Statistiche di base
| CIK | 1800637 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to RYTHM, Inc.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| August 27, 2025 |
TRADEMARK AND RECIPE LICENSE AGREEMENT Exhibit 10.2 Execution Version TRADEMARK AND RECIPE LICENSE AGREEMENT This Trademark and Recipe License Agreement (“Agreement”) is made as of August 27, 2025 (the “Effective Date”) by and between VCP IP Holdings, LLC, a Delaware limited liability company (“Licensor”), and GTI Core, LLC, a Delaware limited liability company (“Licensee” and, together with Licensor, the “Parties,” or each, individual |
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| August 27, 2025 |
Exhibit 3.1 Name of entity as on file with the Nevada Secretary of State : AGRIFY CORPORATION Entity or Nevada Business Identification Number (NVID) : NV20161331161 1. Entity information Certificate to Accompany Restated Articles or Amended and Restated Articles Restated Articles - No amendments; articles are restated only and are signed by an officer of the corporation who has been authorized to |
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| August 27, 2025 |
AMENDED AND RESTATED TRADEMARK AND RECIPE LICENSE AGREEMENT Exhibit 10.3 Execution Version AMENDED AND RESTATED TRADEMARK AND RECIPE LICENSE AGREEMENT This AMENDED AND RESTATED TRADEMARK AND RECIPE LICENSE AGREEMENT (this “Agreement”) is made as of August 27, 2025 (the “Effective Date”), by and between MC BRANDS LLC, a Colorado limited liability company (“Licensor”), and GTI CORE, LLC, a Delaware limited liability company (“Licensee” and, together with Lic |
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| August 27, 2025 |
THIRD AMENDMENT TO SECURED CONVERTIBLE NOTE Exhibit 4.3 THIRD AMENDMENT TO SECURED CONVERTIBLE NOTE This THIRD AMENDMENT TO SECURED CONVERTIBLE NOTE (this “Amendment”) is made as of August 25, 2025 (the “Amendment Effective Date”), by and between Agrify Corporation, a Nevada corporation (the “Company”) and RSLGH, LLC, a Delaware limited liability company (the “Holder”), with reference to the following facts: RECITALS A. The Company issued t |
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| August 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 25, 2025 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No. |
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| August 27, 2025 |
Exhibit 10.1 Execution Version PURCHASE AGREEMENT By and Between VCP23, LLC and AGRIFY CORPORATION Dated August 27, 2025 PURCHASE AGREEMENT This PURCHASE AGREEMENT (this “Agreement”), dated August 27, 2025, is made by and between VCP23, LLC, a Delaware limited liability company (“Seller”), and AGRIFY CORPORATION, a Nevada corporation (“Purchaser”). Seller and Purchaser are sometimes referred to in |
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| August 27, 2025 |
RYTHM, INC. THIRD AMENDED AND RESTATED ARTICLE I Exhibit 3.2 RYTHM, INC. THIRD AMENDED AND RESTATED BYLAWS ARTICLE I OFFICES Section 1. The registered office of the corporation in Nevada shall be that of its registered agent most recently appointed in the articles of incorporation, or as evidenced by a certificate of acceptance executed by a registered agent and filed with the Secretary of State of Nevada in the manner prescribed by the Nevada R |
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| August 27, 2025 |
FIRST AMENDMENT TO SECURED CONVERTIBLE NOTES Exhibit 4.4 FIRST AMENDMENT TO SECURED CONVERTIBLE NOTES This FIRST AMENDMENT TO SECURED CONVERTIBLE NOTES (this “Amendment”) is made as of August 25, 2025 (the “Amendment Effective Date”), by and among Agrify Corporation, a Nevada corporation (the “Company”) and RSLGH, LLC, a Delaware limited liability company (“RSLGH”), with reference to the following facts: RECITALS A. The Company issued to RSL |
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| August 27, 2025 |
PRE-FUNDED COMMON STOCK PURCHASE WARRANT agrify corporation Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| August 27, 2025 |
Agrify Corporation Secured Convertible Note due 2027 Exhibit 4.1 Agrify Corporation Secured Convertible Note due 2027 THE ISSUANCE AND SALE OF NEITHER THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES THAT MAY BE ISSUABLE PURSUANT TO THIS NOTE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. UNTIL THE DATE THAT IS SIX (6) MONTHS AFTER AUGUST 25, 2025, THE S |
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| August 27, 2025 |
Agrify Corporation to Change Its Name to RYTHM, Inc. Following Brand Portfolio Acquisition Exhibit 99.1 Agrify Corporation to Change Its Name to RYTHM, Inc. Following Brand Portfolio Acquisition ● Acquires brand portfolio including RYTHM, Dogwalkers, and Beboe from Green Thumb Industries ● Enters into licensing agreement permitting Green Thumb to manufacture and distribute brands ● Under the new name, RYTHM, Inc. will assume the Nasdaq ticker symbol “RYM” starting September 2, 2025 ROLL |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIFY CORPORATION (E |
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| August 8, 2025 |
Exhibit 10.7 Execution Copy AMENDED AND RESTATED PURCHASE AGREEMENT By and Between VCP IP HOLDINGS, LLC and AGRIFY CORPORATION Dated June 30, 2025 AMENDED AND RESTATED PURCHASE AGREEMENT This AMENDED AND RESTATED PURCHASE AGREEMENT (this “Agreement”), dated June 30, 2025, is made by and between VCP IP HOLDINGS, LLC, a Delaware limited liability company (“Seller”), and AGRIFY CORPORATION, a Nevada |
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| June 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 11, 2025 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Num |
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| June 12, 2025 |
Calculation of Filing Fees Table Exhibit 107 Calculation of Filing Fee Tables FORM S-8 - (Form Type) AGRIFY CORPORATION - (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee(1) Newly Registered Securities Fees to Be Paid Equity Common stock, par value $0. |
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| June 12, 2025 |
As filed with the Securities and Exchange Commission on June 12, 2025 As filed with the Securities and Exchange Commission on June 12, 2025 Registration No. |
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| May 22, 2025 |
Form of Pre-Funded Common Stock Purchase Warrant Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| May 22, 2025 |
Form of Secured Convertible Note dated May 22, 2025 Exhibit 4.2 Agrify Corporation Secured Convertible Note due 2026 THE ISSUANCE AND SALE OF NEITHER THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES THAT MAY BE ISSUABLE PURSUANT TO THIS NOTE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. UNTIL THE DATE THAT IS SIX (6) MONTHS AFTER MAY 22, 2025, THE SECU |
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| May 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 20, 2025 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No. |
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| May 22, 2025 |
Exhibit 10.5 AMENDED AND RESTATED SHARED SERVICES AGREEMENT Among the Parties Signatory Hereto Dated as of May 20, 2025 TABLE OF CONTENTS Page 1. AGREEMENT TO PROVIDE SERVICES 1 2. SERVICE FEES 2 3. REPORTING; TIMING OF PAYMENTS 3 4. STANDARDS FOR PERFORMANCE OF SERVICE 3 5. ACCESS TO EMPLOYEES AND INFORMATION 3 6. FORCE MAJEURE 3 7. INDEMNIFICATION 4 8. NEW SERVICE RECIPIENTS 4 9. TERM AND TERMIN |
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| May 22, 2025 |
Purchase Agreement, dated May 20, 2025, by and between VCP IP Holdings, LLC and Agrify Corporation Exhibit 10.1 PURCHASE AGREEMENT By and Between VCP IP HOLDINGS, LLC and AGRIFY CORPORATION Dated May 20, 2025 PURCHASE AGREEMENT This PURCHASE AGREEMENT (this “Agreement”), dated May 20, 2025, is made by and between VCP IP HOLDINGS, LLC, a Delaware limited liability company (“Seller”), and AGRIFY CORPORATION, a Nevada corporation (“Purchaser”). Seller and Purchaser are sometimes referred to indivi |
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| May 22, 2025 |
Exhibit 10.3 TRADEMARK AND RECIPE LICENSE AGREEMENT This Trademark and Recipe License Agreement (“Agreement”) is made as of May 20, 2025 (the “Effective Date”) by and between For Success Holding Company, a Delaware corporation (“Licensor”), and Core Growth, LLC, a Delaware limited liability company (“Licensee”, and, together with Licensor, the “Parties,” or each, individually, a “Party”). WHEREAS, |
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| May 22, 2025 |
Second Amendment, dated May 22, 2025, to Secured Convertible Note issued on November 5, 2024 Exhibit 4.3 SECOND AMENDMENT TO SECURED CONVERTIBLE NOTE This SECOND AMENDMENT TO SECURED CONVERTIBLE NOTE (this “Amendment”) is made as of May 22, 2025 (the “Amendment Effective Date”), by and between Agrify Corporation, a Nevada corporation (the “Company”) and RSLGH, LLC, a Delaware limited liability company (the “Holder”), with reference to the following facts: RECITALS A. The Company issued to |
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| May 22, 2025 |
Exhibit 10.2 TRADEMARK AND RECIPE LICENSE AGREEMENT This Trademark and Recipe License Agreement (“Agreement”) is made as of May 20, 2025 (the “Effective Date”) by and between MC BRANDS LLC, a Colorado limited liability company (“Licensor”), and GTI CORE, LLC, a Delaware limited liability company (“Licensee” and, together with Licensor, the “Parties,” or each, individually, a “Party”). WHEREAS, Lic |
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| May 22, 2025 |
Exhibit 10.4 TRADEMARK AND RECIPE LICENSE AGREEMENT This Trademark and Recipe License Agreement (“Agreement”) is made as of May 20, 2025 (the “Effective Date”) by and between VCP IP Holdings, LLC, a Delaware limited liability company (“Licensor”), and Core Growth, LLC, a Delaware limited liability company (“Licensee”, and, together with Licensor, the “Parties,” or each, individually, a “Party”). W |
