What changed in this filing

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Item 9A. Controls and Procedures

2023-05-17 compared with 2021-08-06 · 581 added, 252 removed, 206 unchanged (80% of the section changed)

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maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that

we file under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported within

the time periods specified in the Security and Exchange Commission’s rules and forms, and that such information is accumulated

we file under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported within

the time periods specified in the Security and Exchange Commission’s rules and forms, and that such information is accumulated

and communicated to our management, including our Chief Executive Officer and Chief Financial Officer (Principal Financial Officer),

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the year ended April 30, 2022 that has materially affected, or is reasonably likely to materially affect, our internal control over financial

Management’s

Report on Internal Control Over Financial Reporting

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Company lacks adequate segregation of duties due to the small size of the organization.

Further, the Company lacks an independent Board

of Directors or Audit Committee to ensure adequate monitoring or oversight.

Further, the Company lacks an independent

Board of Directors or Audit Committee to ensure adequate monitoring or oversight.

Company lacks accounting resources and controls to prevent or detect material misstatements.

Specifically, the Company continues to

have a material weakness in our controls over accounting for inventory due to a lack of controls over ensuring inventory movement was

being processed accurately and in a timely manner, which resulted in significant audit adjustments relating to the value of our inventory

and cost of sales.

Further, while the Company engages service providers to assist with US GAAP compliance the Company lacks resources

with adequate knowledge to oversee those services.

Lastly, the Company does not have sufficient resources to complete timely reconciliations

and transactional reviews, which resulted in delays in the financial reporting process.

remediate the material weaknesses, we have initiated compensating controls in the near term and are enhancing and revising our

existing controls, including ensuring we have sufficient management review procedures and adequate segregation of duties.

weaknesses will not be considered remediated until the applicable controls operate for a sufficient period of time and management

has concluded they are operating effectively.

Specifically, the Company continues

to have a material weakness in our controls over accounting for inventory due to a lack of controls over ensuring inventory movement

was being processed accurately and in a timely manner, which resulted in significant audit adjustments relating to the value of our

inventory and cost of sales.

Further, while the Company engages service providers to assist with US GAAP compliance the Company lacks

resources with adequate knowledge to oversee those services.

Lastly, the Company does not have sufficient resources to complete timely

reconciliations and transactional reviews, which resulted in delays in the financial reporting process.

remediate the material weaknesses, we have initiated compensating controls in the near term and are enhancing and revising our existing

controls, including ensuring we have sufficient management review procedures and adequate segregation of duties.

The material weaknesses

will not be considered remediated until the applicable controls operate for a sufficient period of time and management has concluded

they are operating effectively.

Annual Report does not include an attestation report of our independent registered public accounting firm regarding internal control

over financial reporting.

Our management’s report was not subject to attestation by our independent registered public accounting

firm pursuant to rules of the Securities and Exchange Commission that permit us to provide only management’s report in this Annual

Our management’s report was not subject to attestation by our independent registered public accounting

firm pursuant to rules of the Securities and Exchange Commission that permit us to provide only management’s report in this Annual

OTHER INFORMATION

Not applicable.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

AND EXECUTIVE OFFICERS

DIRECTOR NOMINEES, AND EXECUTIVE OFFICERS

executive officers and directors and their respective ages as at the date hereof are as follows:

Chief Executive Officer, Treasurer and Director

Chief Business Integration Officer

Operating Officer

Financial Officer

Marketing Officer

Innovation Officer

director named above will serve until the next annual meeting of the shareholders or until his resignation or removal from office.

Thereafter, directors are anticipated to be elected for one-year terms at the annual shareholders’

Officers will

hold their positions pursuant to their respective service agreements.

Innovation Officer and Director

directors named above will serve until the next annual meeting of the shareholders or until his resignation or removal from office.

directors are anticipated to be elected for one-year terms at the annual shareholders’ meeting.

Officers will hold their positions

pursuant to their respective service agreements.

forth below is a brief description of the background and business experience of our executive officers and directors for the past five

History of Mike Ballardie

is an experienced and widely recognized tennis industry leader with 35 years of experience in Tennis as a player, a coach and business

Mike started his tennis business career at Wilson

in the late 1980s where he spent 11 years growing and ultimately leading Wilson’s EMEA Racquetsports division .

Ballardie has served as our President, Chief Executive Officer and a Director since June 2019.

Mike is an experienced and widely

recognized tennis industry leader with 35 years of experience in tennis as a player, a coach and business leader.

Mike started his tennis

business career at Wilson in the late 1980s where he spent 11 years growing and ultimately leading Wilson’s Europe, Middle East

and Africa Racquet sports division.

2002, Mike joined Prince Sports Europe as vice-president and managing director and stayed in this role through 2012.

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2007, after a highly successful business turnaround the business was sold with the management team in place to another U.S.

based private equity group.

based private

equity group.

2013, Mike became the Chief Executive Officer of Prince Global Sports, a role in which he stayed until 2016.

Prince Global Sports, Mike owned and operated FED Sports Consulting where he managed all aspects of a major restructuring project involving

Waitt Brands (a holding company for Prince Global Sports).

Waitt Brands (a holding company for Prince Global Sports) and Trilium Ltd (UK), a childcare business, from 2018 to 2019.

prior to joining Prince Sports, Mike worked for VF Corp., where he built the international business for their JanSport brand from scratch.

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has been at the forefront of many of the most successful tennis racket innovations over this period and highly regarded across this industry

History of Tom Dye

Dye has over 35 years of senior management experience in diverse consumer goods and manufacturing segments across the Americas, Asia,

Europe, Australia and Middle East.

From 1977 to 1990, Tom served as Vice President of International Operations at Wilson Sporting Goods

where he was responsible for multiple international start-up operations, including launching the first wholly U.S.

owned sporting goods

company in Japan.

