Raymond Nobu Chang - Dec 20, 2022 Form 4 Insider Report for Agrify Corp (AGFY)

Signature
/s/ Raymond Nobu Chang
Stock symbol
AGFY
Transactions as of
Dec 20, 2022
Transactions value $
$1,500,000
Form type
4
Date filed
12/21/2022, 03:30 PM
Previous filing
Aug 10, 2022
Next filing
Oct 31, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AGFY Common Stock Purchase $1.5M +2.31M +4285.73% $0.65 2.36M Dec 20, 2022 By RTC3 2020 Irrevocable Family Trust F1, F2
holding AGFY Common Stock 13K Dec 20, 2022 By NXT3J Capital, LLC F3
holding AGFY Common Stock 1.5K Dec 20, 2022 Direct

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 AGFY Warrants (right to buy) Purchase +4.62M 4.62M Dec 20, 2022 Common Stock 4.62M $0.65 By RTC3 2020 Irrevocable Family Trust F1, F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reported securities were purchased by the reporting person for a combined purchase price of $0.65 per share of common stock and two warrants in connection with the issuer's underwritten public offering that closed on December 20, 2022.
F2 Held by RTC3 2020 Irrevocable Family Trust, of which the reporting person retains the authority to remove the independent trustee. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
F3 NXT3J Capital, LLC is an entity controlled by the reporting person, and the reported securities may be deemed to be indirectly beneficially owned by the reporting person. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
F4 Each warrant will be exercisable during the period beginning on the date when approval for such exercise is obtained from the issuer's stockholders and ending five years thereafter, at an exercise price of $0.65.