Sanford Rich - Oct 30, 2024 Form 4 Insider Report for Unusual Machines, Inc. (UMAC)

Role: Director
Signature: /s/ Sanford Rich
Stock symbol: UMAC
Transactions as of: Oct 30, 2024
Transactions value $: $199,999
Form type: 4
Date filed: 10/31/2024, 04:02 PM
Previous filing: Oct 24, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	UMAC	Common Stock	Purchase	$100K	+65.8K	+124.35%	$1.52	119K	Oct 30, 2024	Direct	F1

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	UMAC	Warrants	Purchase	$100K	+65.8K		$1.52	65.8K	Oct 30, 2024	Common Stock	65.8K	$1.99	Direct	F2

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

Explanation of Responses:

Id	Content
F1	On October 29, 2024, the Issuer and the Reporting Person entered into a Securities Purchase Agreement (the "SPA"), pursuant to which the Reporting Person purchased 65,789 units, each unit consisting of one share of common stock and one warrant, from the Issuer in a private placement in reliance upon the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933 and Rule 506 promulgated thereunder. The transaction contemplated by the SPA closed on October 30, 2024 (the "Closing Date").
F2	The warrants may not be exercised for 180 days after the Closing Date, so the Reporting Person is not deemed to be the beneficial owner of the underlying shares of common stock. The warrants contain beneficial ownership limitations preventing the Reporting Person from owning in excess of 4.99% or 9.99% of outstanding shares of common stock at any given time and, subject to shareholder approval, 19.99% of all current outstanding common stock currently outstanding or such lesser percentage required by the NYSE American without first obtaining stockholder approval in accordance with the NYSE American rules.

Content

On October 29, 2024, the Issuer and the Reporting Person entered into a Securities Purchase Agreement (the "SPA"), pursuant to which the Reporting Person purchased 65,789 units, each unit consisting of one share of common stock and one warrant, from the Issuer in a private placement in reliance upon the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933 and Rule 506 promulgated thereunder. The transaction contemplated by the SPA closed on October 30, 2024 (the "Closing Date").

The warrants may not be exercised for 180 days after the Closing Date, so the Reporting Person is not deemed to be the beneficial owner of the underlying shares of common stock. The warrants contain beneficial ownership limitations preventing the Reporting Person from owning in excess of 4.99% or 9.99% of outstanding shares of common stock at any given time and, subject to shareholder approval, 19.99% of all current outstanding common stock currently outstanding or such lesser percentage required by the NYSE American without first obtaining stockholder approval in accordance with the NYSE American rules.