From 1990 to 2001, Tom served as President of International Exports at The Coleman Company.

From 2002 to 2009, Tom

served in a number of roles at Prince Global Sports, the leading global manufacturer of tennis rackets, in various roles, including Vice

President of Operations, Vice President/General Manager of International Operations, National Sales Manager and acting

Chief Financial Officer.

From 2012 to 2014, Tom served as Chief Operating Officer at Prince Global Sports.

2017, Tom served as Chief Operating Officer of HazTek, Inc.

History of Paul McKeown

a Chartered Professional Accountant designation (CPA-CMA) in Canada, Paul has 40+ years’

experience in senior management focused

on finance, operations and IT functions in large multinational companies (37 years in sporting goods).

Paul McKeow n joined the Company in the summer

of 2019 as a consultant and in April 2020 was appointed Chief Business Integration Officer of Slinger Bag, through January 2023 when Mr.

McKeown resigned.

Holding a Chartered Professional Accountant designation (CPA-CMA) in Canada, Mr.

McKeown has 40+ years’ experience

in senior management focused on finance, operations and IT functions in large multinational companies (37 years in sporting goods).

started his sporting goods business career in the early 1980s at Wilson Sporting Goods Canadian subsidiary, where he led the finance,

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1989, Wilson was acquired by Amer Sports which through further acquisitions (Atomic, Suunto, Precor and Salomon) became the largest sports

“hard goods”

equipment supplier in the world.

Those acquisitions required leadership to integrate into Amer’s processes,

and Paul led the finance and operations integration teams for Canada, Latin America, and Asia.

a result, Paul was appointed Director of Process Integration & Development for North America.

A key initiative under his leadership

was transition of financial transactional processing for all Amer North American business units to the Global Financial Shared Service

organization in Poland.

that, he was appointed Vice President Finance for Amer’s Precor Fitness brand –

headquartered in Seattle Washington.

role, he re-organized the finance team, and introduced new tools and processes which lead to significant improvements in financial

performance and business control.

spring 2018 he retired from active service and began a consulting career with focus on financial/IT processes.

He joined Slinger Bag

in the summer of 2019 as a consultant and in April 2020 was appointed Chief Financial Officer of Slinger Bag.

“hard goods” equipment supplier in the world.

Those acquisitions required leadership to integrate into Amer’s processes,

McKeown led the finance and operations integration teams for Canada, Latin America, and Asia.

As a result, Paul was appointed

Director of Process Integration & Development for North America of Amer Sports.

A key initiative under his leadership was transition

of financial transactional processing for all Amer North American business units to the Global Financial Shared Service organization

Following that, he was appointed Vice President Finance for Amer’s Precor Fitness brand – headquartered in Seattle

In that role, he re-organized the finance team, and introduced new tools and processes which lead to significant improvements

in financial performance and business control.

Spring 2018, he retired from active service and began a consulting career with focus on financial/IT processes until he joined Slinger

Bag in the summer of 2019.

History of Tom Dye

Dye joined the Company as Chief Operating Officer on May 1, 2020.

Tom has over 35 years of senior management experience in diverse

consumer goods and manufacturing segments across the Americas, Asia, Europe, Australia and Middle East.

From 1977 to 1990, Tom served

as Vice President of International Operations at Wilson Sporting Goods where he was responsible for multiple international start-up operations,

including launching the first wholly U.S.

owned sporting goods company in Japan.

From 1990 to 2001, Tom served as President of International

Exports at The Coleman Company.

From 2002 to 2009, Tom served in a number of roles at Prince Global Sports, the leading global manufacturer

of tennis rackets, in various roles, including Vice President of Operations, Vice President/General Manager of International Operations,

National Sales Manager and acting Chief Financial Officer.

From 2012 to 2014, Mr.

Dye served as Chief Operating Officer at Prince Global

From 2015 to 2017, Tom served as Chief Operating Officer of HazTek, Inc.

From 2017 to 2018, Tom consulted for Smith Optics, a

sports optical company.

From 2018 until being hired by the Company in May 2020, Tom was retired.

History of Juda Honickman

Honickman is Chief Marketing Officer for Slinger Bag Inc.

Juda joined Slinger Bag in October 2017 to lead product design and overall

strategy for the company’s pre-sale crowdfunding initiative, which exceeded its goal by 2,600%.

Juda joined Slinger Bag Inc in October 2017 to lead product design and

overall strategy for the Company’s pre-sale crowdfunding initiative which exceeded its goal by 2,600%.

He is responsible for overseeing

the planning, development and execution of the Company’s marketing and advertising initiatives along with ensuring that

the Company’s offering and brand messaging is distributed across all channels and is effectively targeting audiences in

order to meet sales objectives.

In his role, Juda oversees the global communications of Slinger’s brand, including consumer insights,

digital marketing, creative development, agency management, marketing effectiveness, social responsibility, sponsorships, media and employee

communications.

Juda previously served as The Director of Marketing and Strategy for a global legal tech company and before that oversaw

marketing and sales for an innovative consumer tech business.

the planning, development and execution of the Company’s marketing and advertising initiatives along with ensuring that the Company’s

offering and brand messaging is distributed across all channels and is effectively targeting audiences in order to meet sales objectives.

In his role, Juda oversees the global communications of Slinger’s brand, including consumer insights, digital marketing, creative

development, agency management, marketing effectiveness, social responsibility, sponsorships, media and employee communications.

previously served as The Director of Marketing and Strategy for a global legal tech company and before that oversaw marketing and sales

for an innovative consumer tech business.

History of Mark Radom

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and carbon credit sectors.

He has sourced over U.S.

