FingerMotion Inc.

10/24/2025 | Press release | Distributed by Public on 10/24/2025 14:24

Private Placement (Form 8-K)

Item 3.02 Unregistered Sales of Equity Securities

On October 21, 2025, FingerMotion, Inc. (the "Company") issued an aggregate of 4,000,000 common stock purchase warrants (the "Warrants") to a consultant pursuant to a consulting services agreement with respect to investor relations services. 3,000,000 of the Warrants entitle the holder to purchase up to 3,000,000 shares of common stock (each, a "Warrant Share") at an exercise price of $1.65 per Warrant Share until April 20, 2027, and 1,000,000 of the Warrants entitle the holder to purchase up to 1,000,000 Warrant Shares at an exercise price of $2.15 per Warrant Share until April 20, 2027. We relied upon the exemption from the registration requirements of the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), provided by Rule 506(b) of Regulation D and/or Section 4(a)(2) under the U.S. Securities Act for the issuance of the Warrants to the one entity, which is a U.S. person.

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