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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 ShiftPixy, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| November 29, 2024 |
OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0167 Expires: August 31, 2027 Estimated average burden hours per response................. 1.50 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURI |
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| November 14, 2024 |
US82452L3024 / SHIFTPIXY INC / ARMISTICE CAPITAL, LLC Passive Investment SC 13G 1 armistice-pixy093024.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* SHIFTPIXY, INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 82452L500 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropr |
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| October 31, 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 31, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No. |
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| October 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): October 27, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No. |
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| October 28, 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 24, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No. |
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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 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No. |
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| October 18, 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 17, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No. |
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| October 16, 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): October 16, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No. |
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| October 10, 2024 |
US82452L3024 / SHIFTPIXY INC / Compassion International Inc - SC 13G Passive Investment SC 13G 1 pixysc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* ShiftPixy, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 82452L302 (CUSIP Number) October 02, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate |
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| October 10, 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 10, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No. |
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| October 3, 2024 |
PIXY / ShiftPixy, Inc. / World Vision, Inc. - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.)* ShiftPixy, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 82452L401 (CUSIP Number) October 2, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu |
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| September 27, 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 26, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification N |
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| September 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A 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 SEC Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ |
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| September 20, 2024 |
EXHIBIT 3.1 1 2 3 |
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| September 20, 2024 |
ShiftPixy, Inc. Announces Reverse Stock Split Effective Date EXHIBIT 99.1 ShiftPixy, Inc. Announces Reverse Stock Split Effective Date MIAMI, September 20, 2024-(BUSINESS WIRE)-ShiftPixy, Inc. (Nasdaq: PIXY) (“ShiftPixy” or the “Company”), a Florida-based national staffing enterprise which designs, manages, and sells access to a disruptive, revolutionary platform that facilitates employment in the rapidly growing Gig Economy, today announced a one-for-fifte |
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| September 20, 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 17, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification N |
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| September 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (Definitive) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for use of the Commission Only (as permitted by Rule 14c-5(d)(2)) |
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| September 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A 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 SEC Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ |
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| September 9, 2024 |
Conditional Option for Shares of Preferred Class A Stock EXHIBIT 10.1 Conditional Option for Shares of Preferred Class A Stock This Conditional Option for Shares of the Company’s Preferred Class A Stock is hereby granted by ShiftPixy, Inc., a Wyoming corporation (the “Company” or “ShiftPixy”), to Scott W. Absher (“Mr. Absher” or “Grantee”) on this day of September 2024. Recitals Whereas to enable the Company to complete a necessary reverse stock split t |
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| September 9, 2024 |
PRE 14C 1 pixypre14c.htm PRE 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (Preliminary) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for use of the Commission Only |
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| September 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): September 6, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No |
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| August 29, 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): August 28, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) |
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| August 27, 2024 |