$100,000,000 in renewable energy, industrial gas and carbon credit projects and managed

He has sourced over $100,000,000 in renewable energy, industrial gas and carbon credit projects and managed

many complex aspects of their implementation.

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agreements under the auspices of the Kyoto Protocol.

Prior to this, he worked on Wall Street and in the City of London as a US securities

Prior to this, he worked on Wall Street and in the City of London as a U.S.

and capital markets lawyer where he represented sovereigns, global investment banks and fortune 500 companies across a broad range of

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and Parasonic Ltd.

directors hold office until the next annual meeting of the shareholders of the Company and until their successors have been duly

elected and qualified.

The Company’s Bylaws provide that the Board of Directors will consist of no less than three members.

are elected by and serve at the discretion of the Board of Directors.

Professional History of Kirk Taylor

Kirk is the Chief Financial Officer of American Resources Corporation where

he conducts all tax and financial accounting roles of the organization, and has substantial experience in tax credit analysis and financial

Kirk’s main focus over his 13 years in public accounting had been the auditing, tax compliance, financial modeling and

reporting on complex real estate and business transactions utilizing numerous federal and state tax credit and incentive programs.

to joining American Resources Corporation, Kirk was Chief Financial Officer of Quest Energy, Inc., ARC’s wholly-owned subsidiary.

Prior to joining Quest Energy in 2015, he was a Manager at K.B.

Parrish & Co.

LLP where he worked since 2014.

Prior to that, he worked

at Katz Sapper Miller since 2012 as Manager.

In addition, Kirk is an instructor for the CPA examination and has spoken at several training

and industry conferences.

He received a BS in Accounting and a BS in Finance from the Kelley School of Business at Indiana University,

Bloomington Indiana and is currently completing his Masters of Business Administration from the University of Saint Francis at Fort Wayne,

Kirk serves his community in various ways including as the board treasurer for a community development corporation in Indianapolis,

Kirk does not have any family relationships with any of the Company’s directors or executive officers.

There are no arrangements

or understandings between Kirk and any other persons pursuant to which he was selected as an officer.

He has no direct or indirect material

interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

directors hold office until the next annual meeting of the shareholders of the Company and until their successors have been duly elected

and qualified.

The Company’s Bylaws provide that the Board of Directors will consist of no less than three members.

elected by and serve at the discretion of the Board of Directors.

board of directors is currently composed of one member, who does not qualify as an independent director in accordance with the published

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Had our board of directors made these determinations, our board of directors would have reviewed and discussed information provided

by the directors and us with regard to each director’s business and personal activities and relationships as they may relate to

us and our management.

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of his ability or integrity during the past ten years.

than our officers and director, we currently have only one other person who we consider to be a significant employee –

Charles Ruddy, who is President of our recently-acquired subsidiary, Foundation Sports Systems, LLC (“Foundation Sports”).

Ruddy has been the President and Founder of Foundation Sports since August 2017.

Prior to establishing Foundation Sports, Mr.

a consultant to Tennis Connect / Tennis Industry Association from 2004 –

2017 where he designed and managed the tennis industry’s

first software as a service platform in 2004.

than our officers and director, we currently have two other persons who became in February 2022 what we consider to be significant employees:

Jalaluddin Shaik, President of Gameface.

Shaik founded and became the chief executive officer of Gameface in 2017.

Prior to founding Gameface, Mr.

Shaik led product teams at

some of the world’s biggest brands, including Telstra, Sony, and Apple.

While at Telstra, Shaik led the creation of the Telstra

video streaming platform ‘Presto’, that reaches over 10M Australians.

In addition to his role at Telstra, Shaik was the design

lead on the Apple airplay technology integration to 80% of Tier1 Audio OEM (Original Equipment Manufacturers) such as Denon, Bose, Pioneer,

Yamaha, leading a team of 30 engineers.

Previously (2003-2010), Shaik built and deployed various end to end video decoding solutions

at Sony and Intel.

Shaik is a graduate of Visvesvaraya Technological University with a bachelors in Computer Science Major in machine

COMMITTEE AND CONFLICTS OF INTEREST

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The Board is of the opinion that such

committees are not necessary since the Company is an early development stage company and has only one director, and to date, such

director has been performing the functions of such committees.

Thus, there is a potential conflict of interest in that our directors

and officers have the authority to determine issues concerning management compensation, nominations, and audit issues that may affect

management decisions.

committees are not necessary since the Company is an early development stage company and has only one director, and to date, such director

has been performing the functions of such committees.

Thus, there is a potential conflict of interest in that our directors and officers

have the authority to determine issues concerning management compensation, nominations, and audit issues that may affect management decisions.

are no family relationships among our directors or officers, or persons nominated or chosen to be a director or officer.

than as described above, we are not aware of any other conflicts of interest with any of our executive officers or directors.

Other than as

described above, we are not aware of any other conflicts of interest with any of our executive officers or directors, other than potential

issues related to the matters described under “Certain Relationships and Related Transactions.”

16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Common Stock is not registered pursuant to Section 12 of the Exchange Act.

Common Stock was not registered pursuant to Section 12 of the Exchange Act.

Accordingly, our officers, directors and principal shareholders

are not subject to the beneficial ownership reporting requirements of Section 16(a) of the Exchange Act.

Company has not adopted a code of ethics that applies to its principal executive officers, principal financial officer, principal accounting

officer or controller, or persons performing similar functions.

The Company has not adopted a code of ethics because it has only commenced

non-employee director will receive shares of common stock valued at $50,000, based on the closing price of our common stock on the anniversary

date each non-employee director was appointed to the Board.

In the event, a director should resign from the Board mid-year, such director

would receive a pro rata issuance of common stock at their anniversary date based on the number of days of service since their prior

anniversary date.

