OTHER INFORMATION.
−Removed: We have no information to disclose that was required
−Removed: to be disclosed in a Current Report on Form 8-K during the three months ended June 30, 2024 but was not reported, except as disclosed
−Removed: There have been no material changes to the procedures by which security holders may recommend nominees to our board of directors
−Removed: where those changes were implemented after the Company last provided disclosure of such procedures.
−Removed: Lease Renewal Agreement
−Removed: On June 9, 2024, the Company entered into a Renewal
−Removed: Service Agreement (the “June 2024 Renewal Service Agreement”), dated as of June 9, 2024, between the Company and Regus Management.
−Removed: Pursuant to the June 2024 Renewal Service Agreement, the Company leased an office located at 100 Crescent Court, 7 th Floor,
−Removed: Dallas, Texas 75201, for a total monthly payment of $1,981.
−Removed: The term of the lease is from October 1, 2024 to September 30, 2025.
−Removed: The June 2024 Renewal Service Agreement is filed
−Removed: as Exhibit 10.6 to this report, and the description above is qualified in its entirety by reference to the full text of such exhibit.
−Removed: of Incorporation of Asset Entities Inc.
−Removed: (incorporated by reference to Exhibit 3.1 to Registration Statement on Form S-1 filed on
−Removed: September 2, 2022)
−Removed: of Asset Entities Inc.
+Added: have no information to disclose that was required to be disclosed in a Current Report on Form 8-K during the three months ended September
+Added: 30, 2024 but was not reported, other than as disclosed below.
+Added: There have been no material changes to the procedures by which security
+Added: holders may recommend nominees to our board of directors where those changes were implemented after the Company last provided disclosure
+Added: of such procedures.
+Added: to the First July 2024 Boustead Warrant Assignment Agreement, all of the rights to the July 2024 Boustead Warrant were assigned by Boustead
+Added: Pursuant to the Second July 2024 Boustead Warrant Assignment Agreement, all of the rights to the July 2024 Boustead Warrant
+Added: were assigned by Sutter to the Warrant Assignee, a registered representative of Sutter.
+Added: Pursuant to the First July 2024 Boustead Warrant
+Added: Assignment Agreement and the Second July 2024 Boustead Warrant Assignment Agreement, the July 2024 Boustead Warrant was cancelled, and
+Added: the July 2024 Assignee Warrant was issued to the Warrant Assignee.
+Added: The terms of the July 2024 Assignee Warrant are identical to those
+Added: of the July 2024 Boustead Warrant.
+Added: July 2024 Assignee Warrant is filed as Exhibit 4.1 to this Quarterly Report on Form 10-Q, and the description above is qualified in its
+Added: entirety by reference to the full text of such exhibit.
+Added: The First July 2024 Boustead Warrant Assignment Agreement and the Second July
+Added: 2024 Boustead Warrant Assignment Agreement are filed as Exhibit 10.4 and Exhibit 10.5 to this Quarterly Report on Form 10-Q, respectively,
+Added: and the description above is qualified in its entirety by reference to the full text of such exhibits.
+Added: Articles of Incorporation of Asset Entities Inc.
(incorporated by reference to Exhibit 3.1 to Registration Statement on Form S-1 filed on September 2, 2022)
−Removed: of Designation of Series A Convertible Preferred Stock of Asset Entities Inc.
−Removed: filed with the Secretary of State of the State of Nevada
−Removed: on May 24, 2024 (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed on May 24, 2024)
−Removed: of Amendment to Designation of Series A Convertible Preferred Stock of Asset Entities Inc.
−Removed: filed with the Secretary of State of the
−Removed: State of Nevada on June 14, 2024 (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed on June 13, 2024)
−Removed: of Change of Asset Entities Inc.
−Removed: filed with the Secretary of State of the State of Nevada on June 27, 2024 (incorporated by reference
−Removed: to Exhibit 3.1 to Current Report on Form 8-K filed on June 27, 2024)
−Removed: Stock Purchase Warrant issued to Michael R.
−Removed: Jacks, dated as of July 29, 2024 (incorporated by reference to Exhibit 4.8 to Registration
−Removed: Statement on Form S-1 filed on August 9, 2024)
−Removed: Warrant To Purchase Class B Common Stock issued to Boustead Securities, LLC, dated as of May 24, 2024 (incorporated by reference to Exhibit 4.1 to Current Report on Form 8-K filed on May 28, 2024)
−Removed: Director Agreement between Asset Entities Inc.
−Removed: and David Reynolds, dated as of May 16, 2024 (incorporated by reference to Exhibit
−Removed: 10.1 to Current Report on Form 8-K filed on May 13, 2024)
−Removed: of Indemnification Agreement between Asset Entities Inc.
