XWELL, Inc. — Director's Dealing 2023

Jul 21, 2023

SEC Form 4/A — Form 4/A

Issuer: XWELL, Inc. (XWEL)
CIK: 0001410428
Period of Report: 2022-01-14

Reporting Person: Ernst Ezra (CEO XprsTst, Exc VP XprsSp Gp)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-01-14	Common Stock	J	55249	—	Acquired	65249	Direct

Footnotes

F1: These shares were omitted from the reporting person's Form 4 filed on January 19, 2022, and were omitted from one subsequent Form 4 filed by the reporting person on June 21, 2022. The number of shares of common stock reflected in such subsequent Form 4 filed by the reporting person should be deemed adjusted accordingly.

F2: The reporting person acquired these securities on January 14, 2022, as consideration for the reporting person's equity interest in gcg Connect, LLC, d/b/a HyperPointe, which XWELL, Inc. acquired on January 14, 2022. The Membership Interests Purchase Agreement provides that the former equity holders may receive up to an additional $7.5 million in cash or 4,143,647 shares of XWELL common stock (or combination thereof) if certain earn-out milestones are achieved during an earnout period ending on the third anniversary of the date of the acquisition agreement. The reporting person's right to receive additional consideration pursuant to this earn-out right became fixed and irrevocable on January 14, 2022, the closing date of the acquisition.