Quarterly report pursuant to Section 13 or 15(d)

RELATED PARTY TRANSACTIONS

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RELATED PARTY TRANSACTIONS
9 Months Ended
Sep. 30, 2022
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS

Note 13. RELATED PARTY TRANSACTIONS

 

Convertible Bridge Promissory Notes

 

On August 11, 2022, certain officers and directors of the Company purchased convertible promissory Bridge Notes from the Company that bore interest at 6% per year and had maturity dates of October 31, 2022. The unpaid principal and accrued interest under each such Bridge Note was convertible into shares of Common Stock at a conversion price of $4.20 per share. Upon the IPO Closing, each Bridge Note automatically converted into a certain number of shares of Common Stock based on the outstanding principal balance and accrued and unpaid interest under such note as of September 6, 2022. Additionally, in connection with purchasing a Bridge Note, each purchaser received a warrant (“Bridge Warrant”) that had a five-year term and was convertible into the number of shares of Common Stock specified below at an exercise price of $5.25 per share.

 

 

Zannes Note and Warrant

 

Maria Zannes, the founder, President, Chief Executive Officer, and a director of the Company, purchased a Bridge Note in the principal amount of $99,000. Upon the IPO Closing, the Bridge Note automatically converted into 23,672 shares of Common Stock. In connection with her Bridge Note purchase, Ms. Zannes received a Bridge Warrant to purchase 23,571 shares of Common Stock at an exercise price of $5.25 per share.

 

Girgenti Note and Warrant

 

Steven Girgenti, the Executive Chairman and a director of the Company, purchased a Bridge Note in the principal amount of $150,000. Upon the IPO Closing, the Bridge Note automatically converted into 35,866 shares of Common Stock. In connection with his Bridge Note purchase, Mr. Girgenti received a Bridge Warrant to purchase 35,714 shares of Common Stock at an exercise price of $5.25 per share.