| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | NTRP | Series L Nonvoting Convertible Preferred Stock | Award | $1,249,999 | +413,907 | +125% | $3.02 | 745,032 | 31 Dec 2024 | Common Stock | 413,907 | By Donald P. Monaco Insurance Trust | F1, F2, F3, F4 | |
| transaction | NTRP | Series L Nonvoting Convertible Preferred Stock | Award | $999,998 | +331,125 | +80% | $3.02 | 745,032 | 24 Feb 2025 | Common Stock | 331,125 | By Donald P. Monaco Insurance Trust | F1, F3, F4, F5 |
| Id | Content |
|---|---|
| F1 | Shares of Series L Nonvoting Convertible Preferred Stock ("Series L Preferred") shall not be convertible into shares of common stock unless and until stockholder approval of the conversion of the Series L Preferred into common stock ("Stockholder Approval") is obtained. Following receipt of Stockholder Approval, each share of Series L Preferred will automatically convert into one share of common stock, subject to certain limitations. |
| F2 | On December 31, 2024, the Issuer and the Reporting Person entered into a debt conversion agreement, pursuant to which $1.25 million in existing promissory notes owed to the Reporting Person for monies advanced to the Issuer were converted into 413,907 shares of Series L Preferred at a price of $3.02 per share. The debt conversion agreement and the conversion of the promissory notes into shares of Series L Preferred were approved in advance by the Issuer's board of directors. |
| F3 | The shares of Series L Preferred do not expire. |
| F4 | The shares of Series L Preferred are beneficially owned by the Donald P. Monaco Insurance Trust (the "Trust"). Mr. Monaco, is the trustee of the Trust. As such, Mr. Monaco is deemed to beneficially own the shares held by the Trust. Mr. Monaco disclaims beneficial ownership of all securities held the Trust in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |
| F5 | On February 24, 2025, the Issuer and the Reporting Person entered into a debt conversion agreement, pursuant to which $1.00 million in existing promissory notes owed to the Reporting Person for monies advanced to the Issuer were converted into 331,125 shares of Series L Preferred at a price of $3.02 per share. The debt conversion agreement and the conversion of the promissory notes into shares of Series L Preferred were approved in advance by the Issuer's board of directors. |