Form D - Notice of Exempt Offering of Securities - Item 06b
F-1
SHARE RESALE REGISTRATION
S-8
Form S-8 - Securities to be offered to employees in employee benefit plans
F-1
Alumni SPA - The price at which shares are sold to Alumni is determined by a discount to the market price of the company's Common Shares on the NYSE American. Specifically, the purchase price is set at 92.5% of the lowest daily VWAP (Volume Weighted Average Price) for the Common Shares during the five business days prior to the closing date of the purchase notice. This discounted pricing structure allows Alumni to purchase shares at a lower price than the prevailing market rate. The amount of shares sold to Alumni is determined by the company, which has discretion over the timing, price, and number of shares sold under the Any Market Purchase Agreement. The company can direct Alumni to purchase shares up to a monetary limit of $1,000,000, which can be increased to $5,000,000 by mutual agreement. However, there are limitations, such as the Beneficial Ownership Limitation, which restricts Alumni from owning more than 4.99% of the outstanding Common Shares, unless adjusted to a maximum of 9.99%. The actual number of shares sold will depend on market conditions and strategic decisions made by the company.
S-8
Form S-8 - Securities to be offered to employees in employee benefit plans