No fractional shares will be issued to non-employee director, and any calculation resulting in a fractional share will

be rounded up to the next whole share.

effectiveness of the registration statement of which this prospectus forms a part, our Board will be composed of a majority of “independent

directors” as defined under the rules of Nasdaq.

We use the definition of “independence” applied by Nasdaq to make

this determination.

Nasdaq Listing Rule 5605(a)(2) provides that an “independent director” is a person other than an officer

or employee of the company or any other individual having a relationship which, in the opinion of the Company’s Board, would interfere

with the exercise of independent judgment in carrying out the responsibilities of a director.

The Nasdaq listing rules provide that a

director cannot be considered independent if:

director is, or at any time during the past three (3) years was, an employee of the Company;

director or a family member of the director accepted any compensation from the company in excess of $120,000 during any period of

twelve (12) consecutive months within the three (3) years preceding the independence determination (subject to certain exemptions,

including, among other things, compensation for Board or Board committee service);

director or a family member of the director is a partner in, controlling stockholder of, or an executive officer of an entity to

which the company made, or from which the company received, payments in the current or any of the past three fiscal years that exceed

5% of the recipient’s consolidated gross revenue for that year or $200,000, whichever is greater (subject to certain exemptions);

director or a family member of the director is employed as an executive officer of an entity where, at any time during the past three

(3) years, any of the executive officers of the company served on the compensation committee of such other entity;

director or a family member of the director is a current partner of the company’s outside auditor, or at any time during the

past three (3) years was a partner or employee of the company’s outside auditor, and who worked on the company’s audit.

such definitions, our Board has undertaken a review of the independence of each director nominee.

Based on information provided by each

director concerning his or her background, employment and affiliations, our Board has determined that each of Kirk P.

Taylor, Rohit Krishnan,

and Gabriel Goldman, when appointed to the Board, will be independent directors of the Company.

effectiveness of the June registration statement, the following three standing committees will be formed and effective:

audit committee;

compensation committee;

and nominating and governance committee.

Our Board of Directors has adopted written charters for each of these

committees, with such charters being effective upon effectiveness of the registration statement of which this prospectus forms a part.

Upon completion of this offering, copies of the charters will be available on our website.

Our Board of Directors may establish other

committees as it deems necessary or appropriate from time to time.

audit committee will be responsible for, among other matters:

compensating, retaining, evaluating, terminating, and overseeing our independent registered public accounting firm;

with our independent registered public accounting firm the independence of its members from its management;

with our independent registered public accounting firm the scope and results of their audit;

all audit and permissible non-audit services to be performed by our independent registered public accounting firm;

the financial reporting process and discussing with management and our independent registered public accounting firm the interim

and annual financial statements that we file with the SEC;

and monitoring our accounting principles, accounting policies, financial and accounting controls, and compliance with legal and regulatory

requirements;

the oversight by our Board of our code of business conduct and our disclosure controls and procedures

procedures for the confidential and/or anonymous submission of concerns regarding accounting, internal controls or auditing matters;

and approving related-person transactions.

Taylor, who satisfies the “independence” requirements of Rule 10A-3 under

the Exchange Act and Nasdaq’s rules, will serve on our audit committee upon their appointment to the board, with Mr.

Taylor serving

as the chairman.

Our board has determined that Mr.

Taylor qualify as “audit committee financial experts.”

compensation committee will be responsible for, among other matters:

key employee compensation goals, policies, plans and programs;

and approving the compensation of our directors and executive officers;

and approving employment agreements and other similar arrangements between us and our executive officers;

and overseeing any compensation consultants or advisors.

There are currently

no independent directors on the compensation committee.

and Corporate Governance Committee

purpose of the nominating and corporate governance committee is to assist the Board in identifying qualified individuals to become Board

members, in determining the composition of the Board and in monitoring the process to assess Board effectiveness.

Taylor, who satisfies the “independence” requirements of Nasdaq’s rules, will serve on

our compensation committee upon their appointment to the board, with Mr.

Goldman serving as the chairman.

COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

of our officers currently serves, or in the past year has served, as a member of the compensation committee of any entity that has one

or more officers serving on our board of directors.

Board will oversee a company-wide approach to risk management.

Our Board will determine the appropriate risk level for us generally,

assess the specific risks faced by us and review the steps taken by management to manage those risks.

While our Board will have ultimate

oversight responsibility for the risk management process, its committees will oversee risk in certain specified areas.

Specifically,

our compensation committee will be responsible for overseeing the management of risks relating to our executive compensation plans and

arrangements, and the incentives created by the compensation awards it administers.

Our audit committee will oversee management of enterprise

risks and financial risks, as well as potential conflicts of interests.

Our Board of Directors will be responsible for overseeing the

management of risks associated with the independence of our Board.

OF BUSINESS CONDUCT AND ETHICS

of April 30, 2022, the Company has not adopted a code of ethics that applies to its principal executive officers, principal financial

officer, principal accounting officer or controller, or persons performing similar functions as the Company has only recently commenced

Our Board adopted a code of business conduct and ethics that applies to our directors, officers and employees (the “Code

of Business Conduct and Ethics”), to be effective upon effectiveness of the June registration statement.

Upon completion of the

offering, a copy of the code will be available on the Company’s website.

The Company intends to disclose on their website any amendments

to the Code of Business Conduct and Ethics and any waivers of the Code of Business Conduct and Ethics that apply to their principal executive

officer, principal financial officer, principal accounting officer, controller, or persons performing similar functions.

EXECUTIVE COMPENSATION

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to us for the fiscal years ended as indicated.

and Principal Position

ended April 30

Incentive Plan Compensation ($)

other compensation ($)

Ballardie (1)

Honickman (2)

Ballardie has served as the Company’s Principal Executive Officer and as Chairman of

the Board of Directors since September 16, 2019 and has an address at 2709 N.

