UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
Current Report
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Item 3.02 Unregistered Sales of Equity Securities.
To the extent applicable, the information under Item 8.01 below is incorporated herein by reference.
Item 8.01 Other Events.
On July 20, 2022, Stryve Foods, Inc. (the “Company”) issued an aggregate of 4,014,012 shares of its Class A common stock and cancelled an equal number of shares of Class V common stock pursuant to the terms of the Company’s existing Exchange Agreement dated as of July 20, 2021 that permits holders of the Company’s Class V common stock and Andina Holdings LLC, a Delaware limited liability company and wholly owned subsidiary of the Company (“Holdings”), Class B Units to tender a set of one share of Class V common stock and one Holdings Class B Unit and for redemption for one share of Class A common stock. The securities were issued in reliance on the exemption from registration provided by Section 4(a)(2) under the Securities Act of 1933, as amended, and/or Regulation D promulgated thereunder.
Following the issuance, on July 20, 2022, the Company had 18,998,343 shares of Class A common stock issued and outstanding and 7,488,343 shares of Class V common stock issued and outstanding. The Company has historically reported its financial results and weighted average share calculations on an “as exchanged” basis to give full effect to the potential exchanges of Class V to Class A that may occur over time. Accordingly, this issuance of Class A common stock will have no effect on the Company’s earnings (loss) per share calculations that are presented on an “as exchanged” basis.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: July 22, 2022
| STRYVE FOODS, INC. | ||
| By: | /s/ R. Alex Hawkins | |
| Name: | R. Alex Hawkins | |
| Title: | CFO | |