Unusual Machines (UMAC) Enters 5M Share Securities Purchase Agreement

July 15, 2025 4:19 PM EDT

On July 14, 2025, Unusual Machines (NYSE: UMAC) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain investors pursuant to which the Company sold and issued 5,000,000 shares of Common Stock, par value $0.01 per share, in a registered direct public offering (the “Offering”), at a price to the public of $9.70 per share, with Dominari Securities, LLC acting as placement agent (the “Placement Agent”). A form of the Purchase Agreement is filed herewith as Exhibit 10.1. The Offering closed on July 15, 2025.

In connection with the Offering, on July 14, 2025 the Company entered into a Placement Agency Agreement (the “Placement Agency Agreement,” and together with the Purchase Agreement, the “Agreements”) with the Placement Agent, pursuant to which on July 15, 2025, the Company has issued the Placement Agent warrants to purchase 350,000 shares of our common stock (the “Placement Agent Warrants”) equal to seven percent of the shares of Common Stock sold in the Offering. The Placement Agent Warrants may be exercised after January 10, 2026, have an exercise price of $9.70 per share, are non-tradeable and expire on July 15, 2027. The Company also paid the Placement Agent a cash fee equal to $3,395,000, or seven percent of the gross proceeds of the Offering, in addition to reimbursement of the Placement Agent’s legal and certain other expenses in connection with the Offering. A copy of the Placement Agent Agreement is filed herewith as Exhibit 10.2, and a copy of the Placement Agent Warrants is filed herewith as Exhibit 10.3.



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