XTI Aerospace, Inc. — fact timeline

XTI Aerospace, Inc. entered into Inducement Agreement with the Holders valued at aggregate of 49,131,148 Existing Warrants for an aggregate exercise price of $2,520,427.88 (effective 2023-12-19).

“Pursuant to the Inducement Agreements, the Holders exercised an aggregate of 49,131,148 Existing Warrants for an aggregate exercise price of $2,520,427.88.”

XTI Aerospace, Inc. entered into Engagement Agreement with Placement Agent with Joseph Gunnar & Co., LLC valued at Cash fee of 5.5% of aggregate gross proceeds from warrant exercise; expense reimbursement up to $25, (effective 2023-12-13).

“The Company engaged Joseph Gunnar & Co., LLC as the exclusive placement agent (the “Placement Agent”) in connection with the Inducement Agreements pursuant to an engagement agreement, dated December 13, 2023, by and between the Company and the Placement Agent, and agreed to pay the Placement Agent a cash fee equal to 5.5% of the aggregate gross proceeds received from the Holders’ exercise of their Existing Warrants in the Warrant Exercise and to reimburse the Placement Agent up to $25,000 for expenses (inclusive of legal fees) in connection therewith.”

XTI Aerospace, Inc. entered into Warrant Inducement Letter Agreements with holders of Common Stock Purchase Warrants issued May 17, 2023 and reissued December 15, 2023 valued at Gross proceeds of $2,520,427.88 from exercise of 55,000,000 Existing Warrants at reduced exercise pr (effective 2023-12-15).

“On December 15, 2023, Inpixon (the “Company”) entered into warrant inducement letter agreements (the “Inducement Agreements”) with the holders (including their respective successors and assigns, the “Holders”) of the Common Stock Purchase Warrants issued by the Company on May 17, 2023 and reissued on December 15, 2023, as applicable (as amended on June 20, 2023, the “Existing Warrants”).”

XTI Aerospace, Inc. shareholders rejected Approval of amendment to increase authorized shares to up to 1,000,000,000 at the 2023-12-08 meeting.

“For Against Abstentions 31,649,386 13,820,455 410,431”

XTI Aerospace, Inc. shareholders approved Authorization to adjourn the Special Meeting to solicit additional proxies at the 2023-12-08 meeting.

“For Against Abstentions 35,629,445 9,951,709 299,118”

XTI Aerospace, Inc. shareholders approved Approval of potential issuances of shares pursuant to non-public transactions under Nasdaq Listing Rule 5635(d) at the 2023-12-08 meeting.

“For Against Abstentions Broker Non-Votes 24,755,816 3,867,984 231,988 17,024,484”

XTI Aerospace, Inc. shareholders approved Approval of increase in reverse split ratio from 1-for-50 to 1-for-200 at the 2023-12-08 meeting.

“For Against Abstentions 32,270,330 13,512,239 97,703”

XTI Aerospace, Inc. shareholders approved Ratification of Marcum LLP as independent registered public accounting firm at the 2023-12-08 meeting.

“For Against Abstentions 42,347,325 2,672,135 860,812”

XTI Aerospace, Inc. shareholders approved Advisory vote on compensation of named executive officers at the 2023-12-08 meeting.

“For Against Abstentions Broker Non-Votes 19,753,920 8,529,318 572,550 17,024,484”

XTI Aerospace, Inc. shareholders approved Election of Directors at the 2023-12-08 meeting.

“Nominee For Against Abstentions Broker Non-Votes Nadir Ali 22,787,434 5,604,225 464,129 17,024,484 Wendy Loundermon 25,147,659 2,380,482 1,327,647 17,024,484 Leonard Oppenheim 25,285,576 2,240,903 1,329,309 17,024,484 Kareem Irfan 25,267,318 2,312,968 1,275,502 17,024,484 Tanveer Khader 25,233,563 2,337,465 1,284,760 17,024,484”

XTI Aerospace, Inc. shareholders approved Advisory vote on merger related executive compensation at the 2023-12-08 meeting.

“For Against Abstentions Broker Non-Votes 22,656,284 5,800,964 398,540 17,024,484”

XTI Aerospace, Inc. shareholders approved Approval of the issuance of shares of Inpixon common stock to equity holders of XTI Aircraft Company pursuant to the merger agreement and change of control at the 2023-12-08 meeting.

“For Against Abstentions Broker Non-Votes 27,322,661 1,423,268 109,859 17,024,484”

XTI Aerospace, Inc. reported third quarter ended September 30, 2023 results: revenue $2.0 million.

