COMMON STOCK PURCHASE WARRANT WRAP TECHNOLOGIES, INC.Common Stock Purchase Warrant • June 2nd, 2020 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles)
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on June [_], 2022 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Wrap Technologies, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 30th, 2023 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 29, 2023, is by and among Wrap Technologies, Inc., a Delaware corporation (the “Company”), and each of the investors signatory hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 5th, 2018 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of October __, 2018, among Wrap Technologies, Inc. a Delaware corporation (the “Company”), and the persons who have purchased the Offering Shares and have executed omnibus or counterpart signature page(s) hereto (each, a “Purchaser” and collectively, the “Purchasers”). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below or in the Subscription Agreement.
SUBSCRIPTION AGREEMENTSubscription Agreement • June 2nd, 2020 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
This Subscription Agreement (this “Agreement”) has been executed by the purchaser set forth on the signature page hereof (the “Purchaser”) in connection with a registered direct public offering (the “Offering”) by Wrap Technologies, Inc., a Delaware corporation (the “Company”).
KATALYST SECURITIES LLCWrap Technologies, Inc. • June 30th, 2023 • Ordnance & accessories, (no vehicles/guided missiles) • New York
This letter (the “Agreement”) constitutes our understanding with respect to the engagement of Katalyst Securities LLC (“Katalyst”), a broker dealer and member of the Financial Industry Regulatory Authority (“FINRA”) and SIPC, as exclusive placement agent (the “Placement Agent”), by Wrap Technologies, Inc., a publicly traded Delaware corporation (the “Company”), to assist the Company in connection with the placement of Securities in a registered direct offering (as defined below) (the “Offering”) for the Company on an exclusive basis. The Offering will be made pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “Act”). The terms and conditions of the Offering are further defined in the Confidential and Non-Binding Summary Term Sheet attached as Exhibit A hereto and dated herewith, which terms and conditions to the extent not in conflict with the terms and conditions of this Agreement are hereby incorporated by reference and expressly made a
AGREEMENTAgreement • December 29th, 2023 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles)
This Agreement (“Agreement”) is made and entered into by and between Wrap Technologies, Inc., a Delaware corporation (the “Company”), and Jared Novick (“Executive”) on December 26, 2023 (the “Effective Date”).
ASSET PURCHASE AGREEMENT between NSENA INC. and WRAP REALITY, INC. dated as of December 14, 2020Asset Purchase Agreement • December 16th, 2020 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
This Asset Purchase Agreement (this “Agreement”) dated as of December 14, 2020 (the “Closing Date”) is entered into between NSENA Inc., a Delaware corporation (“Seller”), and Wrap Reality, Inc. an Arizona corporation (“Buyer”), and Ethan Moeller, the majority stockholder of Seller (the “Seller Stockholder”) (each of Seller, Buyer and the Seller Stockholder are a “Party” and collectively, the “Parties”). Capitalized terms used in this Agreement have the meanings given to such terms in Exhibit A.
CONSULTING AGREEMENTConsulting Agreement • January 26th, 2022 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
THIS CONSULTING AGREEMENT (this “Agreement”) is made and entered into as of January 24, 2022 (the “Effective Date”) by and between Wrap Technologies, Inc., a Delaware corporation (the “Company”) and LWV Consulting, LLC (“Consultant”). LW Varner, Jr. (“Varner”) enters into this Agreement for purposes of acknowledging and agreeing to Sections 2, Sections 6 through 9, and those Sections herein necessary to interpret and apply them. The Company, Consultant and Varner are sometimes referred to in this Agreement collectively as the “Parties,” and individually as a “Party.”
SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMSSeparation Agreement and General Release of Claims • January 26th, 2022 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
This Separation Agreement and General Release of Claims (this “Agreement”) is entered into by and between Thomas P. Smith (“Employee”) and Wrap Technologies, Inc. (the “Company”).
COOPERATION AGREEMENTCooperation Agreement • March 9th, 2021 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
This Cooperation Agreement (this “Agreement”), effective as of March 4, 2021 (the “Effective Date”), is entered into by and among Wrap Technologies, Inc., a Delaware corporation (“Wrap”), Elwood G. Norris (“Norris”) and the other persons and entities identified under that certain Norris Schedule 13D (as defined below) as Reporting Persons (each, a “Norris Party” and collectively, the “Norris Parties”). Wrap and the Norris Parties are together referred to herein as the “Parties,” and each, a “Party.” Unless otherwise defined herein, capitalized terms shall have the meanings given to them in Section 17 herein.