−Removed: and each officer or director (incorporated by reference to Exhibit 10.2
−Removed: to Current Report on Form 8-K filed on May 13, 2024)
−Removed: of Securities Purchase Agreement, dated as of May 24, 2024 (incorporated
−Removed: by reference to Exhibit 10.1 to Current Report on Form 8-K filed on May 24, 2024)
−Removed: of Registration Rights Agreement, dated as of May 24, 2024 (incorporated by reference to Exhibit 10.2 to Current Report on Form 8-K
−Removed: filed on May 24, 2024)
−Removed: of First Amendment to Securities Purchase Agreement, dated as of June 13, 2024 (incorporated
−Removed: by reference to Exhibit 10.1 to Current Report on Form 8-K filed on June 13, 2024)
−Removed: Service Agreement, dated as of June 9, 2024, between Asset Entities, LLC and Regus Management Group, LLC (incorporated by reference
−Removed: to Exhibit 10.17 to Registration Statement on Form S-1 filed on August 9, 2024)
−Removed: Service Agreement, dated as of November 9, 2023, between Asset Entities, LLC and Regus Management Group, LLC (incorporated by reference
−Removed: to Exhibit 10.18 to Registration Statement on Form S-1 filed on August 9, 2024)
−Removed: Service Agreement, dated as of October 10, 2023, between Asset Entities, LLC and Regus Management Group, LLC (incorporated by reference
−Removed: to Exhibit 10.19 to Registration Statement on Form S-1 filed on August 9, 2024)
−Removed: Certifications of Principal Executive
−Removed: Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
−Removed: Certifications of Principal Financial
−Removed: and Accounting Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
−Removed: Certifications of Principal Executive
−Removed: Officer furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: Certifications of Principal Financial
−Removed: and Accounting Officer furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: Inline XBRL Instance Document
−Removed: Inline XBRL Taxonomy Extension Schema Document
−Removed: Inline XBRL Taxonomy Extension Calculation Linkbase Document
−Removed: Inline XBRL Taxonomy Extension Definition Linkbase Document
−Removed: Inline XBRL Taxonomy Extension Label Linkbase Document
−Removed: Inline XBRL Taxonomy Extension Presentation Linkbase Document
−Removed: Cover Page Interactive Data File (formatted as Inline XBRL and contained
−Removed: in Exhibit 101)
−Removed: * Filed herewith
−Removed: ** Furnished herewith
−Removed: Pursuant to the requirements
−Removed: of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto
−Removed: duly authorized.
−Removed: August 14, 2024
−Removed: ASSET ENTITIES INC.
−Removed: /s/ Arshia Sarkhani
+Added: Bylaws of Asset Entities Inc.
+Added: (incorporated by reference to Exhibit 3.2 to Registration Statement on Form S-1 filed on September 2, 2022)
+Added: Certificate of Designation of Series A Convertible Preferred Stock of Asset Entities Inc.
+Added: filed with the Secretary of State of the State of Nevada on May 24, 2024 (incorporated by reference to Exhibit 3.3 to Registration Statement on Form S-1 filed on June 7, 2024)
+Added: Certificate of Amendment to Designation of Series A Convertible Preferred Stock of Asset Entities Inc.
+Added: filed with the Secretary of State of the State of Nevada on June 14, 2024 (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed on June 20, 2024)
+Added: Certificate of Change of Asset Entities Inc.
+Added: filed with the Secretary of State of the State of Nevada on June 27, 2024 (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed on June 27, 2024)
+Added: Certificate of Amendment to Designation of Series A Convertible Preferred Stock of Asset Entities Inc.
+Added: filed with the Secretary of State of the State of Nevada at 9:58 AM Pacific Daylight Time on September 4, 2024 (incorporated by reference to Exhibit 3.6 to Registration Statement on Form S-1 filed on October 31, 2024)
+Added: Certificate of Amendment to Designation of Series A Convertible Preferred Stock of Asset Entities Inc.
+Added: filed with the Secretary of State of the State of Nevada at 11:38 AM Pacific Daylight Time on September 4, 2024 (incorporated by reference to Exhibit 3.7 to Registration Statement on Form S-1 filed on October 31, 2024)
+Added: Warrant to Purchase Class B Common Stock issued to Michael R.
+Added: Jacks, dated as of July 29, 2024 (incorporated by reference to Exhibit 4.8 to Registration Statement on Form S-1 filed on August 9, 2024)
+Added: Sales Agreement, dated as of September 27, 2024, between Asset Entities Inc.
+Added: and A.G.P./Alliance Global Partners (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed on September 30, 2024)
+Added: Waiver and Consent, dated as of September 20, 2024, between Asset Entities Inc.
+Added: and Ionic Ventures, LLC (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed on September 23, 2024)
+Added: Limited Waiver and Consent, dated as of September 26, 2024, between Asset Entities Inc.
+Added: and Boustead Securities, LLC (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed on September 27, 2024)
+Added: Assignment and Assumption Agreement, dated as of July 30, 2024, among Boustead Securities, LLC, Sutter Securities, Inc., and Asset Entities Inc.
+Added: (incorporated by reference to Exhibit 10.34 to Registration Statement on Form S-1 filed on August 9, 2024)
+Added: Assignment and Assumption Agreement, dated as of July 30, 2024, among Sutter Securities, Inc., Michael R.
+Added: Jacks, Boustead Securities, LLC, and Asset Entities Inc.
+Added: (incorporated by reference to Exhibit 10.35 to Registration Statement on Form S-1 filed on August 9, 2024)
+Added: Certifications
+Added: of Principal Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
+Added: Certifications
+Added: of Principal Financial and Accounting Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
+Added: Certifications
+Added: of Principal Executive Officer furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
+Added: Certifications
+Added: of Principal Financial and Accounting Officer furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
+Added: XBRL Instance Document
+Added: XBRL Taxonomy Extension Schema Document
+Added: XBRL Taxonomy Extension Calculation Linkbase Document
+Added: XBRL Taxonomy Extension Definition Linkbase Document
+Added: XBRL Taxonomy Extension Label Linkbase Document
+Added: XBRL Taxonomy Extension Presentation Linkbase Document
+Added: Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
+Added: to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
+Added: the undersigned thereunto duly authorized.
+Added: November 14, 2024
+Added: ENTITIES INC.
Arshia Sarkhani
−Removed: Chief Executive Officer and President
−Removed: (Principal Executive Officer)
−Removed: /s/ Matthew Krueger
+Added: Executive Officer and President
+Added: Executive Officer)
Matthew Krueger
−Removed: Chief Financial Officer
+Added: Financial Officer
(Principal Accounting and Financial Officer)
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.