| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | AGFY | Common Stock | Conversion of derivative security | +1.34M | +1131.31% | 1.45M | Jan 25, 2024 | By RTC3 2020 Irrevocable Family Trust | F1, F2 | ||
| holding | AGFY | Common Stock | 648 | Jan 25, 2024 | By NXT3J Capital, LLC | F5 | |||||
| holding | AGFY | Common Stock | 575 | Jan 25, 2024 | Direct |
| 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, 1,335,817 of the shares of common stock entitled to CP Acquisitions were assigned to RTC3 2020 Irrevocable Family Trust. |
| 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 | 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 the reporting person and/or Ms. I-Tseng Jenny Chan, a member of the Board of Directors of the Issuer, 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 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. |
| F5 | 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. |