What changed in this filing

/stocks — the workspaceLOADING

Item 5. Market for Registrant’s Common Equity

2023-09-14 compared with 2023-05-17 · 93 added, 26 removed, 59 unchanged (67% of the section changed)

13 unchanged sentences

July 31, 2022

Quarter Ended

April 30, 2022

On May 17, 2023, there were 235 holders of

record of our common stock, as reported by the Company’s transfer agent.

In computing the number of holders of record, each broker-dealer

and clearing corporation holding shares on behalf of its customers is counted as a single shareholder.

January 31, 2022

October 31, 2021

July 31, 2021

April 30, 2021

September 14, 2023, there were 239 holders of record of our common stock, as reported by the Company’s transfer agent.

the number of holders of record, each broker-dealer and clearing corporation holding shares on behalf of its customers is counted as

a single shareholder.

have never declared or paid any cash dividends on our common stock nor do we anticipate paying any in the foreseeable future.

35 unchanged sentences

of warrants Midcity received from its warrant agreement with company dated March 2020.

On August 25, 2022, we issued 30,000 shares of common

stock to Midcity Capital Ltd (“Midcity”) pursuant to a cashless conversion of warrants Midcity received from its warrant agreement

with company dated March 2020.

On September 28, 2022, we issued 1,018,510 shares

of common stock and pre-funded warrants (the “Pre-Funded Warrants”) to purchase an aggregate of 11,802,002 shares of its common

stock, together with accompanying common stock warrants, at a combined purchase price of $0.39 per share of the common stock and associated

common stock warrant and $0.3899 per Pre-Funded Warrant and associated common stock warrants to Armistice Capital Master Fund Ltd.

Pre-Funded Warrants have an exercise price of $0.00001 per share of common stock and are exercisable until the Pre-Funded Warrants are

exercised in full.

The shares of common stock and Pre-Funded Warrants were sold in the offering together with common stock warrants to

purchase 12,820,512 shares of common stock at an exercise price of $0.39 per share and a term of five years following the initial exercise

date (the “5-Year Warrants”) and warrants to purchase 25,641,024 shares of common stock at an exercise price of $0.43 per

share and a term of seven and one half years (the “7.5-Year Warrants”) following the initial exercise date (collectively,

the “September Warrants”.

6, 2023, the Company issued warrants to purchase 9,049,774 shares of the Company’s common stock (the “January Warrants”).

The January Warrants have an exercise price per share equal $0.221.

The company used the net proceeds it received from

its registered offering on June 14, 2022 (i.e., $4,195,000) for the following purposes (dollars in thousands):

August 25, 2022, we issued 30,000 shares of common stock to Midcity Capital Ltd (“Midcity”) pursuant to a cashless conversion

of warrants Midcity received from its warrant agreement with company dated March 2020.

September 28, 2022, the Company entered into a securities purchase agreement (the “Securities Purchase Agreement”) with a

single institutional investor (the “Investor”) for the issuance and sale of (i) 1,018,510 shares of common stock and (ii)

pre-funded warrants (the “Pre-Funded Warrants”) to purchase an aggregate of 11,802,002 shares of its common stock, together

with accompanying common stock warrants, at a combined purchase price of $0.39 per share of the common stock and associated common stock

warrant and $0.3899 per Pre-Funded Warrant and associated common stock warrants for an aggregate amount of approximately $5.0 million

(the “Offering”).

The Pre-Funded Warrants have an exercise price of $0.00001 per share of common stock and are exercisable

until the Pre-Funded Warrants are exercised in full.

The shares of common stock and Pre-Funded Warrants were sold in the offering together

with common stock warrants to purchase 12,820,512 shares of common stock at an exercise price of $0.39 per share and a term of five years

following the initial exercise date (the “5-Year Warrants”) and 25,641,024 common stock warrants to purchase 25,641,024 shares

of common stock at an exercise price of $0.43 per share and a term of seven and one half years (the “7.5-Year Warrants”)

following the initial exercise date (collectively, the “Warrants”).

The Warrants issued in the Offering contain variable

pricing features.

The Warrants and Pre-Funded Warrants will be exercisable beginning on the date stockholder approval is received and

effective allowing exercisability of the Warrants and Pre-Funded Warrants under Nasdaq rules.

September 28, 2022, the Company and the Investor entered into a registration rights agreement (the “Registration Rights Agreement”).

The Registration Rights Agreement provides that the Company shall file a registration statement with the Securities and Exchange Commission

(“SEC”) covering the resale of the unregistered shares of common stock and the shares of common stock issuable upon exercise

of the Warrants and Pre-Funded Warrants no later than December 20, 2022 (the “Filing Date”) and to use best efforts to have

the registration statement declared effective as promptly as practical thereafter, and in any event no later than sixty (60) days after

the Filing Date.