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| May 9, 2025 |
Amendment and Waiver to Secured Convertible Note, dated as of May 8, 2025 Exhibit 4.1 AMENDMENT AND WAIVER TO SECURED CONVERTIBLE NOTE This AMENDMENT AND WAIVER TO SECURED CONVERTIBLE NOTE (this “Amendment”) is made as of May 8, 2025 (the “Amendment Effective Date”), by and between Agrify Corporation, a Nevada corporation (the “Company”) and RSLGH, LLC, a Delaware limited liability company (the “Holder”), with reference to the following facts: RECITALS A. The Company is |
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| May 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIFY CORPORATION ( |
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| May 9, 2025 |
Pre-Funded Common Stock Purchase Warrant, dated as of May 8, 2025 Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| April 30, 2025 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to §240. |
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| March 31, 2025 |
Costs Associated with Exit or Disposal Activities UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 30, 2025 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No. |
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| March 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIF |
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| March 21, 2025 |
EX-19.1 2 ea023440201ex19-1agrify.htm INSIDER TRADING POLICY Exhibit 19.1 AGRIFY CORPORATION INSIDER TRADING POLICY and Guidelines with Respect to Certain Transactions in Company Securities Adopted: December 18, 2020 In order to take an active role in the prevention of insider trading violations by its directors, officers and other employees, as well as by other related individuals, Agrify Corpora |
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| March 21, 2025 |
Agrify Corporation Reports Fourth Quarter and Full Year 2024 Results Exhibit 99.1 Agrify Corporation Reports Fourth Quarter and Full Year 2024 Results TROY, Mich., March 21, 2025 (GLOBE NEWSWIRE) - Agrify Corporation (Nasdaq:AGFY) (“Agrify” or the “Company”), a leading provider of branded innovative solutions for the cannabis and hemp industries, today announced financial results for the quarter and the fiscal year ended December 31, 2024. Fourth Quarter 2024 Finan |
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| March 21, 2025 |
Subsidiaries of the Registrant Exhibit 21.1 Subsidiaries of the Registrant Entity Name Jurisdiction of Organization Percent of Ownership (direct or indirect) TriGrow Systems LLC Nevada 100 % AGM Service Company LLC Delaware 100 % Ariafy Finance, LLC Massachusetts 100 % Agxion, LLC Nevada 100 % Harbor Mountain Holdings, LLC Georgia 100 % Cascade Sciences, LLC Delaware 100 % Precision Extraction NewCo, LLC Michigan 100 % PurePres |
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| March 21, 2025 |
Exhibit 10.1 SHARED SERVICES AGREEMENT This SHARED SERVICES AGREEMENT (this “Agreement”) is made and entered into as of March 21, 2025, by and among Vision Management Services, LLC, a Delaware limited liability company (“Service Provider” or “VMS”) and Agrify Corporation, a Nevada corporation, and all its subsidiaries and affiliates (collectively, the “Service Recipients”). The Service Provider an |
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| March 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 19, 2025 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| March 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIFY CORPORATION (Exact |
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| February 25, 2025 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION OF AGRIFY AND DOUBLE OR NOTHING Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION OF AGRIFY AND DOUBLE OR NOTHING On December 12, 2024, Agrify Corporation (“Agrify”) completed its acquisition of substantially all of the assets of Double or Nothing, LLC (“Double or Nothing”) pursuant to an Asset Purchase Agreement (the “Purchase Agreement”) and (the “Transaction”). Pursuant to the terms of the Purchase Agr |
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| February 25, 2025 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A (Amendment No. |
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| February 25, 2025 |
Exhibit 99.1 DOUBLE OR NOTHING, LLC FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 DOUBLE OR NOTHING, LLC FINANCIAL STATEMENTS DECEMBER 31, 2023 AND 2022 TABLE OF CONTENTS INDEPENDENT AUDITOR’S REPORT 1-2 FINANCIAL STATEMENTS BALANCE SHEETS 3 STATEMENTS OF OPERATIONS 4 STATEMENTS OF CHANGES IN MEMBERS’ EQUITY 5 STATEMENTS OF CASH FLOWS 6 NOTES TO THE FINANCIAL STATEMENTS 7-8 i CERTIFIED PUBLIC AC |
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| February 25, 2025 |
Exhibit 99.2 DOUBLE OR NOTHING, LLC INTERIM FINANCIAL STATEMENTS SEPTEMBER 30, 2024 AND 2023 DOUBLE OR NOTHING, LLC INTERIM FINANCIAL STATEMENTS SEPTEMBER 30, 2024 AND 2023 TABLE OF CONTENTS INDEPENDENT ACCOUNTANT’S REVIEW REPORT 1 FINANCIAL STATEMENTS BALANCE SHEETS 2 STATEMENTS OF OPERATIONS 3 STATEMENTS OF CHANGES IN MEMBERS’ EQUITY 4 STATEMENTS OF CASH FLOWS 5 NOTES TO THE FINANCIAL STATEMENTS |
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| February 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 31, 2025 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File |
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| February 5, 2025 |
Exhibit 99.1 Agrify Announces Appointment of Peter Shapiro and Sanjay Tolia to Board of Directors Richard Drexler Departs from Board TROY, Mich., February 5, 2025 (GLOBE NEWSWIRE) – Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of branded innovative solutions for the cannabis and hemp industries, today announced that Peter Shapiro and Sanjay Tolia have been app |
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| January 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 31, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| January 6, 2025 |
Exhibit 99.1 Agrify Closes Sale of its Cultivation Business Move Further Simplifies the Company’s Business Model and Balance Sheet TROY, Mich., January 6, 2025 (GLOBE NEWSWIRE) – Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of branded innovative solutions for the cannabis and hemp industries, today announced the Company has signed an agreement for and closed th |
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| January 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 31, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| January 6, 2025 |
Exhibit 99.2 Agrify Corporation Pro Forma Condensed Consolidated Statements of Operations (Unaudited) (In thousands, except share amounts) Year Ended December 31, 2023 Historical Agrify (as reported) Discontinued Operations of Cultivation Business (F) Pro Forma Adjustments (G) Notes Pro Forma Agrify Revenue $ 16,868 $ (1,726 ) - $ 15,142 Cost of goods sold 11,590 (466 ) - 11,124 Gross profit 5,278 |
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| January 6, 2025 |
Exhibit 2.1 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL TO THE REGISTRANT AND (II) THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS SUCH INFORMATION AS PRIVATE OR CONFIDENTIAL. REDACTED PORTIONS OF THIS EXHIBIT ARE MARKED BY [***]. Asset Purchase Agreement by and among CP Acquisitions, LLC, as Buyer, and Agrify Corporation, as Seller, Dated |
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| December 16, 2024 |
Agrify Corporation Closes on Acquisition of Señorita Exhibit 99.1 Agrify Corporation Closes on Acquisition of Señorita TROY, Mich., Dec. 16, 2024 (GLOBE NEWSWIRE) – Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of branded innovative solutions for the cannabis and hemp industries, has closed on its previously announced acquisition of certain assets from Double or Nothing LLC, the owner and creator of the Señorita b |
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| December 16, 2024 |
Exhibit 2.1 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL TO THE REGISTRANT AND (II) THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS SUCH INFORMATION AS PRIVATE OR CONFIDENTIAL. REDACTED PORTIONS OF THIS EXHIBIT ARE MARKED BY [***]. ASSET PURCHASE AGREEMENT By and Among DOUBLE OR NOTHING LLC JOEL GOTT CHARLES BIELER and AGRIFY CORPORATION Dat |
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| December 16, 2024 |
Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| December 16, 2024 |
Exhibit 99.4 PURCHASE AGREEMENT This Purchase Agreement (this “Agreement”), dated as of December 12, 2024, is by and between Double or Nothing LLC, a California limited liability company (“Seller”), and RSLGH, LLC a Delaware limited liability company (“Buyer”). WHEREAS, Seller will hold and possess pre-funded warrants (the “Purchased Warrants”) to purchase One Hundred Eighty-Five Thousand Five Hun |
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| December 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 12, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| December 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 3, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| November 29, 2024 |
SC 13D/A 1 ea0222554-13da11changagrify.htm AMENDMENT NO. 11 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 404 (CUSIP Number) Raymond Chang c/o McCarter & English, LLP 265 Franklin |
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| November 29, 2024 |
EX-99.1 2 ea022255401ex99-1agrify.htm PURCHASE AGREEMENT, DATED AS OF NOVEMBER 5, 2024, BY AND AMONG RSLGH, LLC, RAYMOND N. CHANG, CHINWEI WANG, I-TSENG JENNY CHAN, CP ACQUISITIONS, LLC, GIC ACQUISITION LLC, RTC3 2020 IRREVOCABLE TRUST, M ZION CAPITAL, LLC, M OLIVET CAPITAL, LLC Exhibit 1 PURCHASE AGREEMENT This Purchase Agreement (this “Agreement”), dated as of November 5, 2024, is by and between |
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| November 29, 2024 |