AT-WILL EMPLOYMENT, CONFIDENTIAL INFORMATION, NON-COMPETE/ NON-SOLICITATION, INVENTION ASSIGNMENT, AND ARBITRATION AGREEMENTAnd Arbitration Agreement • September 14th, 2020 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Arizona
As a condition of employment with Wrap Technologies, Inc. (the "Company"), and in consideration of continued employment with the Company as well as the compensation set forth in Section 7.E of this Agreement, Thomas Smith (the “Employee”) and the Company agree to the following provisions of this At-Will Employment, Confidential Information, Non-Compete/Non-Solicitation, Invention Assignment, and Arbitration Agreement (this "Agreement"):
SEPARATION AGREEMENT AND MUTUAL RELEASE OF CLAIMSSeparation Agreement and Mutual Release of Claims • January 5th, 2024 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Texas
This Separation Agreement and Mutual Release of Claims (this “Agreement”) is entered into by and between Chris DeAlmeida (“Employee”) and Wrap Technologies, Inc. (the “Company”).
AT-WILL EMPLOYMENT, CONFIDENTIAL INFORMATION, NON-COMPETE/ NON-SOLICITATION, INVENTION ASSIGNMENT, AND ARBITRATION AGREEMENTAnd Arbitration Agreement • December 16th, 2020 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Arizona
In consideration of your employment with Wrap Technologies, Inc. (the "Company"), as well as the additional consideration described in Section 7.E herein, ___________ (the “Employee”) and the Company agree to the following provisions of this At-Will Employment, Confidential Information, Non-Compete/Non-Solicitation, Invention Assignment, and Arbitration Agreement (this "Agreement"):
INDUSTRIAL REAL ESTATE LEASE (Multi-Tenant Facility)Wrap Technologies, Inc. • June 6th, 2019 • Ordnance & accessories, (no vehicles/guided missiles) • Arizona
WRAP TECHNOLOGIES, INC.Wrap Technologies, Inc. • June 13th, 2019 • Ordnance & accessories, (no vehicles/guided missiles)
Reference is made to that certain engagement letter agreement, dated as of September 13, 2018, (the “Engagement Letter”), with respect to the engagement of Katalyst Securities LLC (“Katalyst”), registered broker dealer and member of the Financial Industry Regulatory Authority (“FINRA”) and SIPC, as the exclusive placement agent (hereinafter referred to as “Placement Agent”), by Wrap Technologies, Inc., a publicly traded corporation duly organized under the laws of the State of Delaware (the “Company”). By entering into this letter (this “Supplemental Engagement”), the parties wish to amend and supplement the Engagement Letter in order to engage Katalyst to perform additional services for the Company in connection with the private placement consummated by the Company and Katalyst as placement agent on October 30, 2018 (the “Prior Offering”), as more particularly set forth herein. Capitalized terms not defined in this Supplemental Engagement have the meanings set forth in the Engagement
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • January 19th, 2024 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles)
This FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”), is entered into as of January 14, 2024 (the “Effective Date”), by and between Scot Cohen (“Executive”) and Wrap Technologies, Inc., a Delaware corporation (the “Company”), for the purpose of amending that certain Employment Agreement, dated as of October 12, 2023 by and between Executive and the Company (the “Employment Agreement”). Terms used in this Amendment with initial capital letters that are not otherwise defined herein shall have the meanings ascribed to such terms in the Employment Agreement.
WRAP TECHNOLOGIES, INC. EMPLOYMENT AGREEMENTEmployment Agreement • October 30th, 2020 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Arizona
This Employment Agreement (this “Agreement”) is made and entered into on October 29, 2020, (the “Effective Date”) by and between Wrap Technologies, Inc. (the “Company”) and Marc T. Thomas (“Executive”). The Company and Executive are hereinafter collectively referred to as the “Parties,” and individually referred to as a “Party”.
