Item 5. Other Information
Item 5.
Other Information
During the quarter ended September 30, 2024,
no director or officer adopted or terminated any Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement, as each term
is defined in Item 408(a) of Regulation S-K.
36
Item 6.
Exhibits
The exhibits required
by Item 601 of Regulation S-K and Item 15(b) of this Report are listed in the Exhibit Index below. The exhibits listed in the
Exhibit Index are incorporated by reference herein.
EXHIBIT INDEX
Incorporated by Reference
Exhibit
No.
Description
Filed/Furnished
Herewith
Form
Exhibit
No.
Filing
Date
1.1
Form of Underwriting Agreement, dated February 14, 2024, by and between Unusual Machines, Inc. and Dominari Securities, LLC +
8-K
1.1
2/16/24
2.1
Agreement and Plan of Merger by and between Unusual Machines, Inc., a Puerto Rico corporation and Unusual Machines, Inc., a Nevada corporation
8-K
2.1
4/23/24
3.1
Articles of Incorporation
8-K
3.1
10/8/24
3.2
Amended and Restated Bylaws
8-K
3.2
4/23/24
3.3
Certificate of Designations, Preferences and Rights of the Series A Convertible Preferred Stock
8-K
3.1
7/22/24
3.4
Certificate of Designation of Series B Convertible Preferred Stock
8-K
3.3
4/23/24
3.5
Certificate of Designation, Preferences and Rights of Series C Convertible Preferred Stock
8-K
3.1
8/22/24
4.1
Form of 8% Promissory Note +
8-K
4.1
7/22/24
10.1
Form of Exchange Agreement +
8-K
10.1
7/22/24
10.2
Form of Closing Date working Capital Agreement and Consent +
8-K
10.2
7/22/24
10.3
Form of Restricted Stock Agreement
8-K
10.1
7/31/24
10.4
4% Convertible Promissory Note – Titan Multi-Strategy Fund I, Ltd.
S-1
10.20
9/11/24
10.5
4% Convertible Promissory Note – Eleven Ventures LLC +
S-1
10.21
9/11/24
10.6
Common Stock Purchase Warrant – Titan Multi-Strategy Fund I, Ltd. +
S-1
10.22
9/11/24
10.7
Common Stock Purchase Warrant - Eleven Ventures LLC +
S-1
10.23
9/11/24
10.8
Exchange Agreement – Titan Multi-Strategy Fund I, Ltd. +
S-1
10.24
9/11/24
10.9
Exchange Agreement – Eleven Ventures LLC +
S-1
10.25
9/11/24
10.10
Registration Rights Agreement – Titan Multi-Strategy Fund I, Ltd. +
S-1
10.26
9/11/24
10.11
Registration Rights Agreement – Eleven Ventures LLC +
S-1
10.27
9/11/24
10.12
Letter Agreement - Titan Multi-Strategy Fund I, Ltd.
8-K
10.2
10/8/24
10.13
Letter Agreement - Eleven Ventures LLC
8-K
10.1
10/8/24
10.14
Amendment No.1 to 2022 Equity Incentive Plan, as amended
#
8-K
10.3
10/8/24
10.15
Form of Restricted Stock Agreement
8-K
10.1
10/24/24
10.16
Form of Securities Purchase Agreement
8-K
10.1
10/30/24
10.17
P lacement Agency Agreement
8-K
10.2
10/30/24
10.18
Registration Rights Agreement
8-K
10.3
10/30/24
10.19
Form of Common Stock Purchase Warrant
8-K
10.4
10/30/24
10.20
Form of Placement Agent Warrant
8-K
10.5
10/30/24
10.21
Form of Lock-up Agreement
8-K
10.6
10/30/24
31.1
Certification of Principal Executive Officer (302)
Filed
31.2
Certification of Principal Financial Officer (302)
Filed
32.1
Certification of Principal Executive Officer (906)
Furnished*
32.2
Certification of Principal Financial Officer (906)
Furnished*
101.INS
Inline XBRL Instance Document
Filed
101.SCH
Inline XBRL Taxonomy Extension Schema
Filed
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase
Filed
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase
Filed
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase
Filed
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase
Filed
104
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
Filed
+
Certain schedules, appendices
and exhibits to this agreement have been omitted in accordance with Item 601(b)(2) of Regulation S-K. A copy of any omitted
schedule and/or exhibit will be furnished supplementally to the SEC Staff upon request.
#
Indicates management contract or compensatory plan, contract or agreement.
*
This exhibit is
being furnished rather than filed and shall not be deemed incorporated by reference into any filing, in accordance with Item 601
of Regulation S-K.
37
SIGNATURES
Pursuant to the requirements
of Section 13 or 15(d) 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.
Unusual Machines, Inc.
By:
/s/ Allan Evans
Allan Evans
Chief Executive Officer
(Principal Executive Officer)
By:
/s/ Brian Hoff
Brian Hoff
Chief Financial Officer
Date: November 14, 2024
38
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.