GridAI Technologies Corp. — fact timeline

GridAI Technologies Corp. shareholders approved Approval of the adjournment of the Special Meeting to the extent there are insufficient votes at the Special Meeting to approve any one or more of the foregoing proposals at the 2023-12-12 meeting.

“The votes were cast for this matter as follows: Votes For Votes Against Abstentions 3,833,578 1,139,463 27,691”

GridAI Technologies Corp. shareholders approved Ratification of the Company's entry into a securities purchase agreement on July 18, 2023, with certain purchasers and issuance thereto of an aggregate of 610,000 shares of Common Stock, pre-funded warrants to purchase up to 2,675,000 shares, and common warrants to purchase up to 6,570,000 shares at the 2023-12-12 meeting.

“The votes were cast for this matter as follows: Votes For Votes Against Abstentions 1,103,896 601,958 125,522”

GridAI Technologies Corp. shareholders approved Adoption and approval of the Amendment to the Company's Charter to effect a reverse stock split of the Company's issued and outstanding shares of Common Stock, at a specific ratio, ranging from one-for-ten (1:10) to one-for-twenty (1:20) at the 2023-12-12 meeting.

“The votes were cast for this matter as follows: Votes For Votes Against Abstentions 3,402,578 1,581,860 16,294”

GridAI Technologies Corp. shareholders approved Adoption and approval of the amendment to our Company's Charter to increase the total number of authorized shares of Common Stock by 50,000,000 shares to 100,000,000 shares at the 2023-12-12 meeting.

“The votes were cast for this matter as follows: Votes For Votes Against Abstentions 3,191,201 1,793,825 15,707”

GridAI Technologies Corp. received a nasdaq deficiency notice notice regarding other (rules 5635(d)).

“October 26, 2023, First Wave BioPharma, Inc. (the “Company”, “we” or “us”) received written notice (the “Notification Letter”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it was not in compliance with the shareholder approval requirement set forth in Nasdaq Listing Rule 5635(d), which requires prior shareholder approval for transactions, other than public offerings, involving the issuance of 20% or more of an issuer’s pre-transaction shares outstanding at less than the applicable Minimum Price (as defined in List”

GridAI Technologies Corp. entered into License Agreement with Sanofi valued at upfront payment of $500,000 (effective 2023-09-13).

“On September 13, 2023, First Wave BioPharma, Inc. (the “Company”) entered into a License Agreement (the “License Agreement”) with Sanofi (“Sanofi”), pursuant to which the Company received a license to obtain certain exclusive worldwide rights to develop and commercialize Capeserod”

GridAI Technologies Corp. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).

“August 24, 2023, First Wave BioPharma, Inc. (the “Company”) received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, based upon the closing bid price of the Company’s common stock, par value $0.0001 per share (“Common Stock”), for the last 30 consecutive business days, the Company is not currently in compliance with the requirement to maintain a minimum bid price of $1.00 per share for continued listing on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Notice”). The Notice has no immediate effect on the”

GridAI Technologies Corp. received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)(1)).

“August 17, 2023, First Wave BioPharma, Inc. (the “Company”) received a letter (the “Letter”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company was not in compliance with the minimum stockholders’ equity requirement for continued listing on The Nasdaq Capital Market, under Listing Rule 5550(b)(1), because the Company’s stockholders’ equity of $881,960 as reported in the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2023 was below the required minimum of $2.5 million, and because, as of June 30, 2023, the Comp”

GridAI Technologies Corp. entered into Purchase Agreement with certain purchasers valued at approximately $1.8 million (effective 2023-07-18).

“ith Roth Capital Partners, LLC (the “Placement Agent”) and a securities purchase agreement (the “Purchase Agreement”) with certain purchasers pursuant to which the Company agreed to sell, in a best efforts public offering (the “Offering”),”

GridAI Technologies Corp. entered into Placement Agency Agreement with Roth Capital Partners, LLC (effective 2023-07-18).

“On July 18, 2023, First Wave BioPharma, Inc. (the “Company”) entered into a placement agency agreement (the “Placement Agency Agreement”) with Roth Capital Partners, LLC (the “Placement Agent”)”

GridAI Technologies Corp. shareholders approved Adjournment of Annual Meeting if insufficient proxies to approve proposals at the 2023-06-22 meeting.

“The stockholders approved the adjournment of the Annual Meeting to the extent that there were insufficient proxies at the Annual Meeting to approve any one or more of the foregoing proposals.”