TRANSITION AGREEMENT AND GENERAL RELEASE OF CLAIMSTransition Agreement and General Release of Claims • July 25th, 2022 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Arizona
This Transition Agreement and General Release of Claims (this “Agreement”) is entered into by and between James Barnes (“Barnes”) and Wrap Technologies, Inc. (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 19th, 2022 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles)
This Employment Agreement (“Agreement”) is made and entered into by and between Wrap Technologies, Inc., a Delaware corporation (the “Company”), and TJ Kennedy (“Executive”) on April 1, 2022 (the “Execution Date”). For all purposes under this Agreement, “Commencement Date” shall mean the date on which Executive commences employment with the Company hereunder, which the Company and Executive expect to be on or about April 18, 2022. This Agreement and all obligations hereunder shall be null and void if the Commencement Date does not occur by May 1, 2022; provided, however, the Company and Executive agree that if the Commencement Date does not occur by such date because of the Company’s termination of this Agreement for any reason other than the occurrence of a Cause event or Executive’s breach of any obligation he owes to a third party, then Executive shall be entitled to seek damages and any other relief to which he may be entitled from the Company.
SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMSSeparation Agreement • April 19th, 2023 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
This SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS (this “Agreement”) is entered into by and among TJ Kennedy (“Executive”) and Wrap Technologies, Inc., a Delaware corporation (the “Company”). The Company and Executive are each referred to herein individually as a “Party” and collectively as the “Parties.”
KATALYST SECURITIES LLCWrap Technologies, Inc. • June 18th, 2019 • Ordnance & accessories, (no vehicles/guided missiles) • New York
This letter (the “Agreement”) constitutes our understanding with respect to the engagement of (i) Dinosaur Financial Group, LLC (“Dinosaur”), a registered broker dealer and member of the Financial Industry Regulatory Authority (“FINRA”) and SIPC, by Wrap Technologies, Inc., a publicly traded corporation duly organized under the laws of the State of Delaware (the “Company”), to act as the exclusive placement agent and (ii) Katalyst Securities LLC (“Katalyst”), a registered broker dealer and member of the FINRA and SIPC, by the Company to act as financial advisor (Dinosaur together with Katalyst, collectively, the “Agents”) in connection with a public offering of the Company’s equity securities (the “Securities”) (the “Offering”). The full terms of the Offering, which is anticipated to be completed on or before August 1, 2019, will be agreed to by the Company. Nothing herein implies that the Agents would have the power or authority to bind the Company or an obligation of the Company to i
SEVERANCE AGREEMENT AND GENERAL RELEASE OF CLAIMSSeverance Agreement and General Release of Claims • May 10th, 2023 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Arizona
THIS SEVERANCE AGREEMENT AND GENERAL RELEASE OF CLAIMS (this “Agreement”) is made and entered into between Glenn Hickman (“Executive”) and Wrap Technologies, Inc. a Delaware corporation (“Wrap” or the “Company”) and Insperity PEO Services L.P. (Insperity). Wrap and Executive are each referred to herein individually as a “Party” and collectively as the “Parties.” The terms of this Agreement are set forth below:
MERGER AGREEMENTMerger Agreement • April 17th, 2017 • Wrap Technologies, Inc. • Delaware
This Merger Agreement, dated as of March 30, 2017 (this “Agreement”), is entered into by and between Wrap Technologies, LLC, a Delaware limited liability company (“Wrap LLC”), and Megawest Energy Montana Corp., a Delaware corporation (the “Company”).
Professional Services and Technology Acquisition Agreement among Wrap Technologies, Inc. and Lumeto Inc. and Spatial Industries Group, Inc. dated as of November 22, 2022Professional Services and Technology Acquisition Agreement • November 29th, 2022 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles)
This Professional Services and Technology Acquisition Agreement (this “Agreement”), dated as of November 22, 2022 (the “Effective Date”), is by and among Lumeto, Inc., a corporation formed under the Canadian Business Corporations Act (“Lumeto”), Spatial Industries Group, Inc., a corporation formed under the Canadian Business Corporations Act (“Spatial”), with offices located at 211-213 Sterling Rd., Toronto, Ontario M6R 2B2 (Lumeto and Spatial are collectively, the “Service Provider”) and Wrap Technologies, Inc., a Delaware corporation, with offices located at 1817 West 4th Street, Tempe, AZ 85281 (the “Customer” or “Wrap”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 17th, 2017 • Wrap Technologies, Inc. • New York
This Stock Purchase Agreement (this “Agreement”) is made as of this 22nd day of March, 2017, among Wrap Technologies, LLC, a Delaware limited liability company (“Buyer”), Petro River Oil Corp., a Delaware corporation (the “Shareholder”), and Megawest Energy Montana Corp., a Delaware corporation (the “Company”).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • January 19th, 2024 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles)
This FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”), is entered into as of January 14, 2024 (the “Effective Date”), by and between Kevin Mullins (“Executive”) and Wrap Technologies, Inc., a Delaware corporation (the “Company”), for the purpose of amending that certain Employment Agreement, dated as of April 3, 2022 by and between Executive and the Company (the “Employment Agreement”). Terms used in this Amendment with initial capital letters that are not otherwise defined herein shall have the meanings ascribed to such terms in the Employment Agreement.
