XTI Aerospace, Inc. 10-Q

Item 5. Other Information None. Item 6. Exhibits See the Exhibit index following the signature page to this Form 10-Q for a list of exhibits filed or furnished with this report, which Exhibit Index is incorporated herein by reference. F-51 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. INPIXON Date: May 17, 2021 By: /s/ Nadir Ali Nadir Chief Executive Officer (Principal Executive Officer) By: /s/ Wendy Loundermon Wendy Loundermon Chief Financial Officer (Principal Financial Officer) F-52 EXHIBIT INDEX Exhibit Number 1 Exhibit Description Form File No. Exhibit Filing Date Filed Herewith 2.1* Share Purchase Agreement, dated May 21, 2019, by and among Inpixon, Inpixon Canada, Inc., Locality Systems Inc., Kirk Moir, in his capacity as the Sellers’ Representative, the Sellers and Garibaldi Capital Advisors Ltd. 8-K 001-36404 2.1 5/22/2019 2.2*# Asset Purchase Agreement, dated June 27, 2019, by and between Inpixon and GTX Corp. 8-K 001-36404 2.1 7/1/2019 2.3* Share Purchase Agreement, dated July 9, 2019, by and among Inpixon, Inpixon Canada, Inc., Jibestream Inc., the Vendors, and Chris Wiegand, in his capacity as the Vendors’ Representative. 8-K 001-36404 2.1 7/11/2019 2.4* Amendment to Share Purchase Agreement, dated as of August 8, 2019, by and among Inpixon, Inpixon Canada, Inc., Chris Wiegand, in his capacity as the Vendors’ Representative, any other shareholder who subsequently signs an adoption agreement, and Jibestream Inc. 8-K 001-36404 2.1 8/9/2019 2.5* The Second Amendment to the Share Purchase Agreement, dated August 15, 2019, by and among Inpixon, Inpixon Canada, Inc., Jibestream Inc, and Chris Wiegand, in his capacity as the Vendors’ representative. 8-K 001-36404 2.1 8/19/2019 2.6* Asset Purchase Agreement, dated as of August 19, 2020, by and among Inpixon, Ten Degrees Inc., Ten Degrees International Limited, mCube International Limited and mCube, Inc. 8-K 001-36404 2.1 8/20/2020 2.7* Share Sale and Purchase Agreement, dated as of October 5, 2020, among Inpixon GmbH, Sensera Limited and Nanotron Technologies GmbH. 8-K 001-36404 2.1 10/5/2020 2.8 Amendment to the Share Sale and Purchase Agreement, dated as of February 24, 2021, among Inpixon GmbH, Sensera Limited and Nanotron Technologies GmbH. 8-K 001-36404 2.1 2/26/2021 2.9* Stock Purchase Agreement, dated as of March 25, 2021, among Inpixon, Game Your Game, Inc., Rick Clemmer, and Martin Manniche. 10-K 001-36404 2.23 3/31/2021 1 F-53 Exhibit Number 2 Exhibit Description Form File No. Exhibit Filing Date Filed Herewith 2.10* Stock Purchase Agreement, dated as of April 30, 2021, among Inpixon, Design Reactor, Inc., dba The CXApp, the sellers set forth on the signature page thereto and each other person who owns outstanding capital stock of The CXApp and executes a Joinder to Stock Purchase Agreement, and Leon Papkoff, as Sellers’ Representative 8-K 001-36404 2.1 5/6/2021 3.1 Restated Articles of Incorporation. S-1 333-190574 3.1 8/12/2013 3.2 Certificate of Amendment to Articles of Incorporation (Increase Authorized Shares). S-1 333-218173 3.2 5/22/2017 3.3 Certificate of Amendment to Articles of Incorporation (Reverse Split). 8-K 001-36404 3.1 4/10/2014 3.4 Articles of Merger (renamed Sysorex Global). 8-K 001-36404 3.1 12/18/2015 3.5 Articles of Merger (renamed Inpixon). 8-K 001-36404 3.1 3/1/2017 3.6 Certificate of Amendment to Articles of Incorporation (Reverse Split). 8-K 001-36404 3.2 3/1/2017 3.7 Certificate of Amendment to Articles of Incorporation (Authorized Share Increase). 8-K 001-36404 3.1 2/5/2018 3.8 Certificate of Amendment to Articles of Incorporation (Reverse Split). 