EXHIBIT 10.1 PLACEMENT AGENCY AGREEMENT August 25, 2024 ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 Attn: Chief Executive Officer Dear Mr. Scott W. Absher: This letter (the “Agreement”) constitutes the agreement between A.G.P./Alliance Global Partners (the “Placement Agent”) and ShiftPixy, Inc., a Wyoming corporation (the “Company”), that the Placement Agent shall serve as the exclusive pl |
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| August 27, 2024 |
ShiftPixy Announces Pricing of $2.5 Million Offering EXHIBIT 99.1 ShiftPixy Announces Pricing of $2.5 Million Offering MIAMI, August 26, 2024-(BUSINESS WIRE)-ShiftPixy, Inc. (Nasdaq: PIXY) ("ShiftPixy" or the "Company"), a Florida-based national staffing enterprise which designs, manages, and sells access to a disruptive, revolutionary platform that facilitates employment in the rapidly growing Gig Economy, today announced the pricing of its "reason |
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| August 27, 2024 |
EXHIBIT 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August 25, 2024, between ShiftPixy, Inc., a Wyoming 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 set for |
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| August 27, 2024 |
SERIES A COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC. EXHIBIT 4.1 SERIES A COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC. Warrant Shares: [●] Original Issuance Date: August [●], 2024 Initial Exercise Date: Stockholder Approval Date THIS SERIES A 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 hereina |
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| August 27, 2024 |
SERIES B COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC. EXHIBIT 4.2 SERIES B COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC. Warrant Shares: [●] Original Issuance Date: August [●], 2024 Initial Exercise Date: Stockholder Approval Date THIS SERIES B 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 hereina |
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| August 27, 2024 |
EXHIBIT 10.3 AMENDMENT TO WARRANTS This Amendment to Common Stock Purchase Warrants (this “Amendment”) dated this 25th day of August, 2024, by and among ShiftPixy, Inc., a Wyoming corporation (the “Company”) and Armistice Capital Master Fund Ltd (the “Holder”). WHEREAS, the Holder is the holder of (i) outstanding warrants to purchase up to 34,722 shares of the Company’s common stock (“Common Stock |
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| August 27, 2024 |
PRE-FUNDED COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC. EXHIBIT 4.3 PRE-FUNDED COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC. Warrant Shares: [●] Issue Date: August [●], 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 date hereof ( |
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| August 27, 2024 |
Filed pursuant to Rule 424(b)(4) Registration No. 333-280566 PROSPECTUS 745,000 shares of Common Stock 2,403,847 Series A Common Warrants to Purchase up to 2,403,847 shares of Common Stock 2,403,847 Series B Common Warrants to Purchase up to 2,403,847 shares of Common Stock 1,658,847 Pre-funded Warrants to Purchase up to 1,658,847 shares of Common Stock Up to 2,403,847 shares of Common Stock under |
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| August 27, 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 25, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) |
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| August 21, 2024 |
August 21, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Rebekah Reed Re: ShiftPixy, Inc. Registration Statement on Form S-1 File No. 333-280566 Ladies and Gentlemen: In accordance with Rule 461 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended (the “Act”), A.G. |
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| August 21, 2024 |
ShiftPixy, Inc. 4101 NW 25th Street, Miami, Florida 33142 ShiftPixy, Inc. 4101 NW 25th Street, Miami, Florida 33142 August 21, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. (the “Company”) Registration Statement on Form S-1 (File No. 333-280566) Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended, the |
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| August 20, 2024 |
Form of Securities Purchase Agreement. EXHIBIT 10.49 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August [•], 2024, between ShiftPixy, Inc., a Wyoming 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 set f |
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| August 20, 2024 |
Form of Placement Agency Agreement. EXHIBIT 10.48 PLACEMENT AGENCY AGREEMENT August [ ], 2024 ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 Attn: Chief Executive Officer Dear Mr. Scott W. Absher: This letter (the “Agreement”) constitutes the agreement between A.G.P./Alliance Global Partners (the “Placement Agent”) and ShiftPixy, Inc., a Wyoming corporation (the “Company”), that the Placement Agent shall serve as the exclusive |
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| August 20, 2024 |
As filed with the Securities and Exchange Commission on August 20, 2024 As filed with the Securities and Exchange Commission on August 20, 2024 Registration No. |
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| August 20, 2024 |
Form of Series B Common Warrant EXHIBIT 4.3 SERIES B COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC. Warrant Shares: [●] Original Issuance Date: August [●], 2024 Initial Exercise Date: [August [●], 2024]1 THIS SERIES B 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 s |
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| August 20, 2024 |
Form of Series A Common Warrant. EXHIBIT 4.2 SERIES A COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC. Warrant Shares: [●] Original Issuance Date: August [●], 2024 Initial Exercise Date: [August [●], 2024]1 THIS SERIES A 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 s |
