CST Global LLC - Jun 23, 2023 Form 4 Insider Report for Nuburu, Inc. (BURU)

Role: Director
Signature: /s/ Debrah Herman, attorney-in-fact for the Reporting Person
Stock symbol: BURU
Transactions as of: Jun 23, 2023
Transactions value $: $100,000
Form type: 4
Date filed: 6/27/2023, 07:44 PM

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	BURU	7% Convertible Promissory Note due 2026	Award	$100K				$100K	Jun 23, 2023	Common Stock	145K	$0.69	Direct	F1, F2, F3
transaction	BURU	Warrant (right to buy)	Award		+145K			145K	Jun 23, 2023	Common Stock	145K	$1.03	Direct	F3, F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Convertible promissory notes in the aggregate principal amount of $100,000 ("Convertible Notes") were issued on June 23, 2023 pursuant to that certain Note and Warrant Purchase Agreement, dated as of June 12, 2023, by and among Nuburu, Inc. (the "Issuer") and the investors listed on Schedule I thereto (the "Purchase Agreement"). The Convertible Notes and any accrued interest thereon are convertible at the option of the holder at any time following June 23, 2023 prior to repayment of the Convertible Notes into shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock") at a conversion price of $0.688 (subject to adjustment pursuant to the terms of the Convertible Notes). Interest accrues on the unpaid principal amount at a rate equal to 7% per annum, but it is not due and payable until the maturity date.
F2	(Continued from Footnote 1) All unpaid principal, together with any then unpaid and accrued interest and other amounts payable under the Convertible Notes, will be due and payable on the earlier of (i) June 23, 2026, or (ii) following the occurrence of an event of default.
F3	This purchase was exempted pursuant to Rule 16b-3(d) under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
F4	Subject to adjustment pursuant to the terms of the warrants to purchase shares of Common Stock (the "Warrants") issued on June 23, 2023 pursuant to the Purchase Agreement.
F5	The Warrants were issued pursuant to the Purchase Agreement in connection with the purchase of the Convertible Notes as partial consideration for the Convertible Notes.

Remarks:

The Reporting Person may be deemed a director by deputization of the Issuer. The Reporting Person may be deemed a member of a "group" for purposes of Section 13(d) of the Exchange Act. The Reporting Person disclaims beneficial ownership of the shares of Common Stock owned by the other members of the Section 13(d) group except to the extent of its pecuniary interest therein.