AUDDIA INC. — Director's Dealing 2022

Nov 17, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUDDIA INC. (AUUD)
CIK: 0001554818
Period of Report: 2022-11-14

Reporting Person: Minicozzi Richard Michael (10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-11-14	Warrants (right to buy)	$2.10	P	300000	Acquired	2027-11-14	Common Stock (300000)	Direct
2022-11-14	Secured Bridge Note (conversion right)	$1.23	P	252033	Acquired		Common Stock (252033)	Direct

Footnotes

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.