Rolling Road,

Suite 138, Windsor Mill, MD 21244.

Honickman has served as the Company’s Chief Marketing Officer since September 16, 2019 and has an address at 2709 N.

Road, Suite 138, Windsor Mill, MD 21244.

McKeown has served as the Company’s Chief Financial Officer since April 30, 2020 and has an address at 2709 N.

Name and Principal Position

Year ended April 30

Share Awards ($)(1)

Non-Equity Incentive Plan Compensation ($)

All other compensation ($)

Mike Ballardie (1)

Judah Honickman (2)

Paul McKeown (3)

Mark Radom (5)

Yonah Kalfa (6 )

Jason Seifert (7)

Chen Shachar (8)

Evgeni Khazanov (9)

in accordance with ASC Topi c 718, consistent with the Company’s financial statements.

Ballardie has served as the Company’s Principal Executive Officer and as Chairman of the Board of Directors since September

16, 2019 and has an address at 2709 N.

Rolling Road, Suite 138, Windsor Mill, MD 21244.

Honickman has served as the Company’s Chief Marketing Officer since September 16, 2019 and has an address at 2709 N.

Road, Suite 138, Windsor Mill, MD 21244.

Dye has served as the Company’s Chief Operating Officer since April 30, 2020 and has an address at 2709 N.

McKeown has served as the Company’s Chief Financial Officer from April 30, 2020 through July 6, 2021 and from July 6, 2021

to-date as the Company’s Chief Business Integration Officer and has an address at 2709 N.

Rolling Road, Suite 138, Windsor

Mill, MD 21244.

Dye has served as the Company’s Chief Operating Officer since April 30, 2020 and has an address at 2709 N.

Rolling Road, Suite

138, Windsor Mill, MD 21244.

Radom has served as the Company’s General Counsel since September 16, 2019 and has

an address at 2709 N.

Rolling Road, Suite 138, Windsor Mill, MD 21244.

Kalfa has served as the Company’s Chief Innovation Officer since September 7, 2020 and has an address at 2709 N.

Radom has served as the Company’s General Counsel since September 16, 2019 and has an address at 2709 N.

Rolling Road, Suite

138, Windsor Mill, MD 21244.

Kalfa has served as the Company’s Chief Innovation Officer since September 7, 2020 and has an address at 2709 N.

Rolling Road,

Suite 138, Windsor Mill, MD 21244.

COMPENSATION GRANTS

share-based awards in the above compensation table represent the grant date fair value of warrant awards issued to officers and

executives and was determined in accordance with ASC Topic 718.

Seifert served as the Company’s Chief Financial Officer from July 6, 2021 through June 25, 2022 and had an address at 2709

Rolling Road, Suite 138, Windsor Mill, MD 21244.

Shachar served as PlaySight’s Chief Executive Officer from 2012 through February 16, 2022, which was the date on which the

Company consummated its acquisition of PlaySight, and as PlaySight’s president from February 16, 2022 through November 27,

2022 when the Company sold PlaySight and had an address at 6 Hanagar, Hod Hasharon, Israel.

Khazanov has served as PlaySight’s Chief Technology Officer from 2012 through November 27, 2022 when the Company sold PlaySight

and had an address at 6 Hanagar, Hod Hasharon, Israel.

Company is a party to service agreements with each of its executive officers.

On April 6, 2020, we entered into a service agreement with our Chief Executive Officer, Mike Ballardie, which was amended

on November 1, 2020.

Pursuant to the service agreement, Mr.

Ballardie will serve as our Chief Executive Officer for a period of five

During the five-year term, Mr.

Ballardie receives a monthly base salary of $50,000 and a bonus payment at a minimum of 50% of

the annual base salary.

We also issued Mr.

Ballardie warrants to purchase 500,000 shares of our common stock.

The warrants were exercisable

at issuance at an exercise price of $0.01 per share and have an expiration date of April 6, 2030.

We also provide standard indemnification

and directors’ and officers’ insurance.

We may terminate Mr.

Ballardie’s employment with cause (as defined under the

agreement) and without cause by giving at least 180 days prior written notice.

If we terminate Mr.

Ballardie without cause, all his unvested

stock and option compensation of any nature will vest without any further action.

Ballardie may resign for good reason (as defined

under the agreement) or without good reason by giving at least 180 days prior written notice.

If we terminate Mr.

Ballardie without cause

or he resigns for good reason, we must pay severance in an amount in lieu of base salary and benefits that would have accrued to Mr.

Ballardie for the greater of (a) the unexpired portion of the term of the agreement or (b) two years, to be paid in full within 30 days

of termination.

In addition, vesting of all unvested common or preferred shares and options and warrants will continue for 12 months

following such termination if we terminate Mr.

Ballardie without cause or he resigns for good reason.

Ballardie is also subject to

standard confidentiality and non-competition provisions.

On April 30, 2020, we entered into a service agreement with our Chief Operating Officer, Tom Dye.

Pursuant to the service agreement,

Dye serves as our Chief Operating Officer for a period of three years.

During the three-year term, Mr.

Dye receives an annual base

salary of $120,000 and a bonus payment at a minimum of 25% of the annual gross base salary.

We agreed to issue Mr.

Dye warrants to purchase

a total of 125,000 shares of common stock to be issued at the time that certain performance goals are met.

The warrants that were to

Dye on April 30, 2020 are exercisable at issuance at an exercise price of $3.00 per share and have an expiration date of April 30,

The warrants that were to Mr.

Dye on February 9, 2021 are exercisable at issuance at an exercise price of $39.40 per share and

have an expiration date of February 9, 2031.

