AIAI Holdings Corp
For the period ended Jun 30, 2026. Filed Aug 14, 2026.
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Jun 30, 2026 · Filed Aug 14, 2026
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Unregistered Sales of Equity Securities and Use of Proceeds
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
In May 2026, the Company issued: (1) 69,484,430 shares of its Class A common stock, in connection with the acquisition of the Company’s portfolio companies, the acquisition of the preferred stock from Messier Blocker Corporation, and in consideration for the License Agreement with Messier 42 LLC, (2) 7,600,000 shares of Class B common stock issued to the chairman of its board of directors, and (3) 808,560 shares of its Class A common stock issued to Dawson James Securities, Inc. None of the foregoing transactions involved any underwriters, underwriting discounts, or any public offering. These transactions were exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended, as transactions by an issuer not involving a public offering.
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