GridAI Technologies Corp. shareholders approved Ratification of appointment of Mazars USA LLP as independent registered public accounting firm for fiscal year ending December 31, 2023 at the 2023-06-22 meeting.

“The stockholders approved the ratification of the appointment of Mazars USA LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023.”

GridAI Technologies Corp. shareholders approved Advisory vote on executive compensation at the 2023-06-22 meeting.

“The stockholders voted to approve, on an advisory basis, the executive compensation of the Company’s named executive officers as described in the Proxy Statement.”

GridAI Technologies Corp. shareholders approved Amendment to 2020 Omnibus Equity Incentive Plan to increase authorized shares and increase incentive stock option limit at the 2023-06-22 meeting.

“The stockholders voted to approve an amendment to the Company’s 2020 Omnibus Equity Incentive Plan to increase the number of shares of common stock authorized for issuance thereunder from 317,480 to 1,167,480 and to increase the number of shares that otherwise become available under the plan for grants as incentive stock options to 5,000,000.”

GridAI Technologies Corp. shareholders approved Election of directors at the 2023-06-22 meeting.

“The stockholders elected each of James Sapirstein, Edward J. Borkowski, Charles J. Casamento, Terry Coelho and Alastair Riddell to serve on the Company’s board of directors for a term of one year expiring at the annual meeting of stockholders to be held in 2024 or until their respective successors are duly elected and qualified.”

GridAI Technologies Corp. entered into Registration Rights Agreement with the Purchaser (effective 2023-03-12).

“In connection with the Offering, on March 12, 2023, the Company and the Purchaser entered into a Registration Rights Agreement (the "Registration Rights Agreement") pursuant to which the Company is required to file a registration statement with the Securities and Exchange Commission (the "SEC") to register for resale the Shares and the Warrant Shares.”

GridAI Technologies Corp. entered into Securities Purchase Agreement with a single institutional investor valued at approximately $4.0 million (effective 2023-03-12).

“On March 12, 2023, First Wave BioPharma, Inc., a Delaware corporation (the "Company"), entered into a Securities Purchase Agreement (the "Purchase Agreement") with a single institutional investor (the "Purchaser"), pursuant to which the Company agreed to issue, in a private placement (the "Offering"), an aggregate of (i) 128,000 shares (the "Shares") of the Company's common stock, par value $0.0001 per share (the "Common Stock"), (ii) pre-funded warrants (the "Pre-Funded Warrants") to purchase up to an aggregate of 895,018 shares (the "Pre-Funded Warrant Shares") and (iii) common warrants (the "Common Warrants" and collectively with the Pre-Funded Warrants, the "Warrants"), to purchase up to an aggregate of 2,046,036 shares of Common Stock (the "Common Warrant Shares" and collectively with the Pre-Funded Warrant Shares, the "Warrant Shares") at a purchase price of $3.91 per Share (or Pre-Funded Warrant in lieu thereof) and accompanying Common Warrant.”

GridAI Technologies Corp.: Amended charter to effect a 1-for-7 reverse stock split (effective 2023-01-18).

“On January 13, 2023, the Company filed the Amendment to its Charter with the Secretary of State of the State of Delaware to effect a reverse stock split of its Common Stock at a ratio of 1-to-7 (the “Reverse Stock Split”). The Reverse Stock Split will become effective in accordance with the terms of the Amendment at 12:01 AM Eastern Time on January 18, 2023 (the “Effective Time”).”

GridAI Technologies Corp. shareholders approved Approval of the adjournment of the Special Meeting to the extent there are insufficient votes at the Special Meeting to approve any one or more of the foregoing proposals at the 2023-01-13 meeting.

“3. The Adjournment Proposal. The votes were cast for this matter as follows: Votes For Votes Against Abstentions 1,584,130,826 592,147,779 166,566,900”

GridAI Technologies Corp. shareholders approved Adoption and approval of the Amendment to the Company’s Charter to effect a reverse stock split of the Company’s issued and outstanding shares of Common Stock, at a specific ratio, ranging from one-for-three (1:3) to one-for-forty (1:40) at the 2023-01-13 meeting.

“2. The Reverse Stock Split Proposal. The votes were cast for this matter as follows: Votes For Votes Against Abstentions 1,625,633,905 574,231,665 142,979,935”

GridAI Technologies Corp. shareholders approved Approval of the issuance of more than 20% of our Common Stock pursuant to the private placement and warrant amendment for purposes of Nasdaq Listing Rule 5635(d) at the 2023-01-13 meeting.

