Item 2. Unregistered Sales of Equity Securities
ITEM
2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Sales
of Securities
There
were no sales of unregistered securities during the nine months ended June 30, 2024.
Common
Stock Issued for Services
During
the nine months ended June 30, 2024, we issued 437,643 shares of common stock in exchange for services rendered. Such shares had a
total fair value of $20 thousand.
Common
Stock Issued Under Equity Incentive Plan
During
the nine months ended June 30, 2024, we issued 4,411,949 shares of common stock in exchange for 6,537,045 vested RSUs. The number of RSUs sold by these employees to fund payroll taxes for the nine
months ended June 30, 2024, was 2,125,096.
Common
Stock Issued Under Tender Offer
On
December 26, 2023, we closed the November 2023 Warrant Exchange. The November 2023 Warrant Exchange had 43,538,501 2021
Investor warrants tendered (78.4% of the outstanding 2021 Investor Warrants), resulting in the issuance of 7,270,958 shares of common
stock and 17,415,437 New Warrants. The New Warrants include these terms:
●
Each
New Warrant can subscribe for and purchase one share of common stock from the Company at an exercise price of $0.18 per share on or
before December 29, 2028.
18
●
The
New Warrant can be exercised on a cash or cashless basis.
●
The
New Warrants will automatically convert if the common stock trades at a bid price equal to or greater than $0.36 per share for 30 consecutive trading days. New Warrant holders will be notified if the automatic conversion is triggered and will be
provided with 20 trading days to deliver a notice of exercise to the Company.
●
The
New Warrants will be adjusted for stock dividends and stock splits should such an event occur during the term of the New Warrant.
Purchases
of Equity Securities by the Issuer and Affiliated Purchasers
There
were no purchases of equity securities by the issuer or affiliated purchasers during the nine months ended June 30, 2024.
ITEM
3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM
4. MINE SAFETY DISCLOSURES
Not
applicable.
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