Adrian James - Dec 20, 2021 Form 4 Insider Report for Volcon, Inc. (VLCN)

Role: Director, 10%+ Owner
Signature: /s/ Adrian James
Stock symbol: VLCN
Transactions as of: Dec 20, 2021
Transactions value $: $40,544
Form type: 4
Date filed: 12/22/2021, 08:00 AM
Previous filing: Dec 14, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VLCN	Common Stock	Purchase	$40.5K	+5.6K	+0.45%	$7.24^*	1.24M	Dec 20, 2021	Footnote	F1, F2
transaction	VLCN	Common Stock	Options Exercise		+5.51M	+445.24%		6.74M	Dec 20, 2021	Footnote	F3, F4

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	VLCN	Warrant (right to buy)	Options Exercise		-6.25M	-100%		0	Dec 20, 2021	Common Stock	6.25M	$0.98	Footnote	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	This transaction was executed in multiple trades at prices ranging from $7.21 to $7.33. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F2	The shares are held by limited liability companies of which the reporting person is the sole manager.
F3	The warrant was held by Highbridge Consultants, LLC and was originally issued for consulting services in August 2020. Mr. Adrian James is the sole manager of Highbridge Consultants, LLC and has voting and dispositive power over the securities. On December 20, 2021, Highbridge Consultants, LLC exercised the 6,250,000 warrants on a cashless basis pursuant to the terms of the warrant agreement. The issuance of the warrant was exempted pursuant to Rule 16b-3 of the Securities Exchange Act of 1934, as amended.
F4	The number of shares issuable upon a cashless exercise is determined, in accordance with Section 2(c) of the warrant agreement by dividing (x) the product of the number of shares of common stock underlying the warrant multiplied by the difference between $0.98 and (y) the VWAP on the trading day immediately preceding the date of exercise since the notice of exercise was both executed and delivered prior to the opening of "regular trading hours" (as defined in Rule 600(b)(64) of Regulation NMS promulgated under the federal securities laws) on the date of the exercise.