| CUSIP
No. 70261F103 |
13D |
Page
2 of 14 |
| (1)
|
NAMES
OF REPORTING PERSONS
Concord
IP2 Ltd. |
| (2) |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☒ (b) ☐ |
| (3) |
SEC
USE ONLY |
| (4) |
SOURCE OF FUNDS (see instructions)
WC, OO |
| (5) |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ |
| (6) |
CITIZENSHIP OR PLACE OF ORGANIZATION
Province of Ontario |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
(7) |
SOLE
VOTING POWER |
| |
0
shares |
| (8) |
SHARED
VOTING POWER |
| |
0
shares |
| (9) |
SOLE
DISPOSITIVE POWER |
| |
0
shares |
| (10) |
SHARED
DISPOSITIVE POWER |
| |
0
shares |
| (11) |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| (12) |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ |
| (13) |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%* |
| (14) |
TYPE OF REPORTING PERSON (see instructions)
CO |
*
Percentage calculated based on 29,248,688 shares of common stock, par value $0.0001 per share, outstanding as of November 14, 2022,
as reported in the Form 10-Q for the quarterly period ended September 30, 2022, of Pasithea Therapeutics Corp.
| CUSIP
No. 70261F103 |
13D |
Page
3 of 14 |
| (1)
|
NAMES
OF REPORTING PERSONS
Elderhill
Corporation |
| (2) |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☒ (b) ☐ |
| (3) |
SEC
USE ONLY |
| (4) |
SOURCE
OF FUNDS (see instructions)
WC, OO |
| (5) |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ |
| (6) |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Province of Ontario |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
(7) |
SOLE
VOTING POWER |
| |
0
shares |
| (8) |
SHARED
VOTING POWER |
| |
0
shares |
| (9) |
SOLE
DISPOSITIVE POWER |
| |
0
shares |
| (10) |
SHARED
DISPOSITIVE POWER |
| |
0
shares |
| (11) |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| (12) |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ |
| (13) |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%* |
| (14) |
TYPE
OF REPORTING PERSON (see instructions)
CO |
*
Percentage calculated based on 29,248,688 shares of common stock, par value $0.0001 per share, outstanding as of November 14, 2022,
as reported in the Form 10-Q for the quarterly period ended September 30, 2022, of Pasithea Therapeutics Corp.
| CUSIP
No. 70261F103 |
13D |
Page
4 of 14 |
| (1)
|
NAMES
OF REPORTING PERSONS
David
Delaney |
| (2) |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☒ (b) ☐ |
| (3) |
SEC
USE ONLY |
| (4) |
SOURCE
OF FUNDS (see instructions)
AF |
| (5) |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ |
| (6) |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Canada |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
(7) |
SOLE
VOTING POWER |
| |
0
shares |
| (8) |
SHARED
VOTING POWER |
| |
0
shares |
| (9) |
SOLE
DISPOSITIVE POWER |
| |
0
shares |
| (10) |
SHARED
DISPOSITIVE POWER |
| |
0
shares |
| (11) |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| (12) |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ |
| (13) |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%* |
| (14) |
TYPE
OF REPORTING PERSON (see instructions)
IN |
*
Percentage calculated based on 29,248,688 shares of common stock, par value $0.0001 per share, outstanding as of November 14, 2022,
as reported in the Form 10-Q for the quarterly period ended September 30, 2022, of Pasithea Therapeutics Corp.
| CUSIP
No. 70261F103 |
13D |
Page
5 of 14 |
| (1)
|
NAMES
OF REPORTING PERSONS
Leonite Capital LLC |
| (2) |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☒ (b) ☐ |
| (3) |
SEC
USE ONLY |
| (4) |
SOURCE
OF FUNDS (see instructions)
WC,
OO |
| (5) |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ |
| (6) |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
(7) |
SOLE
VOTING POWER |
| |
0
shares |
| (8) |
SHARED
VOTING POWER |
| |
0
shares |
| (9) |
SOLE
DISPOSITIVE POWER |
| |
0
shares |
| (10) |
SHARED
DISPOSITIVE POWER |
| |
0
shares |
| (11) |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| (12) |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ |
| (13) |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%* |
| (14) |
TYPE
OF REPORTING PERSON (see instructions)
OO |
*
Percentage calculated based on 29,248,688 shares of common stock, par value $0.0001 per share, outstanding as of November 14, 2022,
as reported in the Form 10-Q for the quarterly period ended September 30, 2022, of Pasithea Therapeutics Corp.