We also agreed to issue a one-time bonus of 150,000 shares of common stock to Mr.

the value of the Company’s outstanding stock equals $100 million.

The Company will also provide standard indemnification and directors’

and officers’ insurance.

The Company may terminate Mr.

Dye’s employment with cause (as defined under the agreement) and without

cause by giving at least 60 days prior written notice.

If we terminate Mr.

Dye without cause, all Mr.

Dye’s unvested stock and

option compensation of any nature will vest without any further action, and we will pay two years base salary severance within 30 days

of termination.

In addition, vesting of all unvested common or preferred shares and options and warrants will continue for 12 months

following such termination.

Dye may resign for good reason (as defined under the agreement) or without good reason by giving at least

30 days prior written notice.

Dye is also subject to standard confidentiality and non-competition provisions.

On July 5, 2021, we entered into a service agreement with our former Chief Business Integration Officer, Paul McKeown.

Pursuant to the service agreement, Mr.

McKeown will serve as our Chief Business Integration Officer for a period of three years.

During the three-year term, Mr.

McKeown receives a base salary at an hourly rate of $150 per hour, up to $12,000 per month unless

otherwise agreed, and an annual performance bonus of at least 30% of the annual gross base salary.

and We also issued Mr.

warrants to purchase 150,000 shares of common stock.

The warrants were exercisable at issuance at an exercise price of $0.01 per

share and have an expiration date of The Company will also provide standard indemnification and directors’ and officers’

The Company may terminate Mr.

McKeown’s employment with cause (as defined under the agreement) and without cause by

giving at least 90 days prior written notice.

If we terminate Mr.

McKeown without cause, all Mr.

McKeown’s unvested stock and

option compensation of any nature will vest without any further action, and we will pay severance of one year base salary within 30

days of termination.

In addition, vesting of all unvested common or preferred shares and options and warrants will continue for 12

months following termination.

McKeown may resign for good reason (as defined under the agreement) or without good reason by

giving at least 90 days prior written notice.

McKeown is also subject to standard confidentiality and non-competition

On April 30, 2020, we entered into a service agreement with Nest Consulting Inc., a Delaware corporation, owned by our

Chief Marketing Officer, Juda Honickman.

Pursuant to the service agreement, Mr.

Honickman will serve as our Chief Marketing Officer for

a period of three years.

During the three-year term, Mr.

Honickman receives an annual base salary of $102,000 and a bonus payment at

a minimum of 50% of his annual base salary.

We also issued warrants to purchase 250,000 shares of common stock to Mr.

warrants were exercisable at issuance at an exercise price of $3.00 per share and have an expiration date of April 30, 2030.

will also provide standard indemnification and directors’ and officers’ insurance.

The Company may terminate Mr.

employment with cause (as defined under the agreement) and without cause by giving at least 60 days prior written notice.

If we terminate

Honickman without cause, all Mr.

Honickman’s unvested stock and option compensation of any nature will vest without any further

action and will pay two years base salary severance within 30 days of termination.

In addition, Mr.

vesting of all unvested common or

preferred shares and options and warrants will continue for 12 months following termination.

Honickman may resign for good reason

(as defined under the agreement) or without good reason by giving at least 30 days prior written notice.

Honickman is also subject

to standard confidentiality and non-competition provisions.

On February 1, 2022, we entered into the second amended and restated service agreement with our General Counsel, Mark Radom.

Pursuant to the service agreement, Mr.

Radom will serve as General Counsel for a period of two.

During the two-year term, we agreed to

Radom a monthly base salary of $12,500 and a bonus payment at a minimum of 25% of the annual base salary.

The Company will also

provide standard indemnification and directors’ and officers’ insurance.

The Company may terminate Mr.

Radom’s employment

with cause (as defined under the agreement) and without cause by giving at least 60 days prior written notice.

If we terminate Mr.

without cause, all Mr.

Radom’s unvested stock and option compensation of any nature will vest without any further action, and we

will pay two years base salary severance within 30 days of termination.

In addition, vesting of all unvested common or preferred shares

and options and warrants will continue for 12 months following termination.

Radom may resign for good reason (as defined under the

agreement) or without good reason by giving at least 120 days prior written notice.

Radom is also subject to standard confidentiality

and non-competition provisions.

On September 7, 2020, we entered into a service agreement with our Chief Innovation Officer, Yonah Kalfa.

Pursuant to the

service agreement, Mr.

Kalfa will serve as our Chief Innovation Officer for a period of three years.

During the three-year term, Mr.

Kalfa receives an annual base salary of 1,162,800 Israeli New Shekel (approximately $350,000) and a bonus payment at a minimum of 25%

of the annual gross base salary.

Kalfa agreed to defer receipt of his base salary until otherwise agreed in writing.

will also provide standard indemnification and directors’ and officers’ insurance.

The Company may terminate Mr.

employment with cause (as defined under the agreement) and without cause by giving at least 60 days prior written notice.

If we terminate

Kalfa without cause, we will pay two years base salary severance within 30 days of termination.

Kalfa may resign for good reason

(as defined under the agreement) or without good reason by giving at least 30 days prior written notice.

Kalfa is also subject to

standard confidentiality and non-competition provisions.

following table sets forth director compensation for the years ended April 30, 2022 and 2021:

3 unchanged sentences

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

RELATIONSHIPS AND RELATED TRANSACTIONS

have not entered into any transactions in which any of our directors, executive officers, or affiliates, including any member of an immediate

family, had or are to have a direct or indirect material interest except for the entry into the exclusive distribution agreement with

Framework Sports and Marketing Ltd.

dated May 20, 2020 for the United Kingdom and Ireland, which is owned by the brother of our chief

executive officer.

OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

following table sets forth certain information, as of July 31, 2021, with respect to any person (including any “group”,

as that term is used in Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) who is

following table sets forth certain information, as of May 17, 2023, with respect to any person (including any “group”,

as that term is used in Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) who is

known to us to be the beneficial owner of more than five percent (5%) of any class of our voting securities, and as to those shares of

1 unchanged sentence

Unless otherwise specified in the table below, such information, other than information with respect to our directors and

executive officers, is based on a review of statements filed with the Securities and Exchange commission (the “Commission”)

pursuant to Sections 13 (d), 13 (f), and 13 (g) of the Exchange Act with respect to our common stock.

15 unchanged sentences

Information relating to beneficial ownership of common

stock by our principal shareholders and management is based upon information furnished by each person using “beneficial ownership”

concepts under the rules of the Securities and Exchange Commission.

10 unchanged sentences

# of Shares (1)

Ballardie (3)

Honickman (3)

current officers and directors as a group (6 persons) (3)

Ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment

power with respect to securities.

Shares of common stock subject to options, warrants, convertible debt or convertible preferred

shares currently exercisable or convertible, or exercisable or convertible within 60 days are deemed outstanding for computing the

percentage of the person holding such option or warrant but are not deemed outstanding for computing the percentage of any other

Percentages are based on a total of shares of common stock outstanding on July 31, 2021, which was 29,979,573,

and the shares issuable upon exercise of warrants and convertible debt.

The number of common shares used in computing this percentage

is 61,423,668.

% of Class (1)

Yonah Kalfa (3)

2672237 Ontario Ltd.

Mike Ballardie (3)

Judah Honickman (3)

Paul McKeown (3)

Mark Radom (3)

All current officers and directors as a group (6 persons) (3)

Ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or

investment power with respect to securities.

Shares of common stock subject to options, warrants, convertible debt or convertible

preferred shares currently exercisable or convertible, or exercisable or convertible within 60 days are deemed outstanding for

computing the percentage of the person holding such option or warrant but are not deemed outstanding for computing the percentage of

any other person.

Percentages are based on a total of shares of common stock outstanding on May 17, 2023, which

was 13,543,155, and the shares issuable upon exercise of warrants and convertible debt.

The number of common shares used

in computing this percentage is 81,906,241.

connection with a note payable issued on June 1, 2019, Mont-Saic Investments received a warrant giving them the right to acquire

33% of the outstanding shares of the Company for no charge, which amounted to a total of 8,137,859 shares issuable.

subsequently sold it full right, title and interest in that right to 2672237 Ontario.

Currently, the Company has issued 1,216,560

shares to 2672237 Ontario in satisfaction of the warrant with 6,921,299 shares remaining issuable as of the date of this report.

Additionally, 2672237 Ontario holds 1,636,843 shares of the Company’s common stock from debt to equity conversions and has

2,750,000 warrants related to debt issuances.

above officers and directors were granted an aggregate total of 11,250,000 and 4,500,000 warrants on April 30, 2020 and

February 9, 2021, respectively, as compensation and bonuses.

The April 30, 2020 warrants have an exercise price

of $0.001 per share and the February 9, 2021 warrants have an exercise price of $0.001 per share for non-U.S.

employees and $3.94

All of the warrants have a contractual life of 10 years from the date of issuance and are vested immediately

Additionally, Yonah Kalfa and Mark Radom have 19,994,700 and 26,025 shares of common stock of the Company, respectively.

Mont-Saic subsequently

sold it full right, title and interest in that right to 2672237 Ontario.

Currently, the Company has issued 1,216,560 shares to 2672237

Ontario in satisfaction of the warrant with 6,921,299 shares remaining issuable as of the date of this report.

Additionally, 2672237

Ontario holds 1,636,843 shares of the Company’s common stock from debt to equity conversions and has 2,750,000 warrants related

to debt issuances.

The above officers and directors were granted an aggregate total of 1,125,000.

450,000 and 1,100,000 warrants on April 30, 2020, February 9, 2021 and September 3, 2021, respectively, as compensation and bonuses.

April 30, 2020 warrants have an exercise price of $0.01 per share and the February 9, 2021 warrants have an exercise price of $0.01 per

share for non-U.S.

employees and $39.40 for U.S.

All of the warrants have a contractual life of 10 years from the date of issuance

and are vested immediately upon grant.

Additionally, Yonah Kalfa and Mark Radom have 1,999,470 and 2,603 shares of common stock of the

Company, respectively.

authorized for issuance under equity compensation plans.

3 unchanged sentences

Global Share Incentive Plan (2020), or the 2020

Plan, which was approved by stockholders holding in the aggregate 19,994,700 shares of the Company’s common stock, or approximately

75.4% of the Company’s common stock outstanding on such date.

Plan, which was approved by stockholders holding in the aggregate 19,994,700 shares of the Company’s common stock, or approximately

75.4% of the Company’s common stock outstanding on such date.

The 2020 Plan provides for the grant of awards which are incentive

stock options (“ISOs”), non-qualified stock options (“NQSOs”), unrestricted stock, restricted stock, restricted

stock units, performance stock and other equity-based and cash awards or any combination of the foregoing, to eligible key management

employees, non-employee directors, and non-employee consultants of the Company or any of its subsidiaries (each a “participant”)

(however, solely employees of the Company and its subsidiaries are eligible for incentive stock option awards).

8 unchanged sentences

discretion may terminate the 2020 Plan at any time with respect to any shares for which awards have not theretofore been granted;

however, that the 2020 Plan’s termination shall not materially and adversely impair the rights of a holder, without the consent

of the holder, with respect to any award previously granted.

2 unchanged sentences

as the grant of awards is dependent upon various factors such as hiring requirements and job performance.