“Revenues for the three and nine months ended September 30, 2023, were $2.0 million”

XTI Aerospace, Inc. received a nasdaq delisting notice notice regarding minimum bid price (rules 5810(c)(3)(A)(iii), 5550(a)(2)).

“November 9, 2023, the Company received notice (the “November 9 Letter”) from Nasdaq that Nasdaq had determined that as of November 8, 2023, the Company’s securities had a closing bid price of $0.10 or less for ten consecutive trading days triggering application of Listing Rule 5810(c)(3)(A)(iii) which states in part: if during any compliance period specified in Rule 5810(c)(3)(A), a company’s security has a closing bid price of $0.10 or less for ten consecutive trading days, the Listing Qualifications Department shall issue a Staff Delisting Determination under Rule 5810 with respect to that s”

XTI Aerospace, Inc. shareholders approved Authorization to adjourn the Special Meeting at the 2023-09-29 meeting.

“Proposal 4 . Authorization to adjourn the Special Meeting. For Against Abstentions 11,261,869 4,597,236 172,021”

XTI Aerospace, Inc. shareholders approved Approval of the issuance of shares of Common Stock upon exercise of the Warrants issued to accredited investors pursuant to a warrant purchase agreement in accordance with Nasdaq Listing Rule 5635(d) at the 2023-09-29 meeting.

“Proposal 3 . Approval of the issuance of shares of Common Stock upon exercise of the warrants to purchase common stock (the “Warrants”) issued to accredited investors pursuant to a warrant purchase agreement, dated May 15, 2023, in accordance with the terms of the Warrants, as required by and in accordance with Nasdaq Listing Rule 5635(d). For Against Abstentions Broker Non-Votes 5,966,287 3,212,221 199,943 6,652,675”

XTI Aerospace, Inc. shareholders rejected Approval of an amendment to the Articles of Incorporation to increase the number of authorized shares of Common Stock at the 2023-09-29 meeting.

“Proposal 2 . Approval of an amendment to the Articles of Incorporation to increase of the number of authorized shares of Common Stock to up to 1,000,000,000, with such number to be determined at the Board’s discretion, from the number of shares of Common Stock authorized at the time of such authorized share increase. For Against Abstentions 10,689,844 5,234,986 106,296”

XTI Aerospace, Inc. shareholders approved Approval of an amendment to the Company’s Restated Articles of Incorporation to effect a reverse stock split at the 2023-09-29 meeting.

“Proposal 1 . Approval of an amendment to the Company’s Restated Articles of Incorporation, as amended (the “Articles of Incorporation”), to effect a reverse stock split of the Company’s outstanding Common Stock, at a ratio between 1-for-2 and 1-for-50, to be determined at the discretion of the Company’s Board of Directors (the “Board”), for the purpose of complying with the Nasdaq Listing Rules, subject to the Board’s discretion to abandon such amendment. For Against Abstentions 11,119,384 4,795,626 116,116”

XTI Aerospace, Inc.: Two bylaw amendments approved: Amendment No. 3 grants Board full power to amend bylaws; Amendment No. 4 revises director removal and vacancy filling provisions and reduces stockholder meeting quorum from majority to one-third of outstanding shares (effective 2023-09-18).

“On September 18, 2023, the board of directors (the “Board”) of Inpixon (the “Company”) approved two amendments to the Company’s amended and restated by-laws, as amended (the “By-Laws”), effective as of the date of the Board’s approval (“By-Laws Amendment No. 3” and “By-Laws Amendment No. 4,” respectively)”

XTI Aerospace, Inc. reported second quarter ended June 30, 2023 results: revenue $2.1 million and $5.2 million, respectively, net income $7.33 million, EPS loss of $0.18 and $0.79, respectively.

“program for the TriFan, secure FAA certification, and deliver the aircrafts. inpixon.com 1 Financial Results Revenues for the three and six months ended June 30, 2023 were $2.1 million and $5.2 million, respectively, compared to $2.6 million and $5.2 million, respectively, for the comparable periods in the prior year. This quarter-over-quarter decrease was”

XTI Aerospace, Inc. entered into Agreement and Plan of Merger with XTI Aircraft Company valued at Merger consideration includes exchange of XTI common stock for Inpixon common stock based on Exchang (effective 2023-07-24).

“On July 24, 2023, Inpixon, a Nevada corporation (“Inpixon”), entered into an Agreement and Plan of Merger (as it may be amended from time to time, the “Merger Agreement”) by and among Inpixon, Superfly Merger Sub Inc., a Delaware corporation and a wholly -owned subsidiary of Inpixon (“Merger Sub”), and XTI Aircraft Company, a Delaware corporation (“XTI”).”