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| August 20, 2024 |
EXHIBIT 107 Calculation of Filing Fee Tables S-1 (Form Type) ShiftPixy, Inc. (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 Fees to b |
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| August 15, 2024 |
ShiftPixy, Inc. 4101 NW 25th Street, Miami, Florida 33142 ShiftPixy, Inc. 4101 NW 25th Street, Miami, Florida 33142 August 15, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. (the “Company”) Registration Statement on Form S-1 (File No. 333-280566) Ladies and Gentlemen: In accordance with Rule 461 under the Securities Act of 1933, as amended, the |
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| August 15, 2024 |
ShiftPixy, Inc. 4101 NW 25th Street, Miami, Florida 33142 ShiftPixy, Inc. 4101 NW 25th Street, Miami, Florida 33142 August 15, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. (the “Company”) Registration Statement on Form S-1 (File No. 333-280566) Ladies and Gentlemen: Reference is made to our letter, filed as correspondence via EDGAR on August 1 |
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| August 15, 2024 |
A.G.P./Alliance Global Partners 590 Madison Ave., 28th Floor New York, NY 10022 A.G.P./Alliance Global Partners 590 Madison Ave., 28th Floor New York, NY 10022 August 15, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Rebekah Reed Re: ShiftPixy, Inc. (the “Company”) Registration Statement on Form S-1 File No. 333-280566 Ladies and Gentlemen: Reference is made to our letter, filed as c |
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| August 15, 2024 |
August 15, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Rebekah Reed Re: ShiftPixy, Inc. Registration Statement on Form S-1 File No. 333-280566 Ladies and Gentlemen: In accordance with Rule 461 of the General Rules and Regulations promulgated under the Securities Act of 1933, as amended (the “Act”), A.G. |
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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 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) |
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| July 30, 2024 |
Form of Placement Agency Agreement. EXHIBIT 10.48 PLACEMENT AGENCY AGREEMENT July [●], 2024 ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 Attn: Chief Executive Officer Dear Mr. Scott W. Absher: This letter (the “Agreement”) constitutes the agreement between A.G.P./Alliance Global Partners (the “Placement Agent”) and ShiftPixy, Inc., a Wyoming corporation (the “Company”), that the Placement Agent shall serve as the exclusive pl |
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| July 30, 2024 |
EXHIBIT 4.2 COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC. Warrant Shares: [●] Original Issuance Date: July [●], 2024 Initial Exercise Date: [July [●], 2024]1 THIS 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 |
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| July 30, 2024 |
EXHIBIT 4.3 PRE-FUNDED COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC. Warrant Shares: [●] Issue Date: July [●], 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 date hereof (th |
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| July 30, 2024 |
As filed with the Securities and Exchange Commission on July 29, 2024 As filed with the Securities and Exchange Commission on July 29, 2024 Registration No. |
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| July 30, 2024 |
Form of Securities Purchase Agreement. EXHIBIT 10.49 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July [•], 2024, between ShiftPixy, Inc., a Wyoming 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 set for |
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| July 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A 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 SEC Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ |
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| July 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A 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 SEC Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☐ |
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| July 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to SEC File No. 001-37954 SHIFTPIXY, INC. (Exact name of registrant as specified in its chart |
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| June 28, 2024 |
EXHIBIT 107 Calculation of Filing Fee Tables S-1 (Form Type) ShiftPixy, Inc. (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 Fees to B |
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| June 28, 2024 |
As filed with the Securities and Exchange Commission on June 28, 2024 As filed with the Securities and Exchange Commission on June 28, 2024 Registration No. |
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| June 27, 2024 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM8-K/A (Amendment No. 1) 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 22, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer I |
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| June 27, 2024 |
EXHIBIT 10.2 ADDENDUM TO ASSET PURCHASE AGREEMENT This Addendum to Asset Purchase Agreement (the "Addendum") is made and entered into this 30th day of April, 2024, by and between Human Bees, Inc., a California corporation, (together with each Affiliate entity that is listed in the Schedule of Seller Entities as set forth in the Disclosure Schedule, and that is a signatory hereto, collectively “Sel |
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| June 27, 2024 |
EXHIBIT 10.1 ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of March 29, 2024, by and among TAC Nexeo Holdings, LLC, a Delaware limited liability company, doing business as Nexeo together with each of its subsidiaries as set forth herein that is a signatory (hereto collectively “Seller”), Tower Arch Partners I, LP, Tower Arch Partners I (Q), L |