| CUSIP
No. 70261F103 |
13D |
Page
6 of 14 |
| (1)
|
NAMES
OF REPORTING PERSONS
Leonite
Fund I, LP |
| (2) |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☒ (b) ☐ |
| (3) |
SEC
USE ONLY |
| (4) |
SOURCE
OF FUNDS (see instructions)
OO |
| (5) |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ |
| (6) |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
(7) |
SOLE
VOTING POWER |
| |
0
shares |
| (8) |
SHARED
VOTING POWER |
| |
0
shares |
| (9) |
SOLE
DISPOSITIVE POWER |
| |
0
shares |
| (10) |
SHARED
DISPOSITIVE POWER |
| |
0
shares |
| (11) |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| (12) |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ |
| (13) |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%* |
| (14) |
TYPE
OF REPORTING PERSON (see instructions)
OO |
*
Percentage calculated based on 29,248,688 shares of common stock, par value $0.0001 per share, outstanding as of November 14, 2022,
as reported in the Form 10-Q for the quarterly period ended September 30, 2022, of Pasithea Therapeutics Corp.
| CUSIP
No. 70261F103 |
13D |
Page
7 of 14 |
| (1)
|
NAMES
OF REPORTING PERSONS
Avi Geller |
| (2) |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☒ (b) ☐ |
| (3) |
SEC
USE ONLY |
| (4) |
SOURCE
OF FUNDS (see instructions)
AF |
| (5) |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ |
| (6) |
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States of America |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
(7) |
SOLE
VOTING POWER |
| |
0
shares |
| (8) |
SHARED
VOTING POWER |
| |
0
shares |
| (9) |
SOLE
DISPOSITIVE POWER |
| |
0
shares |
| (10) |
SHARED
DISPOSITIVE POWER |
| |
0
shares |
| (11) |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| (12) |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ |
| (13) |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%* |
| (14) |
TYPE
OF REPORTING PERSON (see instructions)
IN |
*
Percentage calculated based on 29,248,688 shares of common stock, par value $0.0001 per share, outstanding as of November 14, 2022,
as reported in the Form 10-Q for the quarterly period ended September 30, 2022, of Pasithea Therapeutics Corp.
| CUSIP
No. 70261F103 |
13D |
Page
8 of 14 |
| (1)
|
NAMES
OF REPORTING PERSONS
Camac Partners, LLC |
| (2) |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☒ (b) ☐ |
| (3) |
SEC
USE ONLY |
| (4) |
SOURCE
OF FUNDS (see instructions)
OO |
| (5) |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ |
| (6) |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
(7) |
SOLE
VOTING POWER |
| |
0
shares |
| (8) |
SHARED
VOTING POWER |
| |
0
shares |
| (9) |
SOLE
DISPOSITIVE POWER |
| |
0
shares |
| (10) |
SHARED
DISPOSITIVE POWER |
| |
0
shares |
| (11) |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| (12) |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ |
| (13) |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%* |
| (14) |
TYPE
OF REPORTING PERSON (see instructions)
OO |
*
Percentage calculated based on 29,248,688 shares of common stock, par value $0.0001 per share, outstanding as of November 14, 2022,
as reported in the Form 10-Q for the quarterly period ended September 30, 2022, of Pasithea Therapeutics Corp.
| CUSIP
No. 70261F103 |
13D |
Page
9 of 14 |
| (1)
|
NAMES
OF REPORTING PERSONS
Camac Capital, LLC |
| (2) |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☒ (b) ☐ |
| (3) |
SEC
USE ONLY |
| (4) |
SOURCE
OF FUNDS (see instructions)
OO |
| (5) |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ |
| (6) |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
(7) |
SOLE
VOTING POWER |
| |
0
shares |
| (8) |
SHARED
VOTING POWER |
| |
0
shares |
| (9) |
SOLE
DISPOSITIVE POWER |
| |
0
shares |
| (10) |
SHARED
DISPOSITIVE POWER |
| |
0
shares |
| (11) |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| (12) |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ |
| (13) |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%* |
| (14) |
TYPE
OF REPORTING PERSON (see instructions)
OO |
*
Percentage calculated based on 29,248,688 shares of common stock, par value $0.0001 per share, outstanding as of November 14, 2022,
as reported in the Form 10-Q for the quarterly period ended September 30, 2022, of Pasithea Therapeutics Corp.
