Richard Minicozzi - Nov 14, 2022 Form 4 Insider Report for AUDDIA INC. (AUUD)

Role
10%+ Owner
Signature
/s/ Richard Minicozzi
Stock symbol
AUUD
Transactions as of
Nov 14, 2022
Transactions value $
$0
Form type
4
Date filed
11/16/2022, 05:43 PM
Next filing
Apr 19, 2023

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 AUUD Warrants (right to buy) Purchase +300K 300K Nov 14, 2022 Common Stock 300K $2.10 Direct F1, F2
transaction AUUD Secured Bridge Note (conversion right) Purchase +252K 252K Nov 14, 2022 Common Stock 252K $1.23 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 As part of a secured bridge note private placement financing dated November 14, 2022, the reporting person was issued a common stock purchase warrant for 300,000 shares. The warrant has a five year term and a fixed exercise price of $2.10 per share. The warrant is immediately exercisable.
F2 The warrant was issued in connection with the reporting person's purchase of a secured bridge note in a private placement on November 14, 2022 for $2,000,000 aggregate purchase price. No specific portion of the $2,000,000 aggregate purchase price was allocated to the note or the warrant.
F3 At the 5/31/2023 maturity date for the secured bridge note, the holder has the option to convert accrued/unpaid interest and original issue discount into shares of common stock at a fixed conversion price of $1.23 per share. The Company has an option to extend the maturity date to November 30, 2023. Accordingly, the number of potential conversion shares cannot be calculated precisely at this point. The 252,033 shares disclosed above assume that the conversion option could be exercised as of 5/23/2023, at which time $310,000 (i.e. $200,000 of OID and $110,000 of interest) could be converted into 252,033 shares using the $1.23 fixed conversion price. No specific portion of the $2,000,000 aggregate purchase price was allocated to the conversion feature of the note.