EX-99.1 2 ea022255402ex99-1agrify.htm PURCHASE AGREEMENT, DATED AS OF NOVEMBER 5, 2024, BY AND AMONG RSLGH, LLC, RAYMOND N. CHANG, CHINWEI WANG, I-TSENG JENNY CHAN, CP ACQUISITIONS, LLC, GIC ACQUISITION LLC, RTC3 2020 IRREVOCABLE TRUST, M ZION CAPITAL, LLC, M OLIVET CAPITAL, LLC Exhibit 1 PURCHASE AGREEMENT This Purchase Agreement (this “Agreement”), dated as of November 5, 2024, is by and between |
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| November 29, 2024 |
AGFY / Agrify Corporation / Chan I-Tseng Jenny - AMENDMENT NO.7 TO SCHEDULE 13D Activist Investment SC 13D/A 1 ea0222554-13da7chanagri.htm AMENDMENT NO.7 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 404 (CUSIP Number) I-Tseng Jenny Chan c/o McCarter & English, LLP 265 Franklin S |
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| November 26, 2024 |
As filed with the Securities and Exchange Commission on November 25, 2024 As filed with the Securities and Exchange Commission on November 25, 2024 Registration No. |
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| November 26, 2024 |
Calculation of Filing Fees Table Exhibit 107 Calculation of Filing Fee Tables FORM S-8 - (Form Type) AGRIFY CORPORATION - (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee(1) Newly Registered Securities Fees to Be Paid Equity Common stock, par value $0. |
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| November 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 19, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| November 21, 2024 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 20, 2024, between Agrify Corporation, a Nevada corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Holder” and, collectively, the “Holders”). This Agreement is made pursuant to the Securities Purchase Agreemen |
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| November 21, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November 20, 2024, between Agrify Corporation, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and conditions se |
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| November 21, 2024 |
Agrify Announces $25.9 Million Non-Brokered Private Placement Exhibit 99.1 Agrify Announces $25.9 Million Non-Brokered Private Placement TROY, Mich., Nov. 21, 2024 (GLOBE NEWSWIRE) – Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of branded innovative solutions for the cannabis and hemp industries, today announced the Company has entered into securities purchase agreements with institutional and accredited investors in a no |
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| November 21, 2024 |
Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIFY CORPORATI |
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| November 14, 2024 |
Agrify Corporation Announces Results for Third Quarter 2024 Exhibit 99.1 Agrify Corporation Announces Results for Third Quarter 2024 TROY, Michigan, November 14, 2024 - Agrify Corporation (Nasdaq:AGFY) (“Agrify” or the “Company”), a leading provider of branded innovative solutions for the cannabis and hemp industries, today announced financial results for the quarter ended September 30, 2024. Third Quarter 2024 Financial Results Summary ● Revenue was $1.9 |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 14, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File |
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| November 13, 2024 |
AGFY / Agrify Corporation / RSLGH, LLC - SCHEDULE 13D Activist Investment SC 13D 1 ea0221005-13drslghagrify.htm SCHEDULE 13D UNITED STATES Securities and exchange commission Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 00853E 305 (CUSIP Number) Bret Kravitz 325 West Huron Street Suite 700 Chicago, Illinois 60654 (312) 471-6720 (Nam |
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| November 13, 2024 |
Purchase Agreement, dated November 5, 2024 – Filed Herewith. Exhibit 99.2 PURCHASE AGREEMENT This Purchase Agreement (this “Agreement”), dated as of November 5, 2024, is by and between CP Acquisitions, LLC (“CP Acquisitions”), GIC Acquisition LLC (“GIC Acquisition”), M Cannan Capital, LLC, M Olivet Capital, LLC, M Zion Capital, LLC, RTC3 2020 Irrevocable Trust, Chinwei Wang, Raymond N. Chang (“Mr. Chang”) and I-Tseng Jenny Chan (“Ms. Chan”) (collectively, t |
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| November 13, 2024 |
Joint Filing Agreement – Filed Herewith. EX-99.1 2 ea022100501ex99-1agrify.htm JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING agreement In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Schedule 13D (including any and all amendments thereto) with respect to the common stock, $0.001 par value per share, of Agrify Corporation an |
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| November 7, 2024 |
AGFY / Agrify Corporation / Chan I-Tseng Jenny - AMENDMENT NO. 6 TO SCHEDULE 13D Activist Investment SC 13D/A 1 ea0220448-13da6chanagrify.htm AMENDMENT NO. 6 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Drive |
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| November 7, 2024 |
SC 13D/A 1 ea0220448-13da10changagrify.htm AMENDMENT NO. 10 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial D |
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| November 5, 2024 |
Agrify Secures Financing from Green Thumb Industries and Announces New Leadership Exhibit 99.1 Agrify Secures Financing from Green Thumb Industries and Announces New Leadership TROY, Mich., Nov. 05, 2024 (GLOBE NEWSWIRE) - Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced that its Board of Directors has approved a $20 million convertible secured note (th |
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| November 5, 2024 |
Exhibit 10.1 CONFIDENTIAL SEVERANCE AGREEMENT AND FULL AND GENERAL RELEASE The purpose of this Confidential Severance Agreement and Full and General Release (this “Agreement”) is to set forth the terms and conditions of your separation from employment with Agrify Corporation, a Nevada corporation (“Agrify” or the “Company”). For good and valuable consideration, the receipt and sufficient of which |
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| November 5, 2024 |
Exhibit 4.1 Agrify Corporation Secured Convertible Note due 2026 THE ISSUANCE AND SALE OF NEITHER THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES THAT MAY BE ISSUABLE PURSUANT TO THIS NOTE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. UNTIL THE DATE THAT IS SIX (6) MONTHS AFTER NOVEMBER 5, 2024, THE |
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| November 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 5, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File |
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| November 5, 2024 |
313,333 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) PROSPECTUS File No. 333-282387 313,333 Shares of Common Stock This prospectus relates to the proposed resale by the selling stockholder named in this prospectus or its permitted assigns of up to and aggregate of 313,333 shares of our common stock with a par value of $0.001 per share (the “Common Stock”), which may be issued pursuant to a purchase agreement dated as |
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| October 31, 2024 |
Agrify Corporation 2468 Industrial Row Drive Troy, Michigan 48084 Agrify Corporation 2468 Industrial Row Drive Troy, Michigan 48084 October 31, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F. |
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| October 29, 2024 |
AGRIFY CORPORATION 2468 Industrial Row Drive Troy, Michigan 48084 AGRIFY CORPORATION 2468 Industrial Row Drive Troy, Michigan 48084 October 29, 2024 VIA EDGAR U. |
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| October 24, 2024 |
AGFY / Agrify Corporation / Chang Raymond Nobu - AMENDMENT NO. 9 TO SCHEDULE 13D Activist Investment SC 13D/A 1 ea0218598-13da9changagrify.htm AMENDMENT NO. 9 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Driv |
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| October 24, 2024 |
AGFY / Agrify Corporation / Chan I-Tseng Jenny - AMENDMENT NO. 5 TO SCHEDULE 13D Activist Investment SC 13D/A 1 ea0218598-13da5chanagrify.htm AMENDMENT NO. 5 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Drive |
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| October 23, 2024 |
Calculation of Registration Fee Exhibit 107 Calculation of Filing Fee Tables FORM S-1 (Form Type) AGRIFY CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit(1) Maximum Aggregate Offering Price (1) Fee Rate Amount of Registration Fee(1) Newly Registered Securities Fees to Be Paid Equity Common Stock, par value $0. |
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| October 23, 2024 |
AGRIFY CORPORATION 2468 Industrial Row Drive Troy, Michigan 48084 AGRIFY CORPORATION 2468 Industrial Row Drive Troy, Michigan 48084 October 23, 2024 VIA EDGAR U. |
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| October 23, 2024 |
As filed with the Securities and Exchange Commission on October 23, 2024 As filed with the Securities and Exchange Commission on October 23, 2024 Registration No. |
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| October 22, 2024 |
Exhibit 4.1 AMENDMENT NO. 1 TO JUNIOR SECURED CONVERTIBLE PROMISSORY NOTE This AMENDMENT NO. 1 TO JUNIOR SECURED CONVERTIBLE PROMISSORY NOTE, dated as of October 18, 2024 (this “Amendment”), is entered into by and among Agrify Corporation, a Nevada corporation (the “Company”) and CP Acquisitions, LLC, a Delaware limited liability company (“Holder”). RECITALS WHEREAS, the Company issued to Holder a |
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| October 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 18, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File |
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| October 4, 2024 |
Exhibit 3.1 |
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| October 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 3, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File N |
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| October 1, 2024 |
