SELLING SHAREHOLDERS. The common stock being offered by the selling shareholders are those previously issued to the selling shareholders, and those issuable to the selling shareholders, upon exercise of the warrants. For additional information regarding the issuances of those shares of common stock and warrants, see "Private Placement of Common Shares and Warrants" above. We are registering the shares of common stock in order to permit the selling shareholders to offer the shares for resale from time to time. Except for the ownership of the shares of common stock and the warrants, the selling shareholders have not had any material relationship with us within the past three years. The table below lists the selling shareholders and other information regarding the beneficial ownership of the shares of common stock by each of the selling shareholders. The second column lists the number of shares of common stock beneficially owned by each selling shareholder, based on its ownership of the shares of common stock and warrants, as of ________, 2018, assuming exercise of the warrants held by the selling shareholders on that date, without regard to any limitations on exercises. The third column lists the shares of common stock being offered by this prospectus by the selling shareholders. In accordance with the terms of a registration rights agreement with the selling shareholders, this prospectus generally covers the resale of the sum of (i) the number of shares of common stock issued to the selling shareholders in the __________________ and (ii) the maximum number of shares of common stock issuable upon exercise of the related warrants, determined as if the outstanding warrants were exercised in full as of the trading day immediately preceding the date this registration statement was initially filed with the SEC, each as of the trading day immediately preceding the applicable date of determination and all subject to adjustment as provided in the registration right agreement, without regard to any limitations on the exercise of the warrants. The fourth column assumes the sale of all of the shares offered by the selling shareholders pursuant to this prospectus. Under the terms of the warrants, a selling shareholder may not exercise the warrants to the extent such exercise would cause such selling shareholder, together with its affiliates and attribution parties, to beneficially own a number of shares of common stock which would exceed [4.99]% of our then outstanding common stock following...
SELLING SHAREHOLDERS. The common stock being offered by the selling shareholders are those issuable to the selling shareholders pursuant to the terms of certain of the Company’s promissory notes. For additional information regarding the issuances of those notes, see “Private Placement of Notes” above. We are registering the shares of common stock in order to permit the selling shareholders to offer the shares for resale from time to time. Except for the ownership of the notes, the selling shareholders have not had any material relationship with us within the past three years. The table below lists the selling shareholders and other information regarding the beneficial ownership of our shares of common stock by each of the selling shareholders. The second column lists the number of shares of common stock beneficially owned by each selling shareholder, based on its ownership of the notes, as of [●], 2024, assuming the conversion of the notes held by the selling shareholders on that date, without regard to any limitations on exercises. The third column lists the shares of common stock being offered by this prospectus by the selling shareholders. In accordance with the terms of a registration rights agreement with the selling shareholders, this prospectus generally covers the resale of the maximum number of shares of common stock issuable pursuant to the notes, determined as if the notes were converted in full as of the trading day immediately preceding the date this registration statement was initially filed with the SEC, each as of the trading day immediately preceding the applicable date of determination and all subject to adjustment as provided in the registration right agreement, without regard to any limitations on conversion or exercise, as applicable, in the notes. The fourth column assumes the sale of all of the shares offered by the selling shareholders pursuant to this prospectus. Name of Selling Shareholder Number of shares of Common Stock Owned Prior to Offering Maximum Number of shares of Common Stock to be Sold Pursuant to this Prospectus Number of shares of Common Stock Owned After Offering ANNEX C PRESTO AUTOMATION INC. SELLING STOCKHOLDER NOTICE AND QUESTIONNAIRE The undersigned beneficial owner of common stock (the “Registrable Securities”) of Presto Automation Inc., a Delaware corporation (the “Company”), understands that the Company has filed or intends to file with the Securities and Exchange Commission (the “SEC”) a registration statement (the “Registration S...
SELLING SHAREHOLDERS. Selling Shareholders" shall have the meaning specified in the introductory paragraph of the Agreement.
SELLING SHAREHOLDERS. Beijing Shengjia Tongce Technology Center (Limited Partnership) (北京盛佳同策科技中心（有限合伙）) By: Name: Title: Beijing Yitu Youwei Technology Center (Limited Partnership) (北京易图有为科技中心（有限合伙）) By: Name: Title: Beijing Yuandong Technology Partnership Enterprise (Limited Partnership) (北京源动科技合伙企业（有限合伙）) By: Name: Title:
SELLING SHAREHOLDERS. 31 2.32 Full Disclosure......................................................31
SELLING SHAREHOLDERS. 2.19.1 To the best of Company's knowledge, there is no Proceeding pending, and no Person has threatened to commence any Proceeding, that may have an adverse effect on the ability of any Shareholder to comply with or perform such Shareholder's covenants or obligations under the Agreement. No event has occurred, and no claim, dispute or other condition or circumstance exists, that likely would directly or indirectly give rise to or serve as a basis for the commencement of any such Proceeding;
SELLING SHAREHOLDERS. (a) Each Selling Shareholder has the capacity and financial capability to comply with and perform all of such Selling Shareholder's covenants and obligations under each of the Transactional Agreements to which such Selling Shareholder is or may become a party.
SELLING SHAREHOLDERS. AXXXXX XXXXXXX Axxxxx Douglas______________________ Axxxxx Xxxxxxx By /s/ Pxxxxx X. Day___________________ Pxxxxx X. Day, Attorney-In-Fact AXXX KAPOSHKO Axxx Kaposhko_______________________ Axxx Kaposhko By /s/ Pxxxxx X. Day___________________ Pxxxxx X. Day, Attorney-In-Fact AXXXXXXXXX XXXXXXX Antwonette Critton____________________ Axxxxxxxxx Xxxxxxx By /s/ Pxxxxx X. Day___________________ Pxxxxx X. Day, Attorney-In-Fact AXXX XXXXXXX Anum Gardezi________________________ Axxx Xxxxxxx By /s/ Pxxxxx X. Day___________________ Pxxxxx X. Day, Attorney-In-Fact The Parties have caused this Agreement to be executed and delivered as of the date first written above.
SELLING SHAREHOLDERS. Xxxxxx X. Xxxxxx By: /s/ Xxxxxx X. Xxxxxx Xxxxx Xxxxxx By: /s/ Xxxxx Xxxxxx Xxxxxx Xxxxxxx By: /s/ Xxxxxx Xxxxxxx Xxxxxx Xxxx By: /s/ Xxxxxx Xxxx
SELLING SHAREHOLDERS. Zhi-Xxx Xxxx (王志勋) By: Hong-Xxx Xx (陆洪彬) By: Zhi-Xxxx Xxxx (王志钢) By: Xxxx-Xxx Fu (符冠华) By: YEH, XXXX XXXX (叶明通) By: Rui-Xia Ding (丁蕊霞) By:
