Item 5. Other Information
Item
5. Other Information
Rule
10b5-1 Trading Plans
During
the quarter ended March 31, 2024, none of the Company’s directors or executive officers adopted ,
modified or terminated
any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the
affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act or any “non-Rule 10b5-1 trading arrangement” (as
defined in Item 408(c) of Regulation S-K).
23
Item
6. Exhibits
Exhibit
No.
Description
of Exhibit
2.1
Stock Purchase Agreement, dated February 6, 2023, by and among the Company and Mihran Berejikian, Nancy Berejikian, and Michael Lack (incorporated herein by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the SEC on February 7, 2023).
2.2
First Amendment to Stock Purchase Agreement, dated April 28, 2023, by and among SKYX Platforms Corp. and Mihran Berejikian, Nancy Berejikian, and Michael Lack (incorporated herein by reference to Exhibit 2.2 to the Company’s Current Report on Form 8-K filed with the SEC on May 1, 2023).
3.1
Articles
of Incorporation of the Company (incorporated herein by reference to Exhibit 3.1 to the Company’s Registration Statement on
Form S-1 (File No. 333-261829) filed with the SEC on December 22, 2021).
3.2
Articles
of Amendment to Articles of Incorporation, including the Certificate of Designation of Rights, Preferences and Privileges of Series
A Convertible Preferred Stock (effective August 12, 2016) (incorporated herein by reference to Exhibit 3.2 to the Company’s
Registration Statement on Form S-1 (File No. 333-261829) filed with the SEC on December 22, 2021).
3.3
Articles
of Amendment to Articles of Incorporation (effective February 7, 2022) (incorporated by reference to Exhibit 3.3 to the Company’s
Current Report on Form 8-K filed with the SEC on February 14, 2022).
3.4
Articles
of Amendment to Articles of Incorporation (effective June 14, 2022) (incorporated herein by reference to Exhibit 3.1 to the Company’s
Current Report on Form 8-K filed with the SEC on June 14, 2022).
3.5
Articles of Amendment to Articles of Incorporation (effective May 2, 2023) (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on May 5, 2023).
3.6
Second
Amended and Restated Bylaws of the Company (effective June 14, 2022) (incorporated by reference herein to Exhibit 3.2 to the Company’s
Current Report on Form 8-K filed with the SEC on June 14, 2022).
10.1*
Commission
Termination Agreement, dated March 29, 2024, by and between SKYX Platforms Corp. and John Campi (incorporated herein by reference
to Exhibit 10.57 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023).
10.2*
Commission
Termination Agreement, dated March 29, 2024, by and between SKYX Platforms Corp. and Patricia Barron (incorporated herein by reference
to Exhibit 10.58 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023).
10.3
Form
of Amendment No. 1 to Subordinated Convertible Balloon Promissory Note, dated March 29, 2024 (incorporated herein by reference to
Exhibit 10.59 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023).
10.4
Letter
Agreement to the Stock Purchase Agreement, as amended, dated March 29, 2024, by and among SKYX Platforms Corp., Mihran Berejikian,
Nancy Berejikian and Michael Lack, and form of Convertible Promissory Note (incorporated herein by reference to Exhibit 10.6 to the
Company’s Annual Report on Form 10-K for the year ended December 31, 2023).
10.5
Amendment
of Letter Agreement relating to Trademark License Agreement, dated April 11, 2024, among SKYX Platforms Corp., SQL Lighting &
Fans, LLC and GE Trademark Licensing, Inc. (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report
on Form 8-K filed with the SEC on April 17, 2024).
10.6
Convertible
Promissory Note, dated April 11, 2024, issued to GE Trademark Licensing, Inc. (incorporated herein by reference to Exhibit 4.1 to
the Company’s Current Report on Form 8-K filed with the SEC on April 17, 2024).
31.1
Certification by Co-Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).
31.2
Certification by Co-Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).
31.3
Certification by Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).
32.1
Certification by Co-Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).
32.2
Certification by Co-Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).
32.3
Certification by Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith).
101
The
following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, formatted
in iXBRL(Inline eXtensible Business Reporting Language): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations
and Comprehensive Loss, (iii) Consolidated Statements of Stockholders’ Equity, (iv) Consolidated Statements of Cash Flows,
and (v) Notes to Consolidated Financial Statements (filed herewith).
104
Cover
Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) (filed herewith).
*
Indicates management contract or any compensatory plan, contract or arrangement.
+
Certain of the exhibits and schedules to this exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). The Company
agrees to furnish a copy of all omitted exhibits and schedules to the SEC upon its request.
24
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.
SKYX
PLATFORMS CORP.
Date:
May
14, 2024
By:
/s/
John P. Campi
John
P. Campi, Co- Chief Executive Officer
(Principal
Executive Officer)
Date:
May
14, 2024
By:
/s/
Leonard J. Sokolow
Leonard
J. Sokolow, Co-Chief Executive Officer and Director
(Principal
Executive Officer)
Date:
May
14, 2024
By:
/s/
Marc-Andre Boisseau
Marc-Andre
Boisseau, Chief Financial Officer
(Principal
Financial and Accounting Officer)
25
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.