Exhibit 10.2 AMENDMENT TO PRE-FUNDED COMMON STOCK PURCHASE WARRANT This AMENDMENT TO PRE-FUNDED COMMON STOCK PURCHASE WARRANT (this “Amendment”), effective as of September 27, 2024 (the “Amendment Effective Date”), is by and between GIC Acquisition LLC or its assigns (“Holder”) and Agrify Corporation, a Nevada corporation (the “Company”), and amends that certain Pre-Funded Common Stock Purchase Wa |
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| October 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 27, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission Fil |
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| October 1, 2024 |
Exhibit 10.1 AMENDMENT TO PRE-FUNDED COMMON STOCK PURCHASE WARRANT This AMENDMENT TO PRE-FUNDED COMMON STOCK PURCHASE WARRANT (this “Amendment”), effective as of September 27, 2024 (the “Amendment Effective Date”), is by and between CP Acquisitions, LLC or its assigns (“Holder”) and Agrify Corporation, a Nevada corporation (the “Company”), and amends that certain Pre-Funded Common Stock Purchase W |
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| September 27, 2024 |
Calculation of Registration Fee Exhibit 107 Calculation of Filing Fee Tables FORM S-1 - (Form Type) AGRIFY CORPORATION - (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit(1) Maximum Aggregate Offering Price (1) Fee Rate Amount of Registration Fee(1) Newly Registered Securities Fees to Be Paid Equity Common Stock, par value $0. |
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| September 27, 2024 |
As filed with the Securities and Exchange Commission on September 27, 2024 As filed with the Securities and Exchange Commission on September 27, 2024 Registration No. |
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| September 27, 2024 |
Subsidiaries of the Registrant Exhibit 21.1 Subsidiaries of the Registrant Entity Name Jurisdiction of Organization Percent of Ownership (direct or indirect) TriGrow Systems LLC Nevada 100 % AGM Service Company LLC Delaware 100 % Ariafy Finance, LLC Massachusetts 100 % Agxion, LLC Nevada 100 % Harbor Mountain Holdings, LLC Georgia 100 % Cascade Sciences, LLC Delaware 100 % Precision Extraction NewCo, LLC Michigan 100 % PurePres |
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| September 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement Agrify Corporation (Name of Reg |
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| September 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement Agrify Corporation (Name of Reg |
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| September 6, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 4, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File |
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| September 4, 2024 |
AGFY / Agrify Corporation / Chang Raymond Nobu - AMENDMENT NO. 8 TO SCHEDULE 13D Activist Investment SC 13D/A 1 ea0213542-13da8changagrify.htm AMENDMENT NO. 8 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Driv |
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| September 4, 2024 |
AGFY / Agrify Corporation / Chan I-Tseng Jenny - AMENDMENT NO.4 TO SCHEDULE 13D Activist Investment SC 13D/A 1 ea0213542-13da4chanagrify.htm AMENDMENT NO.4 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Drive |
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| September 4, 2024 |
Exhibit 10.1 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL TO THE REGISTRANT AND (II) THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS SUCH INFORMATION AS PRIVATE OR CONFIDENTIAL. REDACTED PORTIONS OF THIS EXHIBIT ARE MARKED BY [***]. FIRST AMENDMENT TO MODIFICATION AND SETTLEMENT AGREEMENT This First Amendment to Modification and Settlement A |
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| September 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 30, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File N |
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| August 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 28, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File N |
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| August 29, 2024 |
Exhibit 10.1 PURCHASE AGREEMENT THIS PURCHASE AGREEMENT (this “Purchase Agreement”), dated as of August 28, 2024, by and between Agrify Corporation, a Nevada corporation (the “Company”), and the undersigned signatory hereto (the “Investor”). WHEREAS: Subject to the terms and conditions set forth in this Agreement, the Company wishes to sell to the Investor, and the Investor wishes to buy from the |
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| August 29, 2024 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 28, 2024 (the “Signing Date”), by and between Agrify Corporation, a Nevada corporation (the “Company”), and the undersigned signatory hereto (together with it permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meaning |
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| August 29, 2024 |
Exhibit 10.4 AMENDMENT TO PRE-FUNDED COMMON STOCK PURCHASE WARRANT This AMENDMENT TO PRE-FUNDED COMMON STOCK PURCHASE WARRANT (this “Amendment”), effective as of August 28, 2024 (the “Amendment Effective Date”), is by and between GIC Acquisition LLC or its assigns (“Holder”) and Agrify Corporation, a Nevada corporation (the “Company”), and amends that certain Pre-Funded Common Stock Purchase Warra |
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| August 29, 2024 |
Exhibit 10.3 AMENDMENT TO PRE-FUNDED COMMON STOCK PURCHASE WARRANT This AMENDMENT TO PRE-FUNDED COMMON STOCK PURCHASE WARRANT (this “Amendment”), effective as of August 28, 2024 (the “Amendment Effective Date”), is by and between CP Acquisitions, LLC or its assigns (“Holder”) and Agrify Corporation, a Nevada corporation (the “Company”), and amends that certain Pre-Funded Common Stock Purchase Warr |
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| August 16, 2024 |
AGFY / Agrify Corporation / Chan I-Tseng Jenny - AMENDMENT NO. 3 TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Drive Troy, MI 48084 (617) 896-5243 (Name, Address and Telephone Number of Per |
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| August 16, 2024 |
AGFY / Agrify Corporation / Chang Raymond Nobu - AMENDMENT NO. 7 TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Drive Troy, MI 48084 (617) 896-5243 (Name, Address and Telephone Number of Per |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 14, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File N |
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| August 14, 2024 |
Exhibit 4.1 JUNIOR SECURED CONVERTIBLE PROMISSORY NOTE $1,500,000.00 August 14, 2024 Boston, Massachusetts FOR VALUE RECEIVED, AGRIFY CORPORATION, a Nevada corporation (“Maker”), promises to pay to the order of CP ACQUISITIONS, LLC, a Delaware limited liability company with an office at 675 VFW Parkway, Suite 152, Chestnut Hill, Massachusetts 02467-3656 (“Holder”), the principal sum advanced to Ma |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIFY CORPORATION (E |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIFY CORPORATION |
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| August 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 12, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File N |
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| August 13, 2024 |
Agrify Corporation Announces Results from Annual Meeting of Stockholders Exhibit 99.1 Agrify Corporation Announces Results from Annual Meeting of Stockholders TROY, Mich., Aug. 13, 2024 (GLOBE NEWSWIRE) - Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced voting results from the Company’s Annual Meeting of Stockholders on August 12, 2024. At the |
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| August 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 9, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Nu |
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| August 9, 2024 |
Exhibit 3.1 AGRIFY CORPORATION SECOND AMENDED AND RESTATED BYLAWS ARTICLE I OFFICES Section 1. The registered office of the corporation in Nevada shall be that of its registered agent most recently appointed in the articles of incorporation, or as evidenced by a certificate of acceptance executed by a registered agent and filed with the Secretary of State of Nevada in the manner prescribed by the |
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| August 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission |
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| August 6, 2024 |
AGFY / Agrify Corporation / Chang Raymond Nobu - AMENDMENT NO. 6 TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Drive Troy, MI 48084 (617) 896-5243 (Name, Address and Telephone Number of Per |
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| August 6, 2024 |
AGFY / Agrify Corporation / Chan I-Tseng Jenny - AMENDMENT NO. 2 TO SCHEDULE 13D Activist Investment SC 13D/A 1 ea0210718-13da2chanagrify.htm AMENDMENT NO. 2 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Drive |
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| July 22, 2024 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to §240. |
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| July 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 19, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Num |
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| July 22, 2024 |
Exhibit 16.1 July 19, 2024 Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Dear Ladies and Gentlemen: We are the former independent registered public accounting firm for Agrify Corporation (the “Company”). We have read the Company’s disclosure set forth in Item 4.01 “Changes in Registrant’s Certifying Accountant” of the Company’s Current Report on Form 8-K dated July 19, 2 |
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| July 12, 2024 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to §240. |
