What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2024-07-25 compared with 2023-09-14 · 32 added, 112 removed, 40 unchanged (78% of the section changed)

3 unchanged sentences

Authority, Inc.

(“FINRA”) under the symbol “SLBG” (since November 2019).

(“FINRA”) under the symbol “YYAI” (since April 15, 2024).

On April 7, 2022, the Company effected

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2022, the Company uplisted its shares of common stock to the Nasdaq Capital Market where its shares of common stock now trade.

Quarter Ended

April 30, 2023

15, 2024, the Company effected a symbol change from “CNXA” to “YYAI”.

January 31, 2024

1 unchanged sentence

July 31, 2023

Quarter Ended

April 30, 2022

January 31, 2023

1 unchanged sentence

July 31, 2022

April 30, 2021

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

April 30, 2024, there were 218 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

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

Company has reserved a total of 1,500,000 shares for issuance under awards to be made under the 2020 Plan, all of which may, but need

not, be issued in connection with ISOs.

To the extent that an award lapses, expires, is canceled, is terminated unexercised or ceases

to be exercisable for any reason, or the rights of its holder terminate, any shares subject to such award shall again be available for

the grant of a new award.

The 2020 Plan shall continue in effect, unless sooner terminated, until the tenth (10th) anniversary of the

date on which it was adopted by the Board of Directors (except as to awards outstanding on that date).

The Board of Directors in its

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.

Company had reserved a total of 1,875 shares for issuance under awards to be made under the 2020 Plan, all of which may, but need not,

be issued in connection with ISOs.

On May 20, 2024, the Company issued 263 shares of common stock to Yonah Kalfa and warrants to purchase

263 shares of common stock with an exercise price of $0.02 and a term of 10 years to Mike Ballardie thereby depleting the 1,875 share

On May 15, 2024, at the Company’s annual general meeting, the stockholders of the Company approved an amendment to make

an additional 1,500,000 shares of the Common Stock available for the issuance of awards under the plan by a vote of 13,170,657 for, 49,045

against and 1,457 abstentions.

To the extent that an award lapses, expires, is canceled, is terminated unexercised or ceases to be exercisable

for any reason, or the rights of its holder terminate, any shares subject to such award shall again be available for the grant of a new

The 2020 Plan shall continue in effect, unless sooner terminated, until the tenth (10th) anniversary of the date one which it

was adopted by the Board of Directors (except as to awards outstanding on that date).

The Board of Directors in its discretion may terminate

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

provided, 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.

new hires, non-employee directors and additional non-employee consultants are eligible to participate in the 2020 Plan as well.

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May 1, 2024, the Company has issued an aggregate of 725,342 shares of its common stock consisting of:

June 16, 2022, we issued 4,389,469 shares of common stock to the investors who purchased on August 6, 2021 our 8% Senior Convertible

Note in an aggregate principal amount of $11,000,000.

June 27, 2022, we issued 25,000 shares of common stock to Gabriel Goldman for consulting services performed in the first quarter of calendar

2022 (Gabriel Goldman became a director of the Company on June 15, 2022).

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.

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”).

May 24, 2024, the Company issued 47,116 shares of common stock to Yonah Kalfa in satisfaction of deferred compensation obligations.

May 24, 2024, the Company issued 150,000 shares of common stock to its directors as compensation for the service and for their extraordinary

contributions to the Company and warrants to purchase 50,000 shares of common stock with an exercise price of $0.02 and a term of 10

years to Mike Ballardie as compensation for his service and for his extraordinary contribution to the Company.

May 24, 2024, the Company issued 33,500 shares of common stock consisting of 16,750 shares of common stock to each of Juda Honickman

and Mark Radom for their extraordinary contributions to the Company.

On June 27, 2024, the Company issued 511,214 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

Working Capital

Repayment of Midcity Capital loan (1)

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.”

of common stock upon the exercise of warrants.

On July 8, 2024, the Company issued 110,665 shares of common stock to satisfy

DTC’s request for round-up shares as a result of the Company’s recent 1-20 reverse split.

On July 23, 2024, the Company issued 10 shares of common stock to a former

shareholder of PlaySight in satisfaction of the Company’s obligation to issue shares of its common stock in exchange for its shares

of PlaySight.

This issuance was delayed until July 23, 2024 due to administrative issues.

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