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NextTrip, Inc. — Director's Dealing 2024
Jan 4, 2024
34837_dirs_2024-01-03_a0f2456a-3317-49cc-9648-6fc6746b709c.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: SIGMA ADDITIVE SOLUTIONS, INC. (SASI)
CIK: 0000788611
Period of Report: 2023-12-29
Reporting Person: KERBY WILLIAM (Chief Executive Officer)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2023-12-29 | Common Stock | A | 28625 | — | Acquired | 28625 | Direct |
| 2023-12-29 | Common Stock | A | 11386 | — | Acquired | 11386 | Indirect |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2023-12-29 | Option | $ | J | 5152 | Disposed | 2024-12-29 | Common Stock (5152) | Indirect |
Footnotes
F1: Shares received in exchange for equity interests beneficially owned by William Kerby in connection with the exchange of all outstanding shares of NextTrip Holdings, Inc. for shares of the Issuer's common stock (the "Exchange") pursuant to a share exchange agreement dated October 13, 2023, as amended. Additional shares of the Issuer may be issued in the future upon achievement of certain milestones. No additional consideration was paid in connection with the Exchange, which closed on December 29, 2023.
F2: The shares are beneficially owned by ravel and Media Tech, LLC ("TMT"). Mr. Kerby is a 50% member of TMT. As such, Mr. Kerby is deemed to beneficially own the shares held by TMT. Mr. Kerby disclaims beneficial ownership of all securities held by TMT in excess of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of, or has pecuniary interest in, any such excess shares for the purposes of Section 16 of the Exchange Act or for any other purpose.
F3: On December 29, 2023, in connection with the Exchange, TMT entered into an agreement pursuant to which, from June 1, 2024 to December 29, 2024, (i) TMT has the right to purchase 5,152 shares of the Issuer's common stock from an investor, as well as any additional shares that may be issued to such investor upon achievement of certain milestones in connection with the Exchange (collectively, the "Option Shares"), for an aggregate of $400,000, and (ii) the investor has the right to put the Option Shares to TMT for an aggregate of $379,000.