| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | AGFY | Common Stock | Conversion of derivative security | $650K | +445K | $1.46 | 445K | Jan 25, 2024 | By M Zion Capital, LLC | F1, F2 | |
| transaction | AGFY | Common Stock | Conversion of derivative security | $650K | +445K | $1.46 | 445K | Jan 25, 2024 | By M Olivet Capital, LLC | F1, F2 | |
| transaction | AGFY | Common Stock | Conversion of derivative security | $650K | +445K | $1.46 | 445K | Jan 25, 2024 | By M Cannan Capital, LLC | F1, F2 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | AGFY | Convertible Note | Conversion of derivative security | $0 | -2.67M | -20.64% | $0.00 | 10.3M | Jan 25, 2024 | Common Stock | 2.67M | $1.46 | By CP Acquisitions, LLC | F3, F4 |
| Id | Content |
|---|---|
| F1 | On January 25, 2024, CP Acquisitions, LLC ("CP Acquisitions") converted $3,900,583.71 of the principal amount and accrued but unpaid interest of that certain Senior Secured Amended, Restated and Consolidated Convertible Note due 2025 (the "Note"), issued by Agrify Corporation (the "Issuer") and entered into by and between CP Acquisitions and the Issuer as of January 25, 2024, into 2,671,633 shares of common stock of the Issuer. Immediately subsequent to such conversion, 445,272 of the shares of common stock entitled to CP Acquisitions were assigned to each of M Zion Capital, LLC, M Olivet Capital, LLC and M Cannan Capital, LLC. |
| F2 | M Zion Capital, LLC, M Olivet Capital, LLC and M Cannan Capital, LLC are entities 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 her 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 | Immediately upon its execution, the outstanding principal amount of the Note was $18,900,583.71, and after the consummation of the conversion transaction described in Item #1 above the outstanding principal of the Note is $15,000,000.00. The Note is convertible as of the transaction date, subject to a 49.99% beneficial ownership limitation, into shares of common stock of the Issuer at a current conversion price of $1.46 per share, as may be adjusted per the Note from time to time; provided that CP Acquisitions may assign its right to receive shares of common stock upon conversion to Mr. Raymond Chang, a member of the Board of Directors and the CEO of the Issuer, and/or the reporting person, in which case the 49.99% beneficial ownership limitation will apply to each of them individually. |
| F4 | CP Acquisitions 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 her 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. |