January 6, 2023, the Company entered into a loan and security agreement (the “Loan and Security Agreement”) with a one or

more institutional investors (the “Lenders”) and Armistice Capital Master Fund Ltd.

as agent for the Lenders (the “Agent”)

for the issuance and sale of (i) a note in an aggregate principal amount of up to $2,000,000 (the “Note”) with the initial

advance under the Loan and Security Agreement being $1,400,000 and (ii) warrants (the “Warrants”) to purchase a number of

shares of common stock of the Company equal to 200% of the face amount of the Note divided by the closing price of the common stock of

the Company on the date of the issuance of the Notes (collectively, the “Initial Issuance”).

The closing price of the Company’s

common stock on January 6, 2023, as reported by Nasdaq, was $0.221 per share, so the Warrants in respect of the initial advance under

the Note are exercisable for up to 18,099,548 shares of the Company’s common stock.

The Warrants have an exercise price per share

equal to the closing price of the common stock of the Company on the date of the issuance of the Note, or $0.221 per share and a term

of five- and one-half (5½) years following the initial exercise date.

The initial exercise date of the Warrants will be the date

stockholder approval is received and effective allowing exercisability of the Warrants under Nasdaq rules.

Pursuant to the terms of the

Loan and Security Agreement, an additional advance of $600,000 may be made by to the Company under the Note.

The Company’s obligations

under the terms of the Loan and Security Agreement are fully and unconditionally guaranteed by all of the Company’s subsidiaries

(the “Guarantors”).

connection with the Loan and Security Agreement, the Company and each of the Guarantors entered into a pledge and security agreement

with the Agent (the “Pledge and Security Agreements”).

The Pledge and Security Agreements provide that the Company and the

Guarantors will grant the Agent a security interest in all of the Company’s and each Guarantor’s respective assets.

Company used the net proceeds from the Loan and Security Agreement to pay expenses, including accounting and legal fees, relating to

the registration of certain previously issued securities of the Company, which securities were issued to an affiliate of the Agent, and

following the payment of such expenses, to fund the Company’s operations.

May 23, 2023, Connexa Sports Technologies Inc.

(the “Company”) issued the following shares of its common stock (“Shares”)

to the following persons in transactions that were exempt from registration under the Securities Act of 1933, as amended (the “Securities

Act”), pursuant to Section 4(a)(2) of the Securities Act as transactions by an issuer not involving any public offering:

Shares to vendors in exchange for a reduction of $270,000 in the amount owed to such vendors;

Shares to Mike Ballardie, the Company’s chief executive officer and director, pursuant to an exercise of warrants by Mr.

Shares to Yona Kalfa, the Company’s chief innovation officer and director, pursuant to an exercise of warrants by Mr.

Shares to ambassadors as compensation to such ambassadors under their ambassador agreements;

Shares to the former owner and staff of Foundation Sports Systems, LLC (“Foundation”) as final payment to such persons

for 100% of the membership interests of Foundation pursuant to the Membership Interest Purchase Agreement between the Company and

Charlie Ruddy dated June 18, 2021.

On June 8, 2023, the Company issued (i) 1,500 shares

to an ambassador as compensation to such ambassador under its ambassador agreement and (ii) 1,737442 shares to a lender (the “Lender”)

in connection with the conversion of the outstanding principal amount of a $1,000,000 2.25% Promissory Note due April 30, 2021 into shares

of common stock of the Company in exchange for a sufficient amount of shares of the Company to realize $1,500,000 in proceeds from the

sale of shares of the Company’s common stock (the “Lender”).

On June 20, 2023, the Company issued 272,332 shares

of common stock to the Lender in connection with the Conversion.

On July 26, 2023, the Company issued 1,737,442 shares

of common stock to the Lender in connection with the Conversion.

On August 1, 2023, the Company issued 1,241,658 shares

of common stock to Armistice upon the exercise of its Pre-Funded Warrants.

On August 17, 2023, the Company issued 75,003 shares

of common stock to Rodney Rapson as compensation for Mr.

Rapson’s advisory services under the advisory agreement between the Company

On August 31, 2023, the Company issued 1,700,000 shares

of common stock to the Lender in connection with the Conversion.

company used the net proceeds it received from its registered offering on June 14, 2022 (i.e., $4,195,000) for the following purposes

(dollars in thousands):

Use of Net Proceeds

2 unchanged sentences

Payment to Mr.

more information, see “Management’s Discussion and Analysis of Results of Operations and Financial

Condition—Description of Indebtedness—Loan Agreements .”

more information, see “ Management’s Discussion and Analysis of Results of Operations and Financial

Condition—Overview—Gameface Acquisition.”

more information, see “Management’s Discussion and Analysis of Results of Operations and Financial Condition—Description

of Indebtedness—Loan Agreements .”

more information, see “ Management’s Discussion and Analysis of Results of Operations and Financial Condition—Overview—Gameface

Acquisition.”

Purchases of Equity Securities

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity