Bleichroeder LP - Sep 19, 2024 Form 4 Insider Report for DUOS TECHNOLOGIES GROUP, INC. (DUOT)

Role
10%+ Owner
Signature
Michael M. Kellen, Chairman and Co-CEO of Bleichroeder, LP
Stock symbol
DUOT
Transactions as of
Sep 19, 2024
Transactions value $
$899,521
Form type
4
Date filed
9/23/2024, 06:15 PM
Previous filing
Jul 24, 2024
Next filing
Nov 19, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DUOT Common Stock Exercise of in-the-money or at-the-money derivative security $900K +345K +26.86% $2.61 1.63M Sep 19, 2024 See footnote F3

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 DUOT Warrants to Purchase Common Stock Other -300K -100% 0 Sep 19, 2024 Common Stock 300K $3.00 See footnote F1, F3
transaction DUOT Warrants to Purchase Common Stock Other -44.6K -100% 0 Sep 19, 2024 Common Stock 44.6K $0.55 See footnote F1, F3
transaction DUOT Warrants to Purchase Common Stock Other +300K 300K Sep 19, 2024 Common Stock 300K $2.61 See footnote F1, F3
transaction DUOT Warrants to Purchase Common Stock Other +44.6K 44.6K Sep 19, 2024 Common Stock 44.6K $2.61 See footnote F1, F3
transaction DUOT Warrants to Purchase Common Stock Exercise of in-the-money or at-the-money derivative security $0 -300K -100% $0.00 0 Sep 19, 2024 Common Stock 300K $2.61 See footnote F1, F3
transaction DUOT Warrants to Purchase Common Stock Exercise of in-the-money or at-the-money derivative security $0 -44.6K -100% $0.00 0 Sep 19, 2024 Common Stock 44.6K $2.61 See footnote F1, F3
transaction DUOT Series E Convertible Preferred Stock Other -$12.5M -12.5K -100% $1,000.00 0 Sep 19, 2024 Common Stock 4.17M $3.00 See footnote F2, F3
transaction DUOT Series E Convertible Preferred Stock Other $12.5M +12.5K $1,000.00 12.5K Sep 19, 2024 Common Stock 4.79M $2.61 See footnote F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On September 19, 2024, DUOS Technologies Group, Inc. (the "Issuer") and Bleichroeder LP, investment advisor to 21 April Fund, Ltd. and 21 April Fund, LP, agreed to amend (x) those certain 300,000 warrants ("2024 Warrants") to acquire Common Stock at an exercise price of $3.00 per share and (y) those certain 44,644 warrants (the "2019 Warrants") to acquire Common Stock at an exercise price of $0.55 per share (such number of shares and exercise price reflecting adjustments resulting from a 1-for-14 reverse stock split), in each case, to (i) remove a Beneficial Ownership Limitation (as defined therein) of 9.99% of the number of shares of Common Stock outstanding immediately after giving effect to the issuance of Common Stock upon exercise of the applicable warrants and (ii) amend the exercise price to $2.61 per share. On September 19, 2024, following the amendments of the 2024 Warrants and the 2019 Warrants, the Holders exercised the 2024 Warrants and the 2019 Warrants.
F2 On September 19, 2024, the Issuer agreed to reduce the conversion price for the Series E Convertible Preferred Stock from $3.00 to $2.61. Conversion of these shares is subject to a Beneficial Ownership Limitation of 19.99% of the number of shares of Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock issuable upon conversion.
F3 This form is filed by Bleichroeder LP. The securities reported herein are directly held by 21 April Fund, Ltd. and 21 April Fund, LP. Bleichroeder LP serves as registered investment adviser to 21 April Fund, Ltd., 21 April Fund, LP and other managed accounts. Bleichroeder LP disclaims beneficial ownership of these securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that Bleichroeder LP is the beneficial owner of the securities for purposes of Section 16 or for any other purposes.