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| June 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 29, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer |
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| June 27, 2024 |
EXHIBIT 10.1 ASSET PURCHASE AGREEMENT BY AND AMONG HUMAN BEES, INC. , GEETESH GOYAL & RANIL PIYARATNA, AND SHIFTPIXY, INC. DATED AS OF MARCH 22, 2024 Table of Contents RECITALS 6 ARTICLE I. PURCHASE AND SALE OF ASSETS 6 Section 1.1. Purchase and Sale of Assets 6 Section 1.2. Excluded Assets 10 Section 1.3. Assumption of Liabilities 11 Section 1.4. Retained Liabilities 12 Section 1.5. Purchase Pric |
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| April 24, 2024 |
EXHIBIT 16.1 April 23, 2024 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by ShiftPixy, Inc. under Item 4.01 of its Form 8-K dated April 22, 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 ShiftPixy, Inc. contained therein. Ver |
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| April 24, 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): April 22, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) |
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| April 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 29, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to SEC File No. 001-37954 SHIFTPIXY, INC. (Exact name of registrant as specified in its |
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| April 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: February 29, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o |
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| April 2, 2024 |
EXHIBIT 99.1 ShiftPixy Announces Execution of Its Second Asset Purchase Agreement to Acquire a Provider of Human Capital to Several Key Industrial Clients Across Western U.S. MIAMI, April 2, 2024-ShiftPixy, Inc. (Nasdaq: PIXY) (“ShiftPixy” or the “Company”), a Florida-based national human capital provisioning enterprise which designs, manages, and sells access to a disruptive, revolutionary platfo |
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| April 2, 2024 |
EXHIBIT 17.1 Amanda Murphy 15216 Lafayette Way, Tustin, CA 92782 (949) 350-1478 [email protected] Dear Scott: I write in response to ShiftPixy’s disclosure on Form 8-K, filed with the SEC on March 21, 2024, concerning the reasons for my resignation from the Company’s Board of Directors after almost 4 years of service and over 8 years as an employee. The Company’s disclosure is deficient in th |
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| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGECOMMISSION 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): March 29, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 4 |
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| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer |
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| March 29, 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): March 28, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) |
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| March 26, 2024 |
EXHIBIT 99.1 ShiftPixy Announces Definitive Agreement to Acquire a Northern California-Based Provider of Human Capital to Several Key Industrial Clients MIAMI, March 26, 2024-ShiftPixy, Inc. (Nasdaq: PIXY) (“ShiftPixy” or the “Company”), a Florida-based national staffing enterprise which designs, manages, and sells access to a disruptive, revolutionary platform that facilitates employment in the r |
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| March 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGECOMMISSION 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): March 22, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 4 |
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| March 21, 2024 |
EXHIBIT 10.3 AMENDMENT NO. 1 LETTER AGREEMENT This Amendment No. 1 to the Letter Agreement (this “Amendment”) is dated this 18th day of March, 2024, by and among ShiftPixy, Inc., a Wyoming corporation (the “Company”) and A.G.P./Alliance Global Partners (“A.G.P.”). WHEREAS, the Company and A.G.P. entered into a letter agreement (“Letter Agreement”) dated January 8, 2024 pursuant to which A.G.P. agr |
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| March 21, 2024 |
Letter of Resignation, dated March 19, 2024 EXHIBIT 17.2 Amanda Murphy 15216 Lafayette Way, Tustin CA 92782 (949) 350-1478 [email protected] March 19, 2024 By Email ([email protected]) Scott W. Absher, Chairman and CEO ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 Re: Resignation from Board of Directors Dear Scott: Due to your termination of my employment as Chief Operating Officer of ShiftPixy, Inc., I am unwilling to c |
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| March 21, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): March 19, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) |
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| March 21, 2024 |
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 19, 2024, between ShiftPixy, Inc., a Wyoming 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 set fort |
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| March 21, 2024 |
EXHIBIT 10.4 AMENDMENT TO WARRANTS This Amendment to Common Stock Purchase Warrants (this “Amendment”) dated this 19th day of March, 2024, by and among ShiftPixy, Inc., a Wyoming corporation (the “Company”) and Armistice Capital Master Fund Ltd (the “Holder”). WHEREAS, the Holder is the holder of (i) outstanding warrants to purchase up to 83,333 shares of common stock of the Company with an issue |
