Lexaria Bioscience Corp
For the period ended Aug 31, 2024. Filed Nov 26, 2024.
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FY2024 · Filed Nov 26, 2024
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Item 15. Exhibits and Financial Statement Schedules
Item 15. Exhibits, Financial Statement Schedules
a) Financial Statements
| 1) | Report of Independent Registered Public Accounting Firm (PCAOB ID 206) |
| 2) | Financial statements for our Company are listed under Item 8 of this document. |
| 3) | All financial statement schedules are omitted because they are not applicable, not material or the required information is shown in the financial statements or notes thereto. |
b) Exhibits
| ExhibitNumber | Description |
| (3) | Articles of Incorporation and Bylaws |
| 3.1 | Amended and Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K filed January 14, 2021) |
| 3.2 | Second Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to our Current Report on Form 8-K filed January 14, 2021) |
| (4) | Instruments Defining the Rights of Security Holders, including Indentures |
| 4.1 | Equity Incentive Plan (incorporated by reference to Exhibit 4.1 to our Registration Statement on Form S-8 filed on January 18, 2024) |
| 4.2 | Form of Warrant (incorporated by reference to Exhibit 4.5 to the Registration Statement on Form S-1 filed with the SEC on April 28, 2023) |
| 4.3 | Form of Private Placement Warrant (incorporated by reference to Exhibit 4.2 to our Current Report on Form 8-K filed February 16, 2024) |
| 4.4 | Form of Placement Agent Warrant (incorporated by reference to Exhibit 4.3 to our Current Report on Form 8-K filed February 16, 2024) |
| 4.5 | Form of Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed April 30, 2024) |
| 4.6 | Form of Private Placement Warrant (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed October 16, 2024) |
| 4.7 | Form of Placement Agent Warrant (incorporated by reference to Exhibit 4.2 to our Current Report on Form 8-K filed October 16, 2024) |
| (10) | Material Contracts |
| 10.1 | Executive Employment Agreement dated Dec. 31, 2021 with John Docherty (incorporated by reference to Exhibit 10.1 to our Quarterly Report on Form 10-Q filed on January 14, 2022) |
| 10.2 | Management Services Agreement dated Dec. 31, 2021 with C.A.B. Financial Services Ltd. (Chris Bunka) (incorporated by reference to Exhibit 10.2 to our Quarterly Report on Form 10-Q filed on January 14, 2022) |
| 10.3 | Engagement Agreement by and between the Company and H.C. Wainwright & Co., LLC, dated February 12, 2024 (incorporated by reference to Exhibit 1.1 to our Current Report on Form 8-K filed February 16, 2024) |
| 10.4 | Engagement Agreement Amendment by and between the Company and H.C. Wainwright & Co., LLC, dated February 12, 2024 (incorporated by reference to Exhibit 1.2 to our Current Report on Form 8-K filed February 16, 2024) |
| 10.5 | Form of Securities Purchase Agreement with certain purchasers dated February 14, 2024 (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed February 16, 2024) |
| 10.6 | Amended and Restated Definitive Intellectual Property License Agreement between Lexaria Hemp Corp. and Premier Anti-aging Co., Ltd., dated March 15, 2024 (incorporated by reference to Exhibit 10.6 to our Quarterly Report on Form 10-Q filed on April 9, 2024) |
| 10.7 | Warrant Exercise Agreement between the Company and Armistice Capital Master Fund Ltd. (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on April 30, 2024) |
| 10.8 | Capital on Demand™ Sales Agreement, dated as of August 21, 2024 by and between Lexaria Bioscience Corp. and JonesTrading Institutional Services LLC (incorporated by reference to Exhibit 1.1 to our Current Report on Form 8-K filed on August 22, 2024) |
| 10.9 | Executive Employment Agreement dated August 31, 2024 with Richard Christopher |
| 10.10 | Executive Employment Agreement dated October 1, 2024 with Michael Shankman |
| 10.11 | Engagement Agreement by and between the Company and H.C. Wainwright & Co., LLC, dated September 4, 2024 (incorporated by reference to Exhibit 1.1 to our Current Report on Form 8-K filed October 16, 2024) |
| 10.12 | Form of Securities Purchase Agreement with certain purchasers dated October 14, 2024 (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed October 16, 2024) |
| (19) | Insider Trading Policies and Procedures |
| 19.1 | Insider Trading and Black-Out Period Policy, effective June 14, 2019 |
| (21) | Subsidiaries |
| 21.1 | List of Subsidiaries of the Registrant |
| (23) | Consents of Experts and Counsel |
| 23.1 | Consent of MaloneBailey LLP, Chartered Professional Accountants |
| (31) | Rule 13(a) - 14 (a)/15(d) - 14(a) |
| 31.1 | Section 302 Certifications under Sarbanes-Oxley Act of 2002 of Principal Executive Officer |
| 31.2 | Section 302 Certifications under Sarbanes-Oxley Act of 2002 of Principal Financial Officer and Principal Accounting Officer |
| (32) | Section 1350 Certifications |
| 32.1 | Section 906 Certification under Sarbanes Oxley Act of 2002 of Principal Executive Officer |
| 32.2 | Section 906 Certification under Sarbanes Oxley Act of 2002 of Principal Financial Officer and Principal Accounting Officer |
| (97) | Policy Relating to Recovery of Erroneously Awarded Compensation |
| 97.1 | Clawback Policy, effective December 1, 2023 |
| (101)** | Interactive Data Files |
| 101.INS | XBRL Instance Document |
| 101.SCH | XBRL Taxonomy Extension Schema Document |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
** Furnished herewith. Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of any registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, and otherwise are not subject to liability under those sections.
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