Wendy Loundermon resigned as Chief Financial Officer at XTI Aerospace, Inc..

“It is expected that Inpixon’s Chief Executive Officer, Nadir Ali, and Chief Financial Officer, Wendy Loundermon, will resign upon the Closing, effective as of the Closing Date.”

Nadir Ali resigned as Chief Executive Officer at XTI Aerospace, Inc..

“It is expected that Inpixon’s Chief Executive Officer, Nadir Ali, and Chief Financial Officer, Wendy Loundermon, will resign upon the Closing, effective as of the Closing Date.”

XTI Aerospace, Inc. amended Amendment to Warrant Purchase Agreement and Warrants with holders of Common Stock Purchase Warrants valued at Amendment granting participation rights, extended registration period, and adjusted warrant terms (effective 2023-06-20).

“On June 20, 2023, Inpixon (the “Company”) entered into an amendment agreement (the “Amendment”) with the holders (each, including its successors and assigns, a “Holder” and collectively, the “Holders”) of the Common Stock Purchase Warrants issued by the Company on May 17, 2023 (as amended from time to time in accordance with their terms, the “Warrants”) pursuant to the terms and conditions of that certain Warrant Purchase Agreement, dated May 15, 2023, by and among the Company and the Holders (as amended from time to time in accordance with its terms, the “Purchase Agreement”).”

XTI Aerospace, Inc. amended Amendment No. 1 to Equity Distribution Agreement with Maxim Group LLC valued at from $25.0 million to approximately $27.4 million (effective 2023-06-13).

“On June 13, 2023, the Company entered into Amendment No. 1 to Equity Distribution Agreement (“Amendment 1”) with Maxim Group LLC (“Maxim”), amending the Equity Distribution Agreement, dated as of July 22, 2022, between the Company and Maxim (the “Original Agreement” and, together with Amendment No. 1, the “Equity Distribution Agreement”), pursuant to which the aggregate gross sales amount was increased from $25.0 million to approximately $27.4 million.”

XTI Aerospace, Inc. amended loan with Streeterville Capital, LLC maturing May 17, 2024.

“Pursuant to the terms of the July 2022 Note Amendment, the maturity date of the July 2022 Note was extended from July 22, 2023 to May 17, 2024”

XTI Aerospace, Inc. amended December 2022 Note Amendment with Streeterville Capital, LLC valued at Extended maturity date from December 30, 2023 to May 17, 2024 and added extension fee of $87,233.58 (effective 2023-05-16).

“Additionally, on May 16, 2023, the Company entered into an amendment (the “December 2022 Note Amendment”) to that certain Promissory Note, dated December 30, 2022 ( the “December 2022 Note”), issued to Streeterville in the initial principal amount of $8,400,000. Pursuant to the terms of the December 2022 Note Amendment, the maturity date of the December 2022 Note was extended from December 30, 2023 to May 17, 2024 (the “December 2022 Note Maturity Date Extension”). In exchange for the December 2022 Note Maturity Date Extension, the Company agreed to pay Streeterville an extension fee in the amount of $87,233.58 (the “December 2022 Note Extension Fee”), which was added to the outstanding balance of the December 2022 Note. Following the application of the December 2022 Note Extension Fee, as of May 16, 2023, the outstanding balance of the December 2022 Note was $8,813,014.58.”

XTI Aerospace, Inc. amended July 2022 Note Amendment with Streeterville Capital, LLC valued at Extended maturity date from July 22, 2023 to May 17, 2024 and added extension fee of $56,568.99 to o (effective 2023-05-16).

“On May 16, 2023, Inpixon (the “Company”) entered into an amendment (the “July 2022 Note Amendment”) to that certain Promissory Note, dated July 22, 2022, as amended on January 31, 2023 (as amended, the “July 2022 Note”), issued to Streeterville Capital, LLC (“Streeterville”) in the initial principal amount of $6,465,000. Pursuant to the terms of the July 2022 Note Amendment, the maturity date of the July 2022 Note was extended from July 22, 2023 to May 17, 2024 (the “July 2022 Note Maturity Date Extension”). In exchange for the July 2022 Note Maturity Date Extension, the Company agreed to pay Streeterville an extension fee in the amount of $56,568.99 (the “July 2022 Note Extension Fee”), which was added to the outstanding balance of the July 2022 Note. Following the application of the July 2022 Note Extension Fee, as of May 16, 2023, the outstanding balance of the July 2022 Note was $5,715,039.39.”

XTI Aerospace, Inc. reported first quarter ended March 31, 2023 results: revenue $3.1 million, net income $12.3 million.

