Item 5. Other Information
Item 5.
Other Information
During the three months
ended March 31, 2026, none of our directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated any
contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense
conditions of Rule 10b5-1(c) under the Exchange Act or any “non-Rule 10b5-1 arrangement” as defined in Item 408(c) of Regulation
S-K, except for Allan Evans, the Company’s Chief Executive Officer terminated his 10b5-1 Plan on March 16, 2026.
34
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
Capital
on DemandTM Sales Agreement
8-K
1.1
8/29/25
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
4/23/24
3.2
Amended
and Restated Bylaws
8-K
3.1
10/8/24
3.2(a)
Amendment
No. 1 to Amended and Restated Bylaws
8-K
3.1
2/5/25
3.2(b)
Second
Amendment to the Amended and Restated Bylaws
8-K
3.1
1/29/26
3.3
Certificate
of Designations, Preferences and Rights of Series A Convertible Preferred Stock
8-K
3.1
7/22/24
3.3(a)
Certificate
of Withdrawal for Series A Convertible Preferred Stock
10-K
3.3(a)
3/12/26
3.4
Certificate
of Designation of Series B Convertible Preferred Stock
8-K
3.3
4/23/24
3.4(a)
Certificate
of Withdrawal for Series B Convertible Preferred Stock
10-K
3.4(a)
3/12/26
3.5
Certificate
of Designations, Preferences and Rights of Series C Convertible Preferred Stock
8-K
3.1
8/22/24
3.5(a)
Certificate
of Withdrawal for Series C Convertible Preferred Stock
10-K
3.5(a)
3/12/26
4.1
Placement
Agent Warrant, issued to Dominari Securities LLC
8-K
4.1
5/7/25
10.1
Agreement
and Plan of Merger and Reorganization dated February 1, 2025
8-K
10.1
2/4/25
10.2
Placement
Agency Agreement, dated as of May 5, 2025, by and between Unusual Machines, Inc. and Dominari Securities, LLC
8-K
10.1
5/7/25
10.3
Form
of Restricted Stock Agreement
8-K
10.1
5/21/25
10.4
Lease
Agreement, dated June 4, 2025, between Unusual Machines, Inc. and Icon FL Orlando Industrial Owner Pool 5 GA/FL, LLC
8-K
10.1
6/10/25
10.5
Rotor
Lab Pty Ltd Share Purchase Agreement, dated June 12, 2025
8-K
10.1
6/13/25
10.6
Form
of Securities Purchase Agreement
8-K
10.1
7/15/25
10.7
Placement
Agency Agreement
8-K
10.2
7/15/25
10.8
Placement
Agent Warrant, issued to Dominari Securities LLC
8-K
10.3
7/15/25
10.9
Amended
and Restated 2022 Equity Incentive Plan #
S-8
4.1
2/13/26
10.10
Placement
Agency Agreement, dated as of March 19, 2026, by and among Unusual Machines, Inc., Dominari Securities, LLC and JonesTrading Institutional
Services LLC
8-K
10.1
3/23/26
31.1
Certification of the Principal Executive Officer pursuant to Rules 13a-14(a)
and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
(1)
31.2
Certification of the Principal Financial Officer pursuant to Rules 13a-14(a)
and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
(1)
32.1
Certification of the Principal Executive Officer pursuant to 18 U.S.C
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
(3)
32.2
Certification of the Principal Financial Officer
pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
(3)
101.INS
Inline XBRL Instance Document
(1)
101.SCH
Inline XBRL Taxonomy Extension Schema
(1)
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase
(1)
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase
(1)
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase
(1)
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase
(1)
104
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
(1)
+
#
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.
(1)
Filed herein
(3)
Furnished herein.
35
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
May 14, 2026
36
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.