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| March 21, 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): March 19, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) |
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| March 21, 2024 |
Filed pursuant to Rule 424(b)(4) Registration No. 333-276750 PROSPECTUS 590,000 shares of Common Stock Pre-Funded Warrants to Purchase up to 586,470 shares of Common Stock Common Warrants to Purchase up to 1,176,470 shares of Common Stock Up to 1,176,470 shares of Common Stock underlying the Common Warrants Up to 586,470 shares of Common Stock underlying the Pre-Funded Warrants ShiftPixy, Inc. is |
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| March 21, 2024 |
Letter of Resignation, dated March 7, 2024 EXHIBIT 17.1 Amanda Murphy 15216 Lafayette Way, Tustin CA 92782 (949) 350-1478 [email protected] March 7, 2024 By Email ([email protected]) Scott W. Absher, Chairman and CEO ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 Re: Termination Dear Scott: I write to confirm our conversation yesterday, in which you terminated my employment as Chief Operating Officer of ShiftPixy, Inc. ( |
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| March 21, 2024 |
ShiftPixy Announces Pricing of $5 Million Offering Priced At-the-Market EXHIBIT 99.1 ShiftPixy Announces Pricing of $5 Million Offering Priced At-the-Market MIAMI, March 19, 2024-(BUSINESS WIRE)-ShiftPixy, Inc. (Nasdaq: PIXY) ("ShiftPixy" or the "Company"), a Florida-based national staffing enterprise which designs, manages, and sells access to a disruptive, revolutionary platform that facilitates employment in the rapidly growing Gig Economy, today announced the pric |
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| March 18, 2024 |
ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 March 18, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1, as amended File No. 333-276750 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, ShiftPixy, Inc. hereby respectfully r |
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| March 18, 2024 |
A.G.P./Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 A.G.P./Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 March 18, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1, as amended File No. 333-276750 Ladies and Gentlemen: A.G.P./Alliance Global Partners (“A.G.P.”), solely acting as placement agent on a best |
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| March 12, 2024 |
A.G.P./Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 A.G.P./Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 March 12, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1, as amended File No. 333-276750 Ladies and Gentlemen: A.G.P./Alliance Global Partners (“A.G.P.”), solely acting as placement agent on a best |
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| March 12, 2024 |
ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 March 12, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1, as amended File No. 333-276750 Ladies and Gentlemen: Reference is made to our letter, filed as correspondence via EDGAR on March 11, 2024, in which we requested the acce |
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| March 11, 2024 |
ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 March 11, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1, as amended File No. 333-276750 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, ShiftPixy, Inc. hereby respectfully r |
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| March 11, 2024 |
A.G.P./Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 A.G.P./Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 March 11, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1, as amended File No. 333-276750 Ladies and Gentlemen: A.G.P./Alliance Global Partners (“A.G.P.”), solely acting as placement agent on a best |
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| March 11, 2024 |
EXHIBIT 10.1 4101 NW 25th ST, Miami, FL 33142 Tel (888) 798-9100 www.shiftpixy.com 3/7/2024 Patrice Launay 6444 East Spring Street Long Beach, CA 90818 [email protected] RE: Offer of Employment Dear Patrice: ShiftPixy Corporate, Inc. is pleased to offer you the position of Chief Financial Officer. The following provisions outline the terms of our employment offer to you, should you accept. |
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| March 11, 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): March 6, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 4 |
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| March 7, 2024 |
A.G.P./Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 CORRESP 1 filename1.htm A.G.P./Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 March 7, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1, as amended File No. 333-276750 Ladies and Gentlemen: A.G.P./Alliance Global Partners (“A.G.P.”), solely acting as pl |
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| March 7, 2024 |
ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 March 7, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1, as amended File No. 333-276750 Ladies and Gentlemen: Reference is made to our letter, filed as correspondence via EDGAR on March 5, 2024, in which we requested the accele |
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| March 7, 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): March 4, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 4 |
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| March 5, 2024 |
A.G.P./Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 A.G.P./Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 March 5, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1, as amended File No. 333-276750 Ladies and Gentlemen: A.G.P./Alliance Global Partners (“A.G.P.”), solely acting as placement agent on a best- |