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| July 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 30, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Num |
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| July 3, 2024 |
Exhibit 4.2 AMENDMENT TO PRE-FUNDED COMMON STOCK PURCHASE WARRANT This AMENDMENT TO PRE-FUNDED COMMON STOCK PURCHASE WARRANT (this “Amendment”), effective as of June 30, 2024 (the “Amendment Effective Date”), is by and between GIC Acquisition LLC or its assigns (“Holder”) and Agrify Corporation, a Nevada corporation (the “Company”), and amends that certain Pre-Funded Common Stock Purchase Warrant, |
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| July 3, 2024 |
Exhibit 4.1 AMENDMENT TO PRE-FUNDED COMMON STOCK PURCHASE WARRANT This AMENDMENT TO PRE-FUNDED COMMON STOCK PURCHASE WARRANT (this “Amendment”), effective as of June 30, 2024 (the “Amendment Effective Date”), is by and between CP Acquisitions, LLC or its assigns (“Holder”) and Agrify Corporation, a Nevada corporation (the “Company”), and amends that certain Pre-Funded Common Stock Purchase Warrant |
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| June 26, 2024 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 20, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Num |
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| June 26, 2024 |
Letter from Marcum LLP regarding change in certifying accountant Exhibit 16.1 June 24, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Agrify Corporation under Item 4.01 of its Form 8-K dated June 21, 2024. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Agrify Corporation and Subsidiaries c |
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| May 28, 2024 |
Agrify Corporation Regains Compliance with Nasdaq Stockholders’ Equity Requirement Exhibit 99.1 Agrify Corporation Regains Compliance with Nasdaq Stockholders’ Equity Requirement TROY, Mich., May 28, 2024 (GLOBE NEWSWIRE) - Agrify Corporation (Nasdaq:AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced that after the recent $13.8 million debt-to-equity conversions by CP Acquisitions, L |
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| May 28, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 28, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 23, 2024 |
EX-99.1 2 ea020680403ex99-1agrify.htm JOINT FILING AGREEMENT, DATED AS OF MAY 23, 2024, BY AND BETWEEN RAYMOND NOBU CHANG, RTC3 2020 IRREVOCABLE TRUST, NXT3J CAPITAL, LLC, CP ACQUISITIONS, LLC, GIC ACQUISITION LLC, RAYMOND CHANG, JR AND CHINWEI WANG Exhibit 1 Joint Filing Agreement May 21, 2024 The undersigned hereby agree, pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as |
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| May 23, 2024 |
AGFY / Agrify Corporation / Chan I-Tseng Jenny - AMENDMENT NO. 1 TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Drive Troy, MI 48084 (617) 896-5243 (Name, Address and Telephone Number of Per |
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| May 23, 2024 |
AGFY / Agrify Corporation / Chang Raymond Nobu - AMENDMENT NO. 5 TO SCHEDULE 13D Activist Investment SC 13D/A 1 ea0206804-13da5changagrify.htm AMENDMENT NO. 5 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Driv |
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| May 22, 2024 |
Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| May 22, 2024 |
Exhibit 4.1 AMENDMENT NO. 1 TO SENIOR SECURED AMENDED, RESTATED AND CONSOLIDATED CONVERTIBLE NOTE This AMENDMENT NO. 1 TO SENIOR SECURED AMENDED, RESTATED AND CONSOLIDATED CONVERTIBLE NOTE, dated as of May 21, 2024 (this “Amendment”), is entered into by and among Agrify Corporation, a Nevada corporation (the “Company”) and CP Acquisitions, LLC, a Delaware limited liability company (“Holder”). RECI |
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| May 22, 2024 |
Exhibit 99.1 Agrify Corporation Announces Approximately $13.8 Million Debt-to-Equity Conversion Company Expects to Regain Compliance with Nasdaq Shareholders’ Equity Requirement TROY, Michigan, May 22, 2024 - Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced an approximatel |
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| May 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 21, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 22, 2024 |
Exhibit 4.3 THIRD AMENDED AND RESTATED JUNIOR SECURED CONVERTIBLE PROMISSORY NOTE $2,288,746.45 May 21, 2024 Boston, Massachusetts FOR VALUE RECEIVED, AGRIFY CORPORATION, a Nevada corporation (“Maker”), promises to pay to the order of GIC ACQUISITION LLC, a Delaware limited liability company with an office at 675 VFW Parkway, Suite 152, Chestnut Hill, Massachusetts 02467-3656 (“Holder”), the princ |
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| May 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIFY CORPORATION ( |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 17, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| May 20, 2024 |
Agrify Corporation Mutually Agrees to Terminate Plan to Merge with Nature’s Miracle Exhibit 99.1 Agrify Corporation Mutually Agrees to Terminate Plan to Merge with Nature’s Miracle TROY, Michigan, May 20, 2024 - Agrify Corporation (Nasdaq:AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced that Agrify Corporation and Nature’s Miracle Holdings Inc. (NASDAQ: NHMI) (“Nature’s Miracle) hav |
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| May 20, 2024 |
Exhibit 10.2 MUTUAL TERMINATION AND RELEASE AGREEMENT This MUTUAL TERMINATION AND RELEASE AGREEMENT (this “Agreement”) is entered into and made effective as of May 19, 2024 (the “Effective Date”), and is by and between: (1) CP ACQUISITIONS, LLC, a Delaware limited liability company (the “CP”), and (2) GIC ACQUISITION LLC, a Delaware limited liability company (the “GIC”), on the one hand, and (3) N |
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| May 20, 2024 |
Exhibit 10.1 MUTUAL TERMINATION AND RELEASE AGREEMENT This MUTUAL TERMINATION AND RELEASE AGREEMENT (this “Agreement”) is made and entered into as of May 19, 2024, by and between NATURE’S MIRACLE HOLDING INC., a Delaware corporation (the “Parent”), NMHI MERGER SUB, INC., a Nevada corporation and a wholly owned subsidiary of the Parent (the “Merger Sub”), and AGRIFY CORPORATION, a Nevada corporatio |
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| May 16, 2024 |
Exhibit 99.1 Nature’s Miracle and Agrify Corporation Announce Signing of the Definitive Merger Agreement Transaction Expected to Close in the Second Half of 2024 Ontario, CA, May 16, 2024 - Nature’s Miracle Holding Inc. (NASDAQ: NMHI; NMHIW) (“Nature’s Miracle” or the “Company”), a leader in vertical farming technology and infrastructure, and Agrify Corporation (NASDAQ: AGFY) (“Agrify”), announced |
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| May 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-39946 FORM 12b-25 CUSIP Number 00853E305 NOTIFICATION OF LATE FILING (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transit |
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| May 16, 2024 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER BY AND BETWEEN NATURE’S MIRACLE HOLDING INC., NMHI MERGER SUB Inc., AND AGRIFY CORPORATION DATED AS OF MAY 16, 2024 TABLE OF CONTENTS Article I DEFINITIONS 1 Article II THE MERGER; CLOSING 14 2.1 The Merger 14 2.2 Closing and Merger Effective Time 14 2.3 Organizational Documents of the Merger Surviving Entity 14 2.4 Directors and Officers of the Merger Surv |
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| May 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 16, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 16, 2024 |
Exhibit 10.1 DEBT PURCHASE AGREEMENT BY AND BETWEEN CP ACQUISITIONS, LLC, GIC ACQUISITION LLC, AND NATURE’S MIRACLE HOLDING INC. DATED AS OF MAY 16, 2024 DEBT PURCHASE AGREEMENT THIS DEBT PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of May 16, 2024 (the “Effective Date”), and is by and between: (1) CP ACQUISITIONS, LLC, a Delaware limited liability company (the “CP”) |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIF |
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| April 22, 2024 |
Exhibit 10.1 Term Sheet This term sheet (this “Term Sheet”) dated as of April 17, 2024 (the “Effective Date”) sets forth the terms and conditions pursuant to which Nature’s Miracle Holding Inc., a Delaware corporation (the “Acquirer” or “NMHI”), or any of its affiliates shall Agrify Corporation, a Nevada corporation (the “Acquiree” or “AGFY”), or any of its affiliates. The execution of the Merger |
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| April 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 17, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| April 22, 2024 |
Exhibit 10.2 Agrify Debt Purchase Binding Term Sheet - CONFIDENTIAL This binding term sheet (this “Term Sheet”), dated as of April 17, 2024 (the “Effective Date”), is a binding and enforceable agreement among the parties hereto whereby Nature’s Miracle Holding Inc., a Delaware corporation (the “Purchaser” or “NMHI”), or any of its affiliates, shall purchase or otherwise acquire the Notes (as defin |
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| April 22, 2024 |
Nature’s Miracle Holding Inc. and Agrify Corporation Agree to Merge Exhibit 99.1 Nature’s Miracle Holding Inc. and Agrify Corporation Agree to Merge ● Combined Entity is Expected to Become the Leading Provider of CEA Products and Solution ● AGRIFY Brings Industry-Leading Cultivation and Extraction Solution Service ● Immediately Realizable Financial and Operational Synergies Upland, CA, April 17, 2024 - Nature’s Miracle Holding Inc. (NASDAQ: NMHI) (“Nature’s Miracl |
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| April 15, 2024 |
Subsidiaries of the Registrant Exhibit 21.1 Subsidiaries of the Registrant Entity Name Jurisdiction of Organization Percent of Ownership (direct or indirect) TriGrow Systems LLC Nevada 100 % AGM Service Company LLC Delaware 100 % Ariafy Finance, LLC Massachusetts 100 % Agxion, LLC Nevada 100 % Harbor Mountain Holdings, LLC Georgia 100 % Cascade Sciences, LLC Delaware 100 % Precision Extraction NewCo, LLC Michigan 100 % PurePres |