“demonstrates our commitment to increasing value for shareholders. At the same time, for the remainder of our business, we were also able to achieve a 17% increase in revenue to $3.1 million for the first quarter of 2023 as compared to the same period of last year, while effectively reducing our operating expenses as compared to the same period of last year. We have”

XTI Aerospace, Inc. reported the fiscal year ended December 31, 2022 results: revenue $19.4 million, net income $63.4 million.

“Inpixon Reports 21% Growth in Revenue to $19.4 Million for the 2022 Fiscal Year”

XTI Aerospace, Inc. completed a disposition involving New CXApp Inc. (formerly KINS Technology Group Inc.) (closed 2023-03-14).

“On March 14, 2023 (the “Distribution Date”), Inpixon completed the separation (the “Separation”) of its enterprise apps business (including its workplace experience technologies, indoor mapping, events platform, augmented reality and related business solutions) and certain related assets and liabilities (the “Enterprise Apps Business”) through a spin-off of Legacy CXApp to Inpixon’s shareholders of record as of March 6, 2023 (the “Record Date”) on a pro rata basis (the “Distribution”) and merger (the “Merger”) of Legacy CXApp with a wholly owned subsidiary of New CXApp in a Reverse Morris Trust transaction”

XTI Aerospace, Inc. amended Warrant Amendments with certain holders of Common Stock Purchase Warrants (effective 2023-02-28).

“On February 28, 2023, Inpixon (the “Company” or “Inpixon”) entered into warrant amendments (the “Warrant Amendments”) with certain holders (each, including its successors and assigns, a “Holder” and collectively, the “Holders”) of (i) those certain Common Stock Purchase Warrants issued by the Company in April 2018 (the “April 2018 Warrants”) pursuant to the registration statement on Form S-3 (File No. 333-204159), (ii) those certain Common Stock Purchase Warrants issued by the Company in September 2021 (the “September 2021 Warrants”) pursuant to the registration statement on Form S-3 (File No. 333-256827), and (iii) those certain Common Stock Purchase Warrants issued by the Company in March 2022 (the “March 2022 Warrants” and together with the April 2018 Warrants and the September 2021 Warrants, the “Existing Warrants”) pursuant to the registration statement on Form S-3 (File No. 333-256827).”

XTI Aerospace, Inc. incurred loan of $8,400,000.00 with Streeterville Capital, LLC at 10% per annum maturing 12 months from the issuance date.

“On December 30, 2022, Inpixon (the “Company”) entered into a note purchase agreement (the “Purchase Agreement”) with Streeterville Capital, LLC (the “Holder”), pursuant to which the Company agreed to issue and sell to the Holder an unsecured promissory note (the “Note”) in an aggregate initial principal amount of $8,400,000.00 (the “Initial Principal Amount”), which is payable on or before the date that is 12 months from the issuance date (the “Maturity Date”).”

XTI Aerospace, Inc. entered into Note Purchase Agreement with Streeterville Capital, LLC valued at $8,400,000 (effective 2022-12-30).

“On December 30, 2022, Inpixon (the “Company”) entered into a note purchase agreement (the “Purchase Agreement”) with Streeterville Capital, LLC (the “Holder”), pursuant to which the Company agreed to issue and sell to the Holder an unsecured promissory note (the “Note”) in an aggregate initial principal amount of $8,400,000.00”

XTI Aerospace, Inc.: Amendment to articles of incorporation to increase authorized shares of common stock from 26,666,667 to 500,000,000 (effective 2022-11-29).

“On November 29, 2022, the Company filed a certificate of amendment to the Company’s articles of incorporation, as amended (the “Articles of Incorporation”), with the Secretary of State of the State of Nevada to increase the number of authorized shares of Common Stock from 26,666,667 to 500,000,000 shares (the “Share Increase Amendment”).”

XTI Aerospace, Inc. shareholders approved Approval of the Amendment of 2018 Employee Stock Incentive Plan at the 2022-11-28 meeting.

“the Plan Amendment was approved by the stockholders at the Annual Meeting”

XTI Aerospace, Inc. reported nine months ended September 30, 2022 results: revenue $14.1 million, net income $48.7 million.

“Intelligence business lines for continued growth and long-term success.” Financial Results Revenues for the three and nine months ended September 30, 2022 were $4.2 million and $14.1 million, respectively, compared to $4.5 million and $10.9 million for the comparable periods in the prior year for a decrease of approximately 6% and an increase of approximately 30%,”

XTI Aerospace, Inc. reported third quarter ended September 30, 2022 results: revenue $4.2 million, net income $17.6 million.

“Revenues for the three and nine months ended September 30, 2022 were $4.2 million and $14.1 million, respectively”