I-Tseng Jenny Chan - 31 Dec 2024 Form 4 Insider Report for Agrify Corp (AGFY)

Role
Former 10% Owner
Signature
/s/ I-Tseng Jenny Chan
Issuer symbol
AGFY
Transactions as of
31 Dec 2024
Transactions value $
-$3,000,000
Form type
4
Filing time
03 Jan 2025, 21:41:57 UTC
Previous filing
07 Nov 2024
SEC
View on sec.gov

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 Convertible Note Other -$3M $0 31 Dec 2024 Common Stock $3.95 By CP Acquisitions, LLC F1, F2
transaction AGFY Convertible Note Other $0 0 $0.00 0 31 Dec 2024 Common Stock $1.46 By CP Acquisitions, LLC F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

I-Tseng Jenny Chan is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On 12/31/2024, CP Acquisitions, LLC ("CP"), an entity affiliated with the Reporting Person, signed an Asset Purchase Agreement ("APA") for the purchase of certain assets of the Issuer and closed the transaction. In exchange for the assets, CP, among other consideration, terminated the: (i) Senior Secured Amended, Restated and Consolidated Convertible Note dated 1/24 2024, as amended on 5/21/2024; and (ii) Junior Secured Convertible Promissory Note dated 8/14/2024, as amended on October 18, 2024. As of the date of the APA, the Reporting Person is no longer a "Reporting Person."
F2 CP 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.