LOCK-UP AGREEMENTLock-Up Agreement • November 22nd, 2017 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • New York
This AGREEMENT (the "Agreement") is made as of the 20th day of November, 2017, by _________ ("Holder") in connection with his ownership of shares of Wrap Technologies, Inc., a Delaware corporation (the "Company").
AMENDED AND RESTATED INTELLECTUAL PROPERTY LICENSE AGREEMENTIntellectual Property License Agreement • April 17th, 2017 • Wrap Technologies, Inc. • New York
This Amended and Restated Intellectual Property License Agreement (this "Agreement") is made and entered into as of the 30th day of September, 2016 ("Effective Date"), by and between Wrap Technologies, LLC, a Delaware limited liability company (the "Company") and Syzygy Licensing LLC, a Nevada limited liability company ("Licensing Member"). Licensing Member and Company may each individually be referred to as a "Party" and collectively as the "Parties."
WRAP TECHNOLOGIES, INC. EMPLOYMENT AGREEMENTEmployment Agreement • July 31st, 2020 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Arizona
This Employment Agreement (this “Agreement”) is made and entered into on July 30, 2020, (the “Effective Date”) by and between Wrap Technologies, Inc. (the “Company”) and Marc T. Thomas (“Executive”). The Company and Executive are hereinafter collectively referred to as the “Parties,” and individually referred to as a “Party”.
CONSULTING AGREEMENTConsulting Agreement • May 29th, 2020 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles)
THIS CONSULTING AGREEMENT (this “Agreement”) is effective this 1st day of April 2020 (the “Effective Date”), by and between Wrap Technologies, Inc. (the “Company”) and V3 Capital Partners, LLC (“V3”). The Company and V3 are sometimes referred to in this Agreement collectively as the “Parties,” and each individually as a “Party.”
MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among THE MEMBERS OF INTRENSIC, LLC as Sellers WRAP TECHNOLOGIES, INC. a Delaware corporation, and BUFORD ORTALE, as the Sellers’ Representative dated as of August 9, 2023Membership Interest Purchase Agreement • August 22nd, 2023 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of August 9, 2023, is entered into among the sellers set forth on the signature page hereto (collectively, the “Sellers”), Wrap Technologies, Inc., a Delaware corporation (“Buyer”), and Buford Ortale, as Sellers’ Representative.
CONSULTING AGREEMENTConsulting Agreement • January 26th, 2022 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • Delaware
THIS CONSULTING AGREEMENT (this “Agreement”) is made and entered into as of January 24, 2022 (the “Effective Date”) by and between Wrap Technologies, Inc., a Delaware corporation (the “Company”) and LRHIRSH, LLC (“Consultant”). Lawrence Hirsh (“Hirsh”) enters into this Agreement for purposes of acknowledging and agreeing to Sections 2, Sections 6 through 9, and those Sections herein necessary to interpret and apply them. The Company, Consultant and Hirsh are sometimes referred to in this Agreement collectively as the “Parties,” and individually as a “Party.”
EMPLOYMENT AGREEMENTEmployment Agreement • April 19th, 2022 • Wrap Technologies, Inc. • Ordnance & accessories, (no vehicles/guided missiles)
This Employment Agreement (“Agreement”) is made and entered into by and between Wrap Technologies, Inc., a Delaware corporation (the “Company”), and Kevin Mullins (“Executive”) on April 3, 2022 (the “Execution Date”). For all purposes under this Agreement, “Commencement Date” shall mean the date on which Executive commences employment with the Company hereunder, which the Company and Executive expect to be on or about April 11, 2022. This Agreement and all obligations hereunder shall be null and void if the Commencement Date does not occur by May 1, 2022; provided, however, the Company and Executive agree that if the Commencement Date does not occur by such date because of the Company’s termination of this Agreement for any reason other than the occurrence of a Cause event or Executive’s breach of any obligation he owes to a third party, then Executive shall be entitled to seek damages and any other relief to which he may be entitled from the Company.