Compensation Plan Information

of securities

future issuance

compensation plans approved by security holders

compensation plans not approved by security holders

Equity Compensation Plan Information

Plan Category

securities to be

outstanding options,

warrants and rights

Number of securities

remaining available

for future issuance

compensation plans

(excluding securities

reflected in column

Equity compensation plans approved by security holders

Equity compensation plans not approved by security holders

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

2 unchanged sentences

the audit of our financial statements and for the quarterly reviews of our financial statements.

All Other Fees

Exhibits, Financial Statement Schedules

2 unchanged sentences

10-K are hereby incorporated by reference.

following exhibits, which are numbered in accordance with Item 601 of Regulation S-K, are filed as part of this Annual Report on Form

10-K or, as noted, incorporated by reference herein:

of Incorporation*

of Convertible Redeemable Note issued on November 20, 2019 **

of Convertible Redeemable Note issued on February 11, 2020 **

and Restated Loan Agreement Dated December 13, 2019 with 2490585 Ontario Inc.

Agreement dated December 11, 2019 with 2490585 Ontario Inc.

Agreement dated January 6, 2020 with 2490585 Ontario Inc.

Agreement dated March 1, 2020 with 2490585 Ontario Inc.

12% Promissory Note dated March 16, 2020 ***

12% Securities Purchase Agreement dated March 16, 2020 ***

12% Warrant Agreement dated March 16, 2020 ***

Agreement with Globeride Inc.

dated March 26, 2020 ***

Agreement dated May 12, 2020 with 2490585 Ontario Inc.****

Agreement dated July 3, 2020 with 2490585 Ontario Inc.****

Amendment to Promissory Note and Loan Agreements dated June 1, 2020 with Montsaic Investments, LLC****

Agreement dated June 30, 2020 with Montsaic Investments, LLC****

Agreement dated August 10, 2020 with 2490585 Ontario Inc.****

Agreement dated September 15, 2020 with 2490585 Ontario Inc.****

Agreement dated November 24, 2020 with 2490585 Ontario Inc.*****

Capital Bridge Loan Note dated December 24, 2020.

Capital Bridge Loan Note Extension agreement dated February 2, 2021.

Agreement with Planet Sport Sarl dated August 24, 2020.

Agreement with Sporting Goods Specialist Ltd dated August 25, 2020.

Agreement with Sports Warehouse Australia Pty Ltd dated September 2, 2020.

Agreement with Yonah Kalfa dated September 7, 2020.

Agreement with Dunlop.

City Trademark Assignment Agreement dated November 10, 2020.

Bag Global Share Incentive Plan (2020).

Agreement with Mike Ballardie dated November 1, 2020.

Secured Term Promissory Note dated April 15, 2021.

Loan and Security Agreement dated April 15, 2021.

Property Security Agreement dated April 15, 2021.

Pledge Agreement dated April 15, 2021.

Intercreditor

Agreement dated April 15, 2021.

Purchase Agreement dated April 15, 2021.

Invesco Warrant dated April 15, 2021.

Holdings Warrant dated April 15, 2021.

Interest Purchase Agreement dated June 21, 2021.

Ruddy Service Agreement dated June 21, 2021.++++++^

Gilbert Service Agreement dated June 21, 2021.

Kustas Consulting Agreement dated June 21, 2021.

Certification

of Principal Executive Officer and Principal Financial Officer Pursuant to Rule 13a-14(a) and15d-14(a).

Certification

of Principal Financial Officer Pursuant to Rule 13a-14(a) and15d-14(a).

Certification

of Principal Executive Officer and Pursuant to 18 U.S.C.

Certification

of Principal Financial Officer Pursuant to 18 U.S.C.

Instance Document

Taxonomy Extension Schema Document

Taxonomy Extension Calculation Linkbase Document

Taxonomy Extension Label Linkbase Document

Taxonomy Extension Presentation Linkbase Document

Taxonomy Extension Definition Linkbase Definition

Incorporated by reference to the Registrant’s

Form S-1 (File No.

The following exhibits, which are numbered in accordance with Item 601 of Regulation S-K, are filed as part of this Annual Report

on Form 10-K or, as noted, incorporated by reference herein:

Merger Agreement dated October 6, 2021, by and among Slinger Bag Inc.

and PlaySight Interactive Ltd.

(Incorporated by reference to the Company’s Current Report on Form 8-K filed on October 12, 2021)

Merger Agreement dated October 6, 2021, by and among Slinger Bag Inc., PlaySight Interactive Ltd., and Rohit Krishnan, in his capacity as Shareholders’ Representative (Incorporated by reference to the Company’s Current Report as previously filed on Form 8-K on October 12, 2021)

Addendum to and Amendment to Agreement for the Merger, dated February 16, 2022, by and among Slinger Bag Inc., PlaySight Interactive Ltd., Rohit Krishnan, in his capacity as Shareholders’ Representative, and SB Merger Sub Ltd.

(Incorporated by reference to the Company’s Current Report as previously filed on Form 8-K on February 22, 2022)

Share Purchase Agreement dated September 27, 2021 by and among Slinger Bag Inc., Flixsense Pty Ltd., and selling stockholders of Flixsense Pty Ltd.

(Incorporated by reference to the Company’s Current Report as previously filed on Form 8-K on September 27, 2021)

Share Purchase Agreement, dated February 2, 2022 (Incorporated by reference to the Company’s Current Report as previously filed on Form 8-K on February 8, 2022)

Articles of Incorporation (Incorporated by reference to the Registrant’s Form S-1 (File No.

333-214463), filed with the Commission on November 7, 2016)

Incorporated by reference to the Company’s Quarterly

Report on Form 10-Q filed on March 22, 2020

Incorporated by reference to the Company’s Current

Report on Form 8-K filed on April 1, 2020