LOGICMARK, INC. AND NEVADA AGENCY AND TRANSFER COMPANY, as Rights Agent RIGHTS AGREEMENT Dated as of November 1, 2024Rights Agreement • November 1st, 2024 • LogicMark, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Nevada
Preferred Stock: The Preferred Stock purchasable upon exercise of the Rights will be nonredeemable and junior to any other series of preferred stock the Company may issue (unless otherwise provided in the terms of such other series). In the event of liquidation, the holders of Preferred Stock will receive a preferred liquidation payment equal to the greater of (a) $5.00 per share, or (b) an amount per share equal to 100 times the aggregate payment to be distributed per share of Common Stock of the Company. Each share of Preferred Stock will have 100 votes, voting together with the holders of shares of Common Stock of the Company. In the event of any merger, consolidation or other transaction in which shares of Common Stock of the Company are exchanged for or changed into other securities, cash and/or other property, each share of Preferred Stock will be entitled to receive 100 times the amount and type of consideration received per share of Common Stock of the Company. The rights of th