| CUSIP
No. 70261F103 |
13D |
Page
10 of 14 |
| (1)
|
NAMES
OF REPORTING PERSONS
Camac Fund, LP |
| (2) |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☒ (b) ☐ |
| (3) |
SEC
USE ONLY |
| (4) |
SOURCE
OF FUNDS (see instructions)
OO |
| (5) |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ |
| (6) |
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
(7) |
SOLE
VOTING POWER |
| |
0
shares |
| (8) |
SHARED
VOTING POWER |
| |
0
shares |
| (9) |
SOLE
DISPOSITIVE POWER |
| |
0
shares |
| (10) |
SHARED
DISPOSITIVE POWER |
| |
0
shares |
| (11) |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| (12) |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ |
| (13) |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%* |
| (14) |
TYPE
OF REPORTING PERSON (see instructions)
OO |
*
Percentage calculated based on 29,248,688 shares of common stock, par value $0.0001 per share, outstanding as of November 14, 2022,
as reported in the Form 10-Q for the quarterly period ended September 30, 2022, of Pasithea Therapeutics Corp.
| CUSIP
No. 70261F103 |
13D |
Page
11 of 14 |
| (1)
|
NAMES
OF REPORTING PERSONS
Eric Shahinian |
| (2) |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions)
(a)
☒ (b) ☐ |
| (3) |
SEC
USE ONLY |
| (4) |
SOURCE
OF FUNDS (see instructions)
OO |
| (5) |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ☐ |
| (6) |
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States of America |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH |
(7) |
SOLE
VOTING POWER |
| |
0
shares |
| (8) |
SHARED
VOTING POWER |
| |
0
shares |
| (9) |
SOLE
DISPOSITIVE POWER |
| |
0
shares |
| (10) |
SHARED
DISPOSITIVE POWER |
| |
0
shares |
| (11) |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares |
| (12) |
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see instructions) ☐ |
| (13) |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%* |
| (14) |
TYPE
OF REPORTING PERSON (see instructions)
IN |
*
Percentage calculated based on 29,248,688 shares of common stock, par value $0.0001 per share, outstanding as of November 14, 2022,
as reported in the Form 10-Q for the quarterly period ended September 30, 2022, of Pasithea Therapeutics Corp.
Explanatory
Note
This
Amendment No. 9 (this “Amendment”) amends and supplements the Schedule 13D filed on June 1, 2022, as amended on June 16,
2022, June 27, 2022, July 27, 2022, August 11, 2022, September 1, 2022, September 2, 2022, November 1, 2022, and December 13, 2022 (as
amended, the “Schedule 13D”), by the Reporting Persons relating to the Common Stock of the Issuer. Information reported in
the Schedule 13D remains in effect except to the extent that it is amended, restated or superseded by information contained in this Amendment.
Capitalized terms used but not defined in this Amendment have the respective meanings set forth in the Schedule 13D. All references in
the Schedule 13D and this Amendment to the “Statement” will be deemed to refer to the Schedule 13D as amended and supplemented
by this Amendment.
| Item
4. |
Purpose
of Transaction. |
Item
4 is hereby amended to add the following:
Pursuant
to a Stock Purchase Agreement
(the “Stock Purchase Agreement”) entered into in connection with the transactions contemplated by the Cooperation Agreement,
the Issuer repurchased all shares of Common Stock held by the
Reporting Persons at a price of $1.0003 per share.
The
foregoing description of the Stock Purchase Agreement is qualified in its entirety by reference to the full text of the Stock Purchase
Agreement, which is attached as Exhibit 8 and is incorporated by reference.
| Item
5. |
Interest
in Securities of the Issuer. |
The
first paragraph under Item 5(a) and (b) is amended and restated as follows:
(a)
and (b) The responses of the Reporting Persons to rows 7, 8, 9, 10, 11 and 13 on the cover pages of this Statement are incorporated herein
by reference. As of 4 p.m., Eastern time, on January 10, 2023, the Reporting Persons no longer beneficially owned any shares of
Common Stock.
