Item 2. Unregistered Sales of Equity Securities
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES
AND USE OF PROCEEDS
On
May 18, 2023, Siebert issued 8,075,607 shares of its common stock to Kakaopay as part of the First Tranche Stock Purchase Agreement with
Kakaopay. The common stock was issued pursuant to Section 4(a)(2) of the Securities Act of 1933,
as amended. Refer to Note 5 – Transaction with Kakao Pay for further detail.
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ITEM 6. EXHIBITS
Exhibit No.
Description of Document
10.28
First Tranche Stock Purchase Agreement*
10.29
Second Tranche Stock Purchase Agreement*
10.30
Foreign Broker-Dealer Fee Sharing Agreement*
10.31
Support and Restrictive Covenant Agreement*
10.32
Support and Restrictive Covenant Agreement*
10.33
Support and Restrictive Covenant Agreement*
10.34
Support and Restrictive Covenant Agreement*
10.35
Support and Restrictive Covenant Agreement*
10.36
Support and Restrictive Covenant Agreement*
10.37
Support and Restrictive Covenant Agreement*
10.38
Stockholder’ Agreement*
10.39
Registration Rights and Lock-Up Agreement*
10.40
Share Redemption Agreement, dated July 10, 2023, by and among Cynthia DiBartolo, Siebert Financial Corp, and Tigress Holdings, LLC*
31.1
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1#
Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS
Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
101.SCH
Inline XBRL Taxonomy Extension Schema Document.
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104
Cover Page Interactive Data File (embedded with Inline XBRL document).
* Previously Filed
# This certification is deemed not filed for purposes of Section 18
of the Securities Exchange Act of 1934, as amended (Exchange Act), or otherwise subject to the liability of that section, nor shall it
be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.
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SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto
duly authorized.
SIEBERT FINANCIAL CORP.
By:
/s/ Andrew H. Reich
Andrew H. Reich
Executive
Vice President, Chief Operating Officer,
Chief Financial Officer, and Secretary
(Principal executive, financial and accounting officer)
Dated: August 7, 2023
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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.