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| April 15, 2024 |
Exhibit 97.1 AGRIFY CORPORATION CLAWBACK POLICY 1. Introduction The Board of Directors (the “Board”) of Agrify Corporation (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board has therefore ad |
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| April 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIFY CORPORATION (Exact |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-39946 FORM 12b-25 CUSIP Number 00853E305 NOTIFICATION OF LATE FILING (Check One) x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: December 31, 2023 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Tran |
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| March 29, 2024 |
EX-99.1 2 ea020286203ex99-1agrify.htm JOINT FILING AGREEMENT, DATED AS OF MARCH 29, 2024, BY AND BETWEEN RAYMOND NOBU CHANG, RTC3 2020 IRREVOCABLE TRUST, NXT3J CAPITAL, LLC, CP ACQUISITIONS, LLC, RAYMOND CHANG, JR AND CHINWEI WANG Exhibit 1 Joint Filing Agreement March 29, 2024 The undersigned hereby agree, pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the “Ac |
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| March 29, 2024 |
AGFY / Agrify Corporation / Chang Raymond Nobu - AMENDMENT NO. 4 TO SCHEDULE 13D Activist Investment SC 13D/A 1 ea0202862-13da4changagrify.htm AMENDMENT NO. 4 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Driv |
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| March 6, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 5, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| March 1, 2024 |
AGFY / Agrify Corporation / Chang Raymond Nobu - AMENDMENT NO. 3 TO SCHEDULE 13D Activist Investment SC 13D/A 1 ea0201055-13da3changagrify.htm AMENDMENT NO. 3 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Driv |
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| February 28, 2024 |
Placement Agency Agreement between the Company and Alexander Capital, LP, dated February 27, 2024 Exhibit 1.1 February 27, 2024 Agrify Corporation 2468 Industrial Row Drive Troy, Michigan 48084 Attn: Raymond Nobu Chang Chairman and Chief Executive Officer This letter (the “Agreement”) constitutes the agreement between Alexander Capital, L.P. (the “Placement Agent”) and Agrify Corporation, a Nevada corporation (the “Company”), that the Placement Agent shall serve as the exclusive placement agen |
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| February 28, 2024 |
PROSPECTUS Filed Pursuant to Rule 424(b)(1) Registration No. 333-276724 2,760,000 Shares of Common Stock and Pre-Funded Warrants to Purchase 3,963,684 Shares of Common Stock We are offering up to 6,723,684 shares of common stock, including shares of common stock underlying Pre-Funded Warrants that we may issue as described below, at a purchase price of $0.38 per share of common stock pursuant to t |
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| February 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 27, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| February 28, 2024 |
Agrify Corporation Announces Pricing of $2.6 Million Public Offering Exhibit 99.1 Agrify Corporation Announces Pricing of $2.6 Million Public Offering Troy, MI, Feb. 28, 2024 – Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced the pricing of its public offering of 6,723,684 shares of common stock (or pre-funded warrants in lieu thereof) at a |
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| February 21, 2024 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 21, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| February 21, 2024 |
Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Statement No. |
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| February 21, 2024 |
Exhibit 99.1 Agrify Corporation Announces Preliminary Unaudited Financial Results for Q4 2023 and Update on Customer Project Expects to Achieve the Lowest Record Net Loss and Cash Burn in Company History TROY, Michigan, February 21, 2024 – Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, |
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| February 14, 2024 |
AGFY / Agrify Corporation / Alyeska Investment Group, L.P. Passive Investment SC 13G/A 1 alyeska-agfy123123a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* AGRIFY CORPORATION (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 00853E206 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the a |
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| February 14, 2024 |
Agrify Corporation 2468 Industrial Row Drive Troy, Michigan 48084 Agrify Corporation 2468 Industrial Row Drive Troy, Michigan 48084 February 14, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F. |
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| February 14, 2024 |
As filed with the Securities and Exchange Commission on February 14, 2024 As filed with the Securities and Exchange Commission on February 14, 2024 Registration No. |
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| February 14, 2024 |
17 State Street, 5th Floor New York, New York 10004 17 State Street, 5th Floor New York, New York 10004 February 14, 2024 VIA EDGAR U. |
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| February 14, 2024 |
Form of Placement Agency Agreement between the Registrant and Alexander Capital, L.P. Exhibit 1.1 February , 2024 Agrify Corporation 2468 Industrial Row Drive Troy, Michigan 48084 Attn: Raymond Nobu Chang Chairman and Chief Executive Officer This letter (the “Agreement”) constitutes the agreement between Alexander Capital, L.P. (the “Placement Agent”) and Agrify Corporation, a Nevada corporation (the “Company”), that the Placement Agent shall serve as the exclusive placement agent |
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| February 14, 2024 |
Calculation of Registration Fee Exhibit 107 Calculation of Filing Fee Tables FORM S-1/A - (Form Type) AGRIFY CORPORATION - (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price (1) Fee Rate Amount of Registration Fee Newly Registered Securities Fees Previously Paid Equity Common Stock, par value $0. |
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| February 14, 2024 |
Exhibit 4.22 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT agrify corporation Warrant Shares: Issue Date: February , 2024 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Alexander Capital, L.P. or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any t |
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| February 8, 2024 |
Calculation of Registration Fee Exhibit 107 Calculation of Filing Fee Tables FORM S-1/A - (Form Type) AGRIFY CORPORATION - (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price (1) Fee Rate Amount of Registration Fee Newly Registered Securities Fees Previously Paid Equity Common Stock, par value $0. |
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| February 8, 2024 |
Exhibit 4.22 PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT agrify corporation Warrant Shares: Issue Date: February , 2024 THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Alexander Capital, L.P. or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any t |
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| February 8, 2024 |
As filed with the Securities and Exchange Commission on February 7, 2024 As filed with the Securities and Exchange Commission on February 7, 2024 Registration No. |
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| February 8, 2024 |
Exhibit 4.21 PRE-FUNDED COMMON STOCK PURCHASE WARRANT agrify corporation Warrant Shares: Issue Date: February , 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date set |
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| February 8, 2024 |
Form of Subscription Agreement Exhibit 10.25 SUBSCRIPTION AGREEMENT Common Stock and/or Pre-Funded Warrants of Agrify Corporation This Subscription Agreement (this “Subscription Agreement”) relates to my agreement to purchase shares (the “Shares”) of common stock, par value $0.001 per share (the “Common Stock”) and/or pre-funded warrants (the “Pre-Funded Warrants” and, collectively with the Shares, the “Securities”) of Agrify C |
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| February 8, 2024 |
Form of Placement Agency Agreement between the Registrant and Alexander Capital, L.P. Exhibit 1.1 February , 2024 Agrify Corporation 2468 Industrial Row Drive Troy, Michigan 48084 Attn: Raymond Nobu Chang Chairman and Chief Executive Officer This letter (the “Agreement”) constitutes the agreement between Alexander Capital, L.P. (the “Placement Agent”) and Agrify Corporation, a Nevada corporation (the “Company”), that the Placement Agent shall serve as the exclusive placement agent |
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| January 31, 2024 |
Agrify Receives Positive Nasdaq Listing Determination Exhibit 99.1 Agrify Receives Positive Nasdaq Listing Determination TROY, Michigan, Jan. 30, 2024 (GLOBE NEWSWIRE) - Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced that the Company has received formal notification that the Nasdaq Hearings Panel (the “Panel”) has granted t |
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| January 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 30, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| January 29, 2024 |
SC 13D/A 1 ea192366-13da2changagrify.htm AMENDMENT NO. 2 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Drive |
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| January 29, 2024 |
US00853E3053 / Agrify Corp. / Chan I-Tseng Jenny - SCHEDULE 13D Activist Investment SC 13D 1 ea192367-13dchanagrify.htm SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Drive Troy, MI 48084 (617) 896-5243 (Name, Addr |
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| January 26, 2024 |
As filed with the Securities and Exchange Commission on January 26, 2024 As filed with the Securities and Exchange Commission on January 26, 2024 Registration No. |