Item
5 (e) is amended and restated as follows:
(e)
The Reporting Persons ceased to beneficially own, or be deemed to beneficially own, more than 5% of the Common Stock on January 10,
2023.
| Item
7. |
Material
to be Filed as Exhibits. |
Item
7 is amended and restated as follows:
The
following documents are filed as exhibits:
| Exhibit
Number |
|
Description |
1
|
|
Joint Filing and Advocacy Agreement.*
|
| 2 |
|
Letter to the Issuer’s Board of Directors, dated June 1, 2022.* |
| 3 |
|
Press release, dated June 23, 2022.* |
| 4 |
|
Joinder Agreement, effective as of August 19, 2022.* |
| 5 |
|
Press release, dated September 6, 2022.* |
| 6 |
|
Cooperation Agreement, dated as of December 9, 2022, by and among Pasithea Therapeutics Corp., Concord IP2 Ltd., Elderhill Corporation, Leonite Capital LLC, Leonite Fund I, LP, Camac Partners, LLC, Camac Capital, LLC, Camac Fund, LP, David Delaney, Avi Geller, and Eric Shahinian.* |
7
|
|
Press Release, dated December 12, 2022.*
|
| 8 |
|
Stock
Purchase Agreement, dated as of December 21, 2022, by and among Pasithea Therapeutics Corp., Concord IP2 Ltd., Elderhill Corporation,
Leonite Capital LLC, Leonite Fund I, LP, Camac Partners, LLC, Camac Capital, LLC, Camac Fund, LP, David Delaney, Avi Geller, and
Eric Shahinian. |
*
Previously filed.
SIGNATURES
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete
and correct.
| Dated:
January 10, 2023 |
|
| |
|
| |
CONCORD
IP2 LTD. |
| |
|
| |
By: |
/s/
David Delaney |
| |
Name: |
David
Delaney |
| |
Title: |
President |
| |
|
| |
ELDERHILL
CORPORATION |
| |
|
| |
By: |
/s/
David Delaney |
| |
Name: |
David
Delaney |
| |
Title: |
President |
| |
|
| |
/s/
David Delaney |
| |
David
Delaney |
| |
|
| |
LEONITE
CAPITAL LLC |
| |
|
| |
By: |
/s/
Avi Geller |
| |
Name: |
Avi
Geller |
| |
Title: |
CIO |
| |
|
|
| |
LEONITE
FUND I, LP |
| |
|
| |
By:
Leonite Advisors LLC, its General Partner |
| |
|
| |
By: |
/s/
Avi Geller |
| |
Name: |
Avi
Geller |
| |
Title: |
Managing
Member of the GP |
| |
|
|
| |
/s/
Avi Geller |
| |
Avi
Geller |
| |
|
| |
CAMAC
PARTNERS, LLC |
| |
|
| |
By:
Camac Capital, LLC |
| |
its
general partner |
| |
|
| |
By: |
/s/
Eric Shahinian |
| |
Name: |
Eric
Shahinian |
| |
Title: |
Managing
Member of the GP |
| |
CAMAC
CAPITAL, LLC |
| |
|
| |
By: |
/s/
Eric Shahinian |
| |
Name: |
Eric
Shahinian |
| |
Title: |
Managing
Member |
| |
|
| |
CAMAC
FUND, LP |
| |
|
| |
By:
Camac Capital, LLC |
| |
its
general partner |
| |
|
| |
By: |
/s/
Eric Shahinian |
| |
Name: |
Eric
Shahinian |
| |
Title: |
Managing
Member of the GP |
| |
|
| |
/s/
Eric Shahinian |
| |
Eric
Shahinian |
Schedule A
Transactions by the Reporting Persons in the Past
60 Days
The following table sets
forth all previously unreported transactions with respect to the Common Stock effected in the 60 days preceding January 10, 2023,
by or on behalf of the Reporting Persons, inclusive of any transactions effected through 4:00 p.m., Eastern time, on January 10,
2023.
| Beneficial Ownership | |
Transaction Date | | |
Purchase or Sale | | |
Quantity | | |
Price per Share (excluding commission) | | |
How Effected | |
| Concord | |
1/10/2023 | | |
| Sale | | |
| 191,321 | | |
$ | 1.0003 | | |
| Private Sale(1) | |
| Elderhill | |
1/10/2023 | | |
| Sale | | |
| 36,200 | | |
$ | 1.0003 | | |
| Private Sale(1) | |
| Leonite | |
12/30/2022 | | |
| Sale | | |
| 1,034,702 | | |
$ | 1.0003 | | |
| Private Sale(1) | |
| Leonite Fund | |
12/30/2022 | | |
| Sale | | |
| 154,644 | | |
$ | 1.0003 | | |
| Private Sale(1) | |
| Camac Fund | |
12/27/2022 | | |
| Sale | | |
| 1,788,415 | | |
$ | 1.0003 | | |
| Private Sale(1) | |
(1) Common Stock sold to the Issuer pursuant to the Stock Purchase Agreement.
