Item 5. Other Information
Item
5. Other Information.
During
the period covered by this Quarterly Report, none of the Company’s directors or executive officers has adopted or terminated a
Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (each as defined in Item 408 of Regulation S-K under the Securities
Exchange Act of 1934, as amended).
31
Item
6. Exhibits
The
following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.
No.
Description
of Exhibit
2.1
First
Amendment to the Merger Agreement, dated as of December 7, 2023, by and among the Company, DMAC Merger Sub Inc., Bright Vision Sponsor
LLC, Christopher Jones and TruGolf, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form
8-K filed on December 7, 2023)
4.1
Form
of Warrant (incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the SEC
on November 2, 2023)
10.1+
Loan
Agreement, dated as of November 2, 2023, by and between Deep Medicine Acquisition Corp. and Greentree Financial Group, Inc. (incorporated
herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on November 2, 2023)
10.2+
Loan
Agreement, dated as of November 2, 2023, by and between Deep Medicine Acquisition Corp. and Finuvia, LLC (incorporated herein by
reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on November 2, 2023)
10.3+
Form
of Registration Rights Agreement (incorporated herein by reference to Exhibit 10.3 to the Company’s Current Report on Form
8-K filed with the SEC on November 2, 2023)
10.4+
Form
of Convertible Note (incorporated herein by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed with
the SEC on November 2, 2023)
10.5+
Loan
Agreement, dated as of December 7, 2023, by and between Deep Medicine Acquisition Corp. and Li Holding, Inc. (incorporated herein
by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on December 7, 2023)
10.6+
Loan
Agreement, dated as of December 7, 2023, by and between Deep Medicine Acquisition Corp. and L&H, Inc. (incorporated herein by
reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on December 7, 2023)
10.7+
Loan
Agreement, dated as of December 7, 2023, by and between Deep Medicine Acquisition Corp. and JAK Opportunities VI, LLC. (incorporated
herein by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on December 7, 2023)
10.8+
Amended
and Restated Loan Agreement, dated as of December 7, 2023, by and between Deep Medicine Acquisition Corp. and Finuvia, LLC. (incorporated
herein by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed with the SEC on December 7, 2023)
31.1**
Certification
of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002
31.2**
Certification
of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002
32.1***
Certification
of Principal 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 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
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 Labels Linkbase Document
101.PRE**
Inline
XBRL Taxonomy Extension Presentation Linkbase Document
104**
Cover
Page Interactive Data File.
**
Filed
herewith.
***
Furnished
herewith.
+
The
exhibits and schedules to this Exhibit have been omitted in accordance with Item 601(b)(2)
of Regulation S-K. The Registrant agrees to furnish supplementally to the SEC a copy of all
omitted exhibits and schedules upon its request.
32
SIGNATURES
In
accordance with the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
TruGolf
Holdings, Inc.
f/k/a
Deep Medicine Acquisition Corp.
Date:
February 14, 2024
By:
/s/
Christopher Jones
Name:
Christopher
Jones
Title:
Chief
Executive Officer
(Principal
Executive Officer)
Date:
February 14, 2024
By:
/s/
Lindsay Jones
Name:
Lindsay
Jones
Title:
Chief
Financial Officer
(Principal
Financial and Accounting Officer)
33
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.