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| January 26, 2024 |
Calculation of Registration Fee Exhibit 107 Calculation of Filing Fee Tables FORM S-1 - (Form Type) AGRIFY CORPORATION - (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) (2) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price (1) (2) Fee Rate Amount of Registration Fee(3) Newly Registered Securities Fees to Be Paid Equity Common Stock, par value $0. |
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| January 25, 2024 |
Exhibit 3.1 |
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| January 25, 2024 |
Exhibit 4.1 Agrify Corporation Senior Secured Amended, Restated and Consolidated Convertible Note due 2025 THE ISSUANCE AND SALE OF NEITHER THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES THAT MAY BE ISSUABLE PURSUANT TO THIS NOTE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. UNTIL THE DATE THAT IS O |
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| January 25, 2024 |
Exhibit 99.1 Agrify Announces the Result of its Reconvened Annual Meeting, At Premium $3.9 Million Debt Conversion, and the Exercise of a Majority of Previously Issued Warrants TROY, Michigan, January 25, 2024 – Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced that the sha |
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| January 25, 2024 |
Exhibit 4.2 SECOND AMENDED AND RESTATED JUNIOR SECURED PROMISSORY NOTE $1,000,000.00 January 25, 2024 Boston, Massachusetts FOR VALUE RECEIVED, AGRIFY CORPORATION, a Nevada corporation (“Maker”), promises to pay to the order of GIC ACQUISITION LLC, a Delaware limited liability company with an office at 675 VFW Parkway, Suite 152, Chestnut Hill, Massachusetts 02467-3656 (“Holder”), the principal su |
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| January 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 22, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| January 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 8, 2024 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| January 8, 2024 |
Exhibit 99.1 Agrify Corporation Announces Results from Annual Meeting of Stockholders Meeting adjourned only with respect to charter amendment proposal until January 22, 2024 TROY, Michigan, January 8, 2024 – Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced voting results |
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| January 4, 2024 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ Definitive Additional Materials ☐ Soliciting Material Pursuant to §240. |
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| January 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIFY CORPORATI |
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| December 18, 2023 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to §240. |
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| December 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIFY CORPORATION (E |
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| December 6, 2023 |
Exhibit 4.1 AMENDMENT TO JUNIOR SECURED PROMISSORY NOTE This Amendment (this “Amendment”) to the Junior Secured Promissory Note, dated October 27, 2023 (the “Note”), is made by and between Agrify Corporation, a Nevada corporation (“Maker”), and CP Acquisitions LLC, a Delaware limited liability company (“Holder”), is effective as of December 4, 2023 (“Amendment Effective Date”). Collectively, both |
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| December 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 1, 2023 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 001-39946 30-0943453 (Commission File Number) (IRS Employer Identification No. |
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| December 5, 2023 |
SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ Definitive Additional Materials ☐ Soliciting Material Pursuant to §240. |
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| November 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 28, 2023 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 001-39946 30-0943453 (Commission File Number) (IRS Employer Identification No. |
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| November 28, 2023 |
Exhibit 21.1 Subsidiaries of the Registrant Entity Name Jurisdiction of Organization Percent of Ownership (direct or indirect) TriGrow Systems LLC Nevada 100 % AGM Service Company LLC Delaware 100 % Ariafy Finance, LLC Massachusetts 100 % Agxion, LLC Nevada 100 % Harbor Mountain Holdings, LLC Georgia 100 % Cascade Sciences, LLC Delaware 100 % Precision Extraction NewCo, LLC Michigan 100 % PurePres |
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| November 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIFY CORPORATION ( |
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| November 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39946 AGRIFY CORPORA |
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| November 22, 2023 |
Agrify Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) Exhibit 99.1 Agrify Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) TROY, Mich., Nov. 22, 2023 (GLOBE NEWSWIRE) - Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced that on November 16, 2023, it received a letter from the Listing Qualifications De |
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| November 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 16, 2023 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 001-39946 30-0943453 (Commission File Number) (IRS Employer Identification No. |
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| November 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-39946 FORM 12b-25 CUSIP Number 00853E305 NOTIFICATION OF LATE FILING (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Tra |
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| November 8, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 6, 2023 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 001-39946 30-0943453 (Commission File Number) (IRS Employer Identification No. |
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| November 8, 2023 |
Agrify Receives Extended Stay of Suspension from Nasdaq Exhibit 99.1 Agrify Receives Extended Stay of Suspension from Nasdaq TROY, Mich., November 8, 2023 (GLOBE NEWSWIRE) - Agrify Corporation (Nasdaq: AGFY) (“Agrify”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced that on November 6, 2023 it received a letter from the Hearings Panel (the “Panel”) of The Nasdaq Stock Market LLC (“Nasdaq |
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| October 31, 2023 |
SC 13D/A 1 ea187544-13da1changagrify.htm AMENDMENT NO. 1 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Agrify Corporation (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 00853E 305 (CUSIP Number) Raymond Chang c/o Agrify Corporation 2468 Industrial Drive |
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| October 30, 2023 |
Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| October 30, 2023 |
Exhibit 4.4 AMENDED AND RESTATED JUNIOR SECURED promissory NOTE $500,000.00 October 27, 2023 Boston, Massachusetts FOR VALUE RECEIVED, AGRIFY CORPORATION, a Nevada corporation (“Maker”), promises to pay to the order of GIC ACQUISITION LLC, a Delaware limited liability company with an office at 675 VFW Parkway, Suite 152, Chestnut Hill, Massachusetts 02467-3656 (“Holder”), the principal sum advance |
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| October 30, 2023 |
Letter Agreement, dated as of October 27, 2023 Exhibit 10.2 HIGH TRAIL CAPITAL LP 80 River Street, Suite 4C Hoboken, NJ 07030 October 27, 2023 To: Agrify Corporation 76 Treble Cove Road, Building 3 Billerica, MA 01862 Attention: Joshua Savitz, Esq., General Counsel Email: [email protected] Re: Partial Debt Conversion To the addressee listed above: Reference is made to that certain Senior Secured Note due 2025 (as amended by that certain A |
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| October 30, 2023 |
Exhibit 4.1 AGRIFY CORPORATION WARRANT TO PURCHASE COMMON STOCK Warrant No.: HTCS-4 Number of Shares of Common Stock: 2,809,669 Date of Issuance: October 27, 2023 (“Issuance Date”) Agrify Corporation, a corporation organized under the laws of Nevada (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, High Trail |
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| October 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 27, 2023 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| October 30, 2023 |
Exhibit 10.1 COMPANY AND INVESTOR ACKNOWLEDGMENT AND RELEASE For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Agrify Corporation, on behalf of itself and the other Borrowers (“Agrify”), hereby acknowledges and agrees to the Note Purchase and Sale Agreement, dated as of October 27, 2023, by and between CP Acquisitions LLC, as Investor (the “Investor |
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| October 30, 2023 |
Exhibit 10.2 HIGH TRAIL CAPITAL LP 80 River Street, Suite 4C Hoboken, NJ 07030 October 27, 2023 To: Agrify Corporation 76 Treble Cove Road, Building 3 Billerica, MA 01862 Attention: Joshua Savitz, Esq., General Counsel Email: [email protected] Re: Partial Debt Conversion To the addressee listed above: Reference is made to that certain Senior Secured Note due 2025 (as amended by that certain A |
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| October 30, 2023 |
Junior Secured Promissory Note Exhibit 4.5 JUNIOR SECURED promissory NOTE $3,000,000.00 October 27, 2023 Boston, Massachusetts FOR VALUE RECEIVED, AGRIFY CORPORATION, a Nevada corporation (“Maker”), promises to pay to the order of CP ACQUISITIONS, LLC, a Delaware limited liability company with an office at 675 VFW Parkway, Suite 152, Chestnut Hill, Massachusetts 02467-3656 (“Holder”), the principal sum advanced to Maker from ti |
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| October 30, 2023 |
