Item 5. Other Information
Item 5.
Other Information
None.
36
Item 6.
Exhibits
Exhibits and Financial Statement Schedules.
(a) Exhibits.
Exhibit Number
Description of Document
1.1**
Underwriting Agreement dated as of September 15, 2022 between the Registrant and maxim Group LLC
3.1*
Certificate of Incorporation, as amended and as currently in effect.
3.2*
Amended and Restated Bylaws.
4.1*
Form of Specimen stock certificate evidencing shares of common stock.
4.2***
Warrant Agreement between the Company and Continental Stock Transfer and Trust company as warrant agent dated as of September 16, 2022
4.3*
Form of Warrant Certificate (filed as part of Exhibit 4.2)
5.1*
Opinion of Warshaw Burstein, LLP as to legality of the shares.
10.1*****
Joint Venture Agreement between the Company and Wider Come Limited dated as of May 31, 2023.
10.2 *****
Employment Agreement between the Company and Mark White dated as of July 1, 2023.
10.3 *****
Services
Agreement between the Company and David Owens, M.D. dated as of July 1, 2023 .
10.4*
Quality Assurance Agreement between the Company and Apical Instruments dated December 31, 2020.
10.5*
Advisor Agreement with Leonard Osser dated as of December 22,2021.
10.6*
Advisor Agreement with Tucker Anderson dated as of December 24, 2021.
10.7*
Advisor Agreement with Gian Domenico Trombetta dated December 24, 2021.
10.8*
Employment Agreement between the Company and Marilyn Elson dated as of January 11, 2022
10.9*
Amendment and Deferral Agreement dated as of March 30, 2022 to Consulting Agreement between the Company and US Asian Consulting Group LLC
10.11*****
Employment Agreement between the Company and Michael Nketiah dated as of July 1, 2023.
10.12*
Form of Lock-Up Agreement.
10.13*
Consulting Agreement dated as of May 9, 2018 as amended between the Company and US Asian Consulting Group, LLC, as amended on January 2, 2019 and March 4, 2021
10.14****
Amended and Restated Promissory Note in favor of Mark White dated as of January 1, 2023.
10.15*
Distribution Authorization Agreement dated as of May 1, 2019 with Wider Come Limited.
23.1**
Consent of Friedman LLP, independent registered public accounting firm.
23.2*
Consent of Warshaw Burstein, LLP (included in Exhibit 5.1).
31.1*****
Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
31.2*****
Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended
32.1*****
Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*****
Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
99.1*
Code of Ethics
99.2*
Audit Committee Charter
99.3*
Compensation Committee Charter
99.4*
Nominating and Corporate Governance Committee Charter
*
Previously filed as an exhibit to Form S-1 as declared effective by the SEC on September 15, 2022 (SEC File Number 333-261989).
**
Previously filed as an exhibit to Form 8-K as filed with the SEC on September 20, 2022
***
Previously filed as an exhibit to Form 8-K/A as filed with the SEC on September 20, 2022.
****
Previously filed as an exhibit to Form 10-Q as
filed with the SEC on May 10, 2023.
***** Filed as an exhibit to this Form 10-Q.
37
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 10-Q to be signed on its behalf by the undersigned thereunto duly authorized on the 10 th day of August, 2023.
NEXALIN TECHNOLOGY, INC.
By:
/s/ Mark White
Mark White
Chief Executive Officer
Principal Executive Officer
By:
/s/ Marilyn Elson
Marilyn Elson
Chief Financial Officer
Principal Accounting Officer
38
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.