8-K 001-36404 3.1 2/6/2018 3.9 Certificate of Amendment to Articles of Incorporation (Reverse Split). 8-K 001-36404 3.1 11/1/2018 3.10 Certificate of Amendment to Articles of Incorporation, effective as of January 7, 2020 (Reverse Split). 8-K 001-36404 3.1 1/7/2020 3.11 Bylaws, as amended. S-1 333-190574 3.2 8/12/2013 4.1 Specimen Stock Certificate of the Company. S-1 333-190574 4.1 8/12/2013 4.2 Form of Certificate of Designation of Preferences, Rights and Limitations of Series 4 Convertible Preferred Stock. 8-K 001-190574 3.1 4/24/2018 4.3 Certificate of Designation of Series 5 Convertible Preferred Stock, dated as of January 14, 2019. 8-K 001-36404 3.1 1/15/2019 4.4 Promissory Note, dated as of March 18, 2020. 8-K 001-36404 4.1 3/20/2020 2 F-54 Exhibit Number 3 Exhibit Description Form File No. Exhibit Filing Date Filed Herewith 4.5 Form of Purchase Warrant. 8-K 001-36404 4.1 11/27/2020 4.6 Form of Pre-Funded Warrant. 8-K 001-36404 4.2 11/27/2020 4.7 Form of Purchase Warrant. 8-K 001-36404 4.1 1/25/2021 4.8 Form of Pre-Funded Warrant. 8-K 001-36404 4.2 1/25/2021 4.9 Form of Purchase Warrant. 8-K 001-36404 4.1 2/12/2021 4.1 Form of Pre-Funded Warrant. 8-K 001-36404 4.2 2/12/2021 4.11 Form of Purchase Warrant. 8-K 001-36404 4.1 2/17/2021 4.12 Form of Pre-Funded Warrant. 8-K 001-36404 4.2 2/17/2021 10.1* Form of Purchase Agreement. 8-K 001-36404 10.1 1/25/2021 10.2* Form of Purchase Agreement. 8-K 001-36404 10.1 2/12/2021 10.3* Form of Purchase Agreement. 8-K 001-36404 10.1 2/17/2021 10.4 Amendment #2 to Promissory Note, dated as of March 17, 2021, by and between Inpixon and Iliad Research and Trading, L.P. 8-K 001-36404 10.1 3/19/2021 10.5 Securities Settlement Agreement, dated as of April 14, 2021, by and between Sysorex, Inc. and Inpixon. 8-K 001-36404 10.1 4/14/2021 10.6 Right to Shares Letter Agreement, dated as of April 14, 2021, by and between Sysorex, Inc. and Inpixon. 8-K 001-36404 10.2 4/14/2021 10.7 Form of Registration Rights Agreement, dated as of April 14, 2021 by and among Sysorex, Inc. and the parties to the Securities Subscription Agreement and certain other parties. 8-K 001-36404 10.3 4/14/2021 10.8# Stockholders’ Agreement, dated as of April 9, 2021, among Inpixon, Game Your Game, Inc. and the Minority Stockholders. 8-K 001-36404 10.4 4/14/2021 31.1 Certification of the Company’s Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021. X 3 F-55 Exhibit Number 4 Exhibit Description Form File No. Exhibit Filing Date Filed Herewith 31.2 Certification of the Company’s Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021. X 32.1## Certification of the Company’s 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. X 101.INS XBRL Instant Document X 101.SCH XBRL Taxonomy Extension Schema Document X 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document X 101.DEF XBRL Taxonomy Extension Definition Linkbase Document X 101.LAB XBRL Taxonomy Extension Label Linkbase Document X 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document X * Certain schedules, exhibits and similar attachments have been omitted pursuant to Item 601(a)(5) of Regulation S-K. Inpixon hereby undertakes to furnish copies of such omitted materials supplementally upon request by the SEC. # Certain confidential portions of this Exhibit were omitted by means of marking such portions with brackets (“[****]”) because the identified confidential portions (i) are not material and (ii) would be competitively harmful if publicly disclosed. ## This certification is deemed not filed for purposes of Section 18 of the 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 or the Exchange Act. 4 F-56