“1. The Private Placement Proposal. The votes were cast for this matter as follows: Votes For Votes Against Abstentions Broker Non-Votes 528,701 496,698 52,341 1,262,765”

GridAI Technologies Corp. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(3)(A)(iv)).

“December 14, 2022, First Wave BioPharma, Inc. (the “Company”) received a deficiency notice from the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”), indicating that, based upon the closing bid price of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), for the prior 30 consecutive business days, the Company was not in compliance with the requirement to maintain a minimum bid price of $1.00 per share for continued listing on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”). The Staff”

GridAI Technologies Corp. entered into Settlement Agreement with Fortis Advisors LLC and certain individuals (effective 2022-11-30).

“Effective November 30, 2022, the Company, the Representative and certain individuals entered into a settlement agreement (the “Settlement Agreement”).”

GridAI Technologies Corp. amended Warrant Amendment Agreement (effective 2022-11-20).

“In connection with the Offering, the Company entered into a warrant amendment agreement (the “Warrant Amendment Agreement”) with the Purchaser pursuant to which the Company agreed to amend the Purchaser’s existing warrants to purchase up to 3,736,990 shares of Common Stock at a weighted average exercise price of $4.21 per share (the “Existing Warrants”), in consideration for such Purchaser’s purchase of $2.5 million of securities in the Offering (the “Purchase Commitment”), to (i) lower the exercise price of the Existing Warrants to $0.7685 per share and (ii) extend the termination date of the Existing Warrants until the five and one-half year anniversary of the Stockholder Approval (the “Warrant Amendment”), effective upon the consummation of the Offering and confirmation by the Placement Agent that the Purchaser has satisfied the Purchase Commitment.”

GridAI Technologies Corp. entered into Securities Purchase Agreement valued at approximately $2.5 million (effective 2022-11-20).

“On November 20, 2022, First Wave BioPharma, Inc., a Delaware corporation (the “Company”), entered into a Securities Purchase Agreement (the “Purchase Agreement”) with a single institutional investor (the “Purchaser”), pursuant to which the Company agreed to issue, in a private placement (the “Offering”), an aggregate of (i) pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to an aggregate of 4,166,667 shares (the “Pre-Funded Warrant Shares”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and (ii) common warrants (the “Common Warrants” and collectively with the Pre-Funded Warrants, the “Warrants”), to purchase up to an aggregate of 8,333,334 shares of Common Stock (the “Common Warrant Shares” and collectively with the Pre-Funded Warrant Shares, the “Warrant Shares”) at a purchase price of $0.5999 per Pre-Funded Warrant and accompanying Common Warrant.”

Gregory Oakes resigned as Director at GridAI Technologies Corp..

“On June 16, 2022, Gregory Oakes submitted his resignation from the Board of Directors (the “Board”) of First Wave BioPharma, Inc. (the “Company”), effective immediately.”

David Hoffman was appointed as Member of the Board at GridAI Technologies Corp..

“approved, effective immediately, an increase in the size of the Board from six directors to seven directors and appointed David Hoffman, age 61, to serve as a member of the Board to fill the newly-created vacancy.”

James Pennington, M.D. retired as Chief Medical Officer at GridAI Technologies Corp..

“On March 31, 2022, James Pennington, M.D., Chief Medical Officer of First Wave BioPharma, Inc. (the “Company”), informed the Company of his intention to retire as Chief Medical Officer.”

Sarah Romano was appointed as Chief Financial Officer at GridAI Technologies Corp..

“Sarah Romano, CPA, has been appointed to serve as the Chief Financial Officer of the Company, effective March 1, 2022.”

Daniel Schneiderman resigned as Chief Financial Officer at GridAI Technologies Corp..

“On February 14, 2022, Daniel Schneiderman, the Chief Financial Officer of the Company, notified the Company that he will resign as Chief Financial Officer effective as of February 28, 2022 (the “Termination Date”) to pursue additional opportunities.”

Vern Lee Schramm departed as Director at GridAI Technologies Corp..

“On November 4, 2021, Vern Lee Schramm, Ph.D., provided notice to the Board of Directors of First Wave BioPharma, Inc. (the “Company”), that he would not stand for re-election as director at the Company’s upcoming annual meeting of stockholders (the “Annual Meeting”), currently scheduled for December 17, 2021.”

Terry Coelho was appointed as Director at GridAI Technologies Corp..

“On August 11, 2021, the Board of Directors (the “Board”) of AzurRx BioPharma, Inc. (the “Company”) approved, effective immediately, an increase in the size of the Board from six directors to seven directors and appointed Terry Coelho, age 60, to serve as a member of the Board to fill the newly-created vacancy.”