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| March 5, 2024 |
ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 March 5, 2024 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1, as amended File No. 333-276750 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, ShiftPixy, Inc. hereby respectfully re |
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| February 26, 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): February 26, 2024 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No |
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| February 12, 2024 |
EXHIBIT 10.26 PRE-FUNDED COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC. Warrant Shares: Original 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 date |
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| February 12, 2024 |
EXHIBIT 107 Calculation of Filing Fee Tables Form S-1 (Form Type) ShiftPixy, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title(1) Fee Calculation or Carry Forward Rule Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry For |
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| February 12, 2024 |
EXHIBIT 10.24 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [•], 2024, between ShiftPixy, Inc., a Wyoming 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 set forth in |
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| February 12, 2024 |
EXHIBIT 10.23 January 8, 2024 CONFIDENTIAL ShiftPixy, Inc. Attention: Scott Absher 4101 NW 25th Street Miami, FL 33142 Re: Terms of Engagement This letter (the “Agreement”) constitutes the agreement between ShiftPixy, Inc. (the “Company”) and A.G.P./Alliance Global Partners. (“A.G.P.”) that A.G.P. shall serve as the exclusive placement agent, advisor or underwriter in the offering (each, an “Offer |
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| February 12, 2024 |
EXHIBIT 10.25 WARRANT TO PURCHASE SHARES OF COMMON STOCK SHIFTPIXY, INC. Warrant Shares: Original Issue Date THIS WARRANT TO PURCHASE SHARES OF COMMON STOCK (this “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 date hereof (the “I |
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| February 12, 2024 |
As filed with the Securities and Exchange Commission on February 12, 2024 As filed with the Securities and Exchange Commission on February 12, 2024 Registration No. |
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| January 29, 2024 |
EXHIBIT 107 Calculation of Filing Fee Tables Form S-1 (Form Type) ShiftPixy, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title(1) Fee Calculation or Carry Forward Rule Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forw |
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| January 29, 2024 |
As filed with the Securities and Exchange Commission on January 29, 2024 As filed with the Securities and Exchange Commission on January 29, 2024 Registration No. |
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| January 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to SEC File No. 001-37954 SHIFTPIXY, INC. (Exact name of registrant as specified in its |
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| January 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) 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)) ☐ Defin |
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| January 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) 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)) ☒ Defin |
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| January 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) 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)) ☐ Defin |
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| January 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: November 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o |
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| January 2, 2024 |
ShiftPixy, Inc. 94,375 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Under the Securities Act of 1933, as amended Registration No. |
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| December 28, 2023 |
ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 ShiftPixy, Inc. 4101 NW 25th Street Miami, FL 33142 December 28, 2023 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1 Filed December 21, 2023 File No. 333-276208 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, ShiftPixy, Inc. hereby |
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| December 21, 2023 |
EXHIBIT 107 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered(1) Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common stock, par value $0. |
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| December 21, 2023 |
As filed with the Securities and Exchange Commission on December 21, 2023 As filed with the Securities and Exchange Commission on December 21, 2023 Registration No. |
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| December 14, 2023 |
EXHIBIT 21.1 ShiftPixy, Inc. Subsidiaries Subsidiary State or jurisdiction of incorporation Agile Human Capital, Inc. Delaware Bento Best, Inc. Wyoming Bunny Grub, Inc. Wyoming Burley Burrito, Inc. Wyoming CantinaGogo, Inc. Wyoming Cluck ‘n Lucky, Inc. Wyoming Dude Rudy, Inc. Wyoming Firemark Global Capital, Inc. Delaware Grazer Burger, Inc. Wyoming Lionfish Grill, Inc. Wyoming Nacho Nukes, Inc. W |
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| December 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K 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 August 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 SEC File No. 024-10557 SHIFTPIXY, INC. (Exact name |
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| December 4, 2023 |
