--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-24-034161" form_type: "8-K" ticker: "GRDX" cik: "0001604191" company_name: "GridAI Technologies Corp." filed_at: "2024-03-14T23:59:59+00:00" generated_at: "2026-06-04T19:34:45.002528+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # First Wave BioPharma completes acquisition of ImmunogenX in stock deal ## Summary - Issued 36,830 common shares and 11,777 Series G shares (convertible into 11.8M common shares) to ImmunogenX holders. - Assumed ImmunogenX stock options for 200,652 shares at $0.81 and warrants for 127,682 shares at $3.02-$3.92. - Post-merger common shares outstanding: 1,974,744; Series G conversion requires stockholder approval. - Appointed Jack Syage (President/COO) and Chaitan Khosla as directors; board expanded to 7. - Amended credit facility with Mattress Liquidators: $8.2M commitment, maturity Sept 2025, interest rate prime+6%. ## SEC filing metadata - accession: 0001104659-24-034161 - form_type: 8-K - ticker: GRDX - cik: 0001604191 - company_name: GridAI Technologies Corp. - filed_at: 2024-03-14T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 1.01, 5.03, 2.01, 2.03, 3.02, 3.03, 5.02, 7.01, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1604191/000110465924034161/0001104659-24-034161-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1604191/000110465924034161/tm248020d2_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-24-034161 - JSON: https://secwatch.observer/filing/0001104659-24-034161.json - Plain text: https://secwatch.observer/filing/0001104659-24-034161.txt ## Key facts - Executive change James Sapirstein changed role as President at GridAI Technologies Corp.. - Action: ceased to serve as President - Role: President source text: James Sapirstein, the Company’s Chief Executive Officer and Chairman, had served as the Company’s President until the appointment of Dr. Syage. evidence_url: https://www.sec.gov/Archives/edgar/data/1604191/000110465924034161/0001104659-24-034161-index.htm - Executive change Chaitan Khosla was appointed as Member of the Board at GridAI Technologies Corp.. - Action: appointed - Role: Member of the Board source text: appointed (i) Jack Syage, PhD. as the Company’s President and Chief Operating Officer and as a member of the Board and (ii) Chaitan Khosla as a member of the Board evidence_url: https://www.sec.gov/Archives/edgar/data/1604191/000110465924034161/0001104659-24-034161-index.htm - Executive change Jack Syage was appointed as Member of the Board at GridAI Technologies Corp.. - Action: appointed - Role: Member of the Board source text: appointed (i) Jack Syage, PhD. as the Company’s President and Chief Operating Officer and as a member of the Board evidence_url: https://www.sec.gov/Archives/edgar/data/1604191/000110465924034161/0001104659-24-034161-index.htm - Executive change Jack Syage was appointed as President and Chief Operating Officer at GridAI Technologies Corp.. - Action: appointed - Role: President and Chief Operating Officer source text: appointed (i) Jack Syage, PhD. as the Company’s President and Chief Operating Officer and as a member of the Board evidence_url: https://www.sec.gov/Archives/edgar/data/1604191/000110465924034161/0001104659-24-034161-index.htm - Governance Changes GridAI Technologies Corp.: Filed Certificate of Designation for Series G Non-Voting Convertible Preferred Stock, establishing its preferences, rights, and limitations (effective 2024-03-13). - Change: charter amendment - Effective: 2024-03-13 source text: Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. Certificate of Designation On March 13, 2024, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of the Series G Non-Voting Convertible Preferred Stock (the “Certificate of Designation”) with the Secretary of State of the State of Delaware in connection with the Merger referenced in Item 1.01 above. evidence_url: https://www.sec.gov/Archives/edgar/data/1604191/000110465924034161/0001104659-24-034161-index.htm - M&A Transactions GridAI Technologies Corp. completed an acquisition involving ImmunogenX, Inc. (closed 2024-03-13). - Action: acquisition - Counterparty: ImmunogenX, Inc. - Closing: 2024-03-13 source text: On March 13, 2024, the Company completed its business combination with ImmunogenX. evidence_url: https://www.sec.gov/Archives/edgar/data/1604191/000110465924034161/0001104659-24-034161-index.htm - Material Agreements GridAI Technologies Corp. entered into Merger Agreement with ImmunogenX. - Action: entry - Agreement: merger - Counterparty: ImmunogenX source text: Pursuant to the terms of the Merger Agreement, we are required to recommend that our stockholders approve the conversion of shares of our Series G Preferred Stock into shares of our Common Stock. evidence_url: https://www.sec.gov/Archives/edgar/data/1604191/000110465924034161/0001104659-24-034161-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.