SELLING SHAREHOLDERS. The common stock being offered by the selling shareholders are those previously issued to the selling shareholders, and those issuable to the selling shareholders, upon exercise of the warrants. For additional information regarding the issuances of those shares of common stock and warrants, see "Private Placement of Common Shares and Warrants" above. We are registering the shares of common stock in order to permit the selling shareholders to offer the shares for resale from time to time. Except for the ownership of the shares of common stock and the warrants, the selling shareholders have not had any material relationship with us within the past three years. The table below lists the selling shareholders and other information regarding the beneficial ownership of the shares of common stock by each of the selling shareholders. The second column lists the number of shares of common stock beneficially owned by each selling shareholder, based on its ownership of the shares of common stock and warrants, as of ________, 2018, assuming exercise of the warrants held by the selling shareholders on that date, without regard to any limitations on exercises. The third column lists the shares of common stock being offered by this prospectus by the selling shareholders. In accordance with the terms of a registration rights agreement with the selling shareholders, this prospectus generally covers the resale of the sum of (i) the number of shares of common stock issued to the selling shareholders in the __________________ and (ii) the maximum number of shares of common stock issuable upon exercise of the related warrants, determined as if the outstanding warrants were exercised in full as of the trading day immediately preceding the date this registration statement was initially filed with the SEC, each as of the trading day immediately preceding the applicable date of determination and all subject to adjustment as provided in the registration right agreement, without regard to any limitations on the exercise of the warrants. The fourth column assumes the sale of all of the shares offered by the selling shareholders pursuant to this prospectus. Under the terms of the warrants, a selling shareholder may not exercise the warrants to the extent such exercise would cause such selling shareholder, together with its affiliates and attribution parties, to beneficially own a number of shares of common stock which would exceed [4.99]% of our then outstanding common stock following...
SELLING SHAREHOLDERS. The common stock being offered by the selling shareholders are those previously issued to the selling shareholders. For additional information regarding the issuances of those shares of common stock, see “Private Placement of Shares of Common Stock” above. We are registering the shares of common stock in order to permit the selling shareholders to offer the shares for resale from time to time. Except for the ownership of the shares of common stock, the selling shareholders have not had any material relationship with us within the past three years. The table below lists the selling shareholders and other information regarding the beneficial ownership of the shares of common stock by each of the selling shareholders. The second column lists the number of shares of common stock beneficially owned by each selling shareholder, based on its ownership of the shares of common stock, as of ________, 2023. The third column lists the shares of common stock being offered by this prospectus by the selling shareholders. In accordance with the terms of a registration rights agreement with the selling shareholders, this prospectus generally covers the resale of the number of shares of common stock issued to the selling shareholders in the “Private Placement of Shares of Common Stock” described above. The fourth column assumes the sale of all of the shares offered by the selling shareholders pursuant to this prospectus. The selling shareholders may sell all, some or none of their shares in this offering. See “Plan of Distribution.” Name of Selling Shareholder Number of shares of Common Stock Owned Prior to Offering Maximum Number of shares of Common Stock to be Sold Pursuant to this Prospectus Number of shares of Common Stock Owned After Offering Annex C PRESTO AUTOMATION INC. Selling Stockholder Notice and Questionnaire The undersigned beneficial owner of common stock (the “Registrable Securities”) of Presto Automation Inc., a Delaware corporation (the “Company”), understands that the Company has filed or intends to file with the Securities and Exchange Commission (the “Commission”) a registration statement (the “Registration Statement”) for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), of the Registrable Securities, in accordance with the terms of the Registration Rights Agreement (the “Registration Rights Agreement”) to which this document is annexed. A copy of the Registration Rights Agreement is available ...
SELLING SHAREHOLDERS. Selling Shareholders" shall have the meaning specified in the introductory paragraph of the Agreement.
SELLING SHAREHOLDERS. Beijing Yitu Youdao Technology Center (Limited Partnership) (北京易图有道科技中心（有限合伙）) By: Name: Title: Beijing Yitu Jingshi Technology Center (Limited Partnership) (北京易图精实科技中心（有限合伙） By: Name: Title:
SELLING SHAREHOLDERS. 31 2.32 Full Disclosure.............................................31
SELLING SHAREHOLDERS. 2.19.1 To the best of Company's knowledge, there is no Proceeding pending, and no Person has threatened to commence any Proceeding, that may have an adverse effect on the ability of any Shareholder to comply with or perform such Shareholder's covenants or obligations under the Agreement. No event has occurred, and no claim, dispute or other condition or circumstance exists, that likely would directly or indirectly give rise to or serve as a basis for the commencement of any such Proceeding;
SELLING SHAREHOLDERS. (a) Each Selling Shareholder has the capacity and financial capability to comply with and perform all of such Selling Shareholder's covenants and obligations under each of the Transactional Agreements to which such Selling Shareholder is or may become a party.
SELLING SHAREHOLDERS. RXXXXXX XXXXXXX Xxxxxxx Schuler_______________________ Rxxxxxx Xxxxxxx By /s/ Pxxxxx X. Day___________________ Pxxxxx X. Day, Attorney-In-Fact RXXXX XXXXXXXX Rxxxx Williams______________________ Rxxxx Xxxxxxxx By /s/ Pxxxxx X. Day___________________ Pxxxxx X. Day, Attorney-In-Fact RXX XXXXXXXX Rob Chauncey________________________ Rxx Xxxxxxxx By /s/ Pxxxxx X. Day___________________ Pxxxxx X. Day, Attorney-In-Fact SOUKASEUNE NOKHAM Soukaseune Nokham___________________ Soukaseune Nokham By /s/ Pxxxxx X. Day___________________ Pxxxxx X. Day, Attorney-In-Fact The Parties have caused this Agreement to be executed and delivered as of the date first written above.
SELLING SHAREHOLDERS. Zhi-Xxx Xxxx (王志勋) By: Hong-Xxx Xx (陆洪彬) By: Zhi-Xxxx Xxxx (王志钢) By: Xxxx-Xxx Fu (符冠华) By: YEH, XXXX XXXX (叶明通) By: Rui-Xia Ding (丁蕊霞) By:
SELLING SHAREHOLDERS. 71 Shares ..................................................... 87 Stock ...................................................... 80