Agrify Announces Transfer of its Existing Credit Facility and Expected New Equity Investment Exhibit 99.1 Agrify Announces Transfer of its Existing Credit Facility and Expected New Equity Investment TROY, Mich., October 30, 2023 (GLOBE NEWSWIRE) - Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced that CP Acquisition LLC (the “New Lender”) and its existing instituti |
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| October 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 27, 2023 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| October 30, 2023 |
Exhibit 10.3 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL TO THE REGISTRANT AND (II) THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS SUCH INFORMATION AS PRIVATE OR CONFIDENTIAL. REDACTED PORTIONS OF THIS EXHIBIT ARE MARKED BY [***]. MODIFICATION AND SETTLEMENT AGREEMENT This Modification and Settlement Agreement (the “Modification Agreement” |
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| October 30, 2023 |
Common Stock Purchase Warrant issued to Mack Molding Company Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| October 30, 2023 |
Exhibit 4.2 FORM OF WARRANT AGRIFY CORPORATION WARRANT TO PURCHASE COMMON STOCK Warrant No.: HTCS-5 Number of Shares of Common Stock: 375,629 Date of Issuance: October 27, 2023 (“Issuance Date”) Agrify Corporation, a corporation organized under the laws of Nevada (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledge |
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| October 30, 2023 |
Agrify Announces Transfer of its Existing Credit Facility and Expected New Equity Investment Exhibit 99.1 Agrify Announces Transfer of its Existing Credit Facility and Expected New Equity Investment TROY, Mich., October 30, 2023 (GLOBE NEWSWIRE) - Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced that CP Acquisition LLC (the “New Lender”) and its existing instituti |
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| October 30, 2023 |
Amended and Restated Junior Secured Promissory Note Exhibit 4.4 AMENDED AND RESTATED JUNIOR SECURED promissory NOTE $500,000.00 October 27, 2023 Boston, Massachusetts FOR VALUE RECEIVED, AGRIFY CORPORATION, a Nevada corporation (“Maker”), promises to pay to the order of GIC ACQUISITION LLC, a Delaware limited liability company with an office at 675 VFW Parkway, Suite 152, Chestnut Hill, Massachusetts 02467-3656 (“Holder”), the principal sum advance |
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| October 30, 2023 |
Exhibit 4.2 FORM OF WARRANT AGRIFY CORPORATION WARRANT TO PURCHASE COMMON STOCK Warrant No.: HTCS-5 Number of Shares of Common Stock: 375,629 Date of Issuance: October 27, 2023 (“Issuance Date”) Agrify Corporation, a corporation organized under the laws of Nevada (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledge |
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| October 30, 2023 |
Exhibit 4.5 JUNIOR SECURED promissory NOTE $3,000,000.00 October 27, 2023 Boston, Massachusetts FOR VALUE RECEIVED, AGRIFY CORPORATION, a Nevada corporation (“Maker”), promises to pay to the order of CP ACQUISITIONS, LLC, a Delaware limited liability company with an office at 675 VFW Parkway, Suite 152, Chestnut Hill, Massachusetts 02467-3656 (“Holder”), the principal sum advanced to Maker from ti |
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| October 30, 2023 |
Company and Investor Acknowledgment and Release, dated as of October 27, 2023 Exhibit 10.1 COMPANY AND INVESTOR ACKNOWLEDGMENT AND RELEASE For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Agrify Corporation, on behalf of itself and the other Borrowers (“Agrify”), hereby acknowledges and agrees to the Note Purchase and Sale Agreement, dated as of October 27, 2023, by and between CP Acquisitions LLC, as Investor (the “Investor |
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| October 30, 2023 |
Exhibit 99.1 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL TO THE REGISTRANT AND (II) THE REGISTRANT CUSTOMARILY AND ACTUALLY TREATS SUCH INFORMATION AS PRIVATE OR CONFIDENTIAL. REDACTED PORTIONS OF THIS EXHIBIT ARE MARKED BY [***]. MODIFICATION AND SETTLEMENT AGREEMENT This Modification and Settlement Agreement (the “Modification Agreement” |
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| October 30, 2023 |
Exhibit 4.1 AGRIFY CORPORATION WARRANT TO PURCHASE COMMON STOCK Warrant No.: HTCS-4 Number of Shares of Common Stock: 2,809,669 Date of Issuance: October 27, 2023 (“Issuance Date”) Agrify Corporation, a corporation organized under the laws of Nevada (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, High Trail |
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| October 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 17, 2023 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 001-39946 30-0943453 (Commission File Number) (IRS Employer Identification No. |
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| October 20, 2023 |
Agrify Receives Nasdaq Staff Determination of Non-Compliance with Listing Rule 5250(c)(1) Exhibit 99.1 Agrify Receives Nasdaq Staff Determination of Non-Compliance with Listing Rule 5250(c)(1) TROY, Mich., October 20, 2023 (GLOBE NEWSWIRE) - Agrify Corporation (Nasdaq: AGFY) (“Agrify”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced that on October 17, 2023 it received a letter from the Listing Qualifications Department |
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| October 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIFY CORPORATION |
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| October 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIFY CORPORA |
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| October 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39946 AGRIFY CORPORATION |
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| October 2, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 30, 2023 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 001-39946 30-0943453 (Commission File Number) (IRS Employer Identification No. |
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| October 2, 2023 |
Agrify Announces Completed Restatements of Prior Period Results Exhibit 99.1 Agrify Announces Completed Restatements of Prior Period Results TROY, Michigan, October 2, 2023 (GLOBE NEWSWIRE) - Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced that the Company has completed restatements of previously issued quarterly filings for the first |
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| August 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number 001-39946 FORM 12b-25 CUSIP Number 00853E206 NOTIFICATION OF LATE FILING (Check One) ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K x Form 10-Q ¨ Form 10-D ¨ Form N-CEN ¨ Form N-CSR For Period Ended: June 30, 2023 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transiti |
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| August 21, 2023 |
Agrify Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) Exhibit 99.1 Agrify Receives Nasdaq Notification of Non-Compliance with Listing Rule 5250(c)(1) BILLERICA, Mass., August 21, 2023 (GLOBE NEWSWIRE) - Agrify Corporation (Nasdaq: AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced that on August 16, 2023, it received a letter from the Listing Qualificatio |
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| August 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 16, 2023 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 001-39946 30-0943453 (Commission File Number) (IRS Employer Identification No. |
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| July 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 19, 2023 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 12, 2023 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 14, 2023 |
Exhibit 4.1 promissory NOTE $500,000.00 July 12, 2023 Boston, Massachusetts FOR VALUE RECEIVED, AGRIFY CORPORATION, a Nevada corporation (“Maker”), promises to pay to the order of GIC ACQUISITION, LLC, a Delaware limited liability company with an office at 675 VFW Parkway, Suite 152, Chestnut Hill, Massachusetts 02467-3656 (“Holder”), the principal sum advanced to Maker from time to time up to a m |
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| July 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 30, 2023 AGRIFY CORPORATION (Exact name of registrant as specified in its charter) Nevada 001-39946 30-0943453 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No. |
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| July 3, 2023 |
Agrify Announces 1-For-20 Reverse Stock Split Exhibit 99.1 Agrify Announces 1-For-20 Reverse Stock Split BILLERICA, Mass., July 3, 2023 (GLOBE NEWSWIRE) - Agrify Corporation (Nasdaq:AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced that the Company’s Board of Directors approved a 1-for-20 reverse stock split, to be effective as of 12:01 a.m. on W |
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| July 3, 2023 |
Exhibit 3.1 |
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| May 25, 2023 |
Exhibit 99.1 Agrify Announces Changes to Executive Leadership Team BILLERICA, Mass., May 25, 2023 (GLOBE NEWSWIRE) - Agrify Corporation (Nasdaq:AGFY) (“Agrify” or the “Company”), a leading provider of innovative cultivation and extraction solutions for the cannabis industry, today announced three leadership changes to support sustainable long-term growth initiatives: ● Sheryl Elliott, who joined A |
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| May 25, 2023 |
Separation Agreement, dated May 23, 2023, between Agrify Corporation and Stuart Wilcox Exhibit 10.1 SEPARATION AGREEMENT This Separation Agreement (this “Agreement”) is entered as of May 23, 2023 between Agrify Corporation (“Agrify” or the “Company”) and Stuart Wilcox (“Executive”, “Wilcox” or “You”). Agrify and Wilcox may hereafter be referred to herein, individually, from time to time as a “Party,” and collectively herein from time to time as the “Parties.” RECITALS WHEREAS, Execu |
