment, we received net proceeds of $1,387,500, after deducting underwriting discounts and commissions and estimated offering expenses. All of the shares of common stock issued and sold in our initial public offering were registered under the Securities Act pursuant to a registration statement on Form S-1 (File No. 333-266453), which was declared effective by the SEC on July 27, 2022. None of the expenses incurred by us were direct or indirect payments to any of (i) our directors or officers or their associates, (ii) persons owning 10% or more of our common stock, or (iii) our affiliates. There has been no material change in the planned use of proceeds from our initial public offering as described in our final prospectus filed with the SEC on July 29, 2022 pursuant to Rule 424(b)(4). ThinkEquity acted as sole book-running manager for the initial public offering. On April 27, 2023, the Company sold 2,555,500 shares of the Company’s common stock at a price of $2.25 per share in an underwritten public offering. ThinkEquity served as underwriter of the offering. The aggregate net proceeds of the offering were approximately $5.1 million, after deducting underwriting discounts and expenses. The shares of common stock were offered, issued and sold to the public pursuant to the Registration Statement on Form S-1, as amended from time to time (File No. 333-269606). Purchases of equity securities by the issuer and affiliated purchasers. None. Item 3 . Defaults Upon Senior Securities None Item 4 . Mine Safety Disclosures. Not applicable.