US82452L3024 / SHIFTPIXY INC / Compassion International Inc - SC 13GA Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* ShiftPixy, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 82452L302 (CUSIP Number) November 1, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pu |
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| December 1, 2023 |
PIXY / ShiftPixy Inc / World Vision, Inc. - SC 13G/A Passive Investment SC 13G/A 1 pixysc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* ShiftPixy, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 82452L401 (CUSIP Number) November 14, 2023 (Date of Event Which Requires Filing of this Statement) Check the appr |
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| November 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: August 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on |
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| October 31, 2023 |
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 30, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No. |
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| October 18, 2023 |
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 16, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No. |
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| October 18, 2023 |
EXHIBIT 10.1 AMENDMENT NO. 1 TO WARRANT This Amendment No. 1 to Common Stock Purchase Warrant (this “Amendment”) dated this 16th day of October, 2023, by and among ShiftPixy, Inc., a Wyoming corporation (the “Company”) and Armistice Capital Master Fund Ltd. (the “Holder”). WHEREAS, the Holder is the holder of an outstanding warrant to purchase up to 2,265,000 shares of common stock of the Company, |
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| October 12, 2023 |
Articles of Correction (incorporated by reference to 8-K filed October 12, 2023) EXHIBIT 3.1 |
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| October 12, 2023 |
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 11, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No. |
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| October 10, 2023 |
EXHIBIT 10.2 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of October 5, 2023, between ShiftPixy, Inc., a Wyoming 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 set for |
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| October 10, 2023 |
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 5, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) |
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| October 10, 2023 |
PROSPECTUS SUPPLEMENT (To Prospectus dated February 13, 2023) Filed pursuant to Rule 424(b)(5) Under the Securities Act of 1933, as amended Registration No. |
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| October 10, 2023 |
EXHIBIT 10.4 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 REGIST |
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| October 10, 2023 |
EXHIBIT 10.1 October 9, 2023 CONFIDENTIAL ShiftPixy, Inc. Attention: Scott Absher, Chief Executive Officer 4101 NW 25th Street Miami, Fl 33142 Dear Mr. Absher, The purpose of this letter (this “Agreement”) is to confirm the engagement of A.G.P./Alliance Global Partners (“A.G.P.”) by ShiftPixy, Inc. (the “Company”) to render Financial Services (as defined below) to the Company. 1. Services. During |
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| October 10, 2023 |
EXHIBIT 99.1 ShiftPixy, Inc. Announces $2.5 Million Registered Direct Offering and Concurrent Private Placement MIAMI, October 06, 2023-(BUSINESS WIRE)-ShiftPixy, Inc. (Nasdaq: PIXY) (“ShiftPixy” or the “Company”), a Florida-based national staffing enterprise which designs, manages, and sells access to a disruptive, revolutionary platform that facilitates employment in the rapidly growing Gig Econ |
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| October 10, 2023 |
EXHIBIT 10.3 PRE-FUNDED COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC. Warrant Shares: 915,000 Original Issue Date: October 10, 2023 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Armistice Capital Master Fund Ltd. or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set |
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| October 6, 2023 |
US82452L3024 / SHIFTPIXY INC / Samaritan's Purse, Inc. - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* ShiftPixy, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 82452L302 (CUSIP Number) September 25, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| October 5, 2023 |
US82452L3024 / SHIFTPIXY INC / Compassion International Inc - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* ShiftPixy, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 82452L302 (CUSIP Number) September 25, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| October 5, 2023 |
US82452L3024 / SHIFTPIXY INC / World Vision, Inc. - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* ShiftPixy, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 82452L302 (CUSIP Number) September 25, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| September 29, 2023 |
ShiftPixy, Inc. Announces Delay of Reverse Stock Split Effective Date EXHIBIT 99.1 FOR IMMEDIATE RELEASE ShiftPixy, Inc. Announces Delay of Reverse Stock Split Effective Date MIAMI-(BUSINESS WIRE)-ShiftPixy, Inc. (Nasdaq: PIXY) (“ShiftPixy” or the “Company”), a Florida-based national staffing enterprise which designs, manages, and sells access to a disruptive, revolutionary platform that facilitates employment in the rapidly growing Gig Economy, announced today that |
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| September 29, 2023 |
Financial Statements and Exhibits, Other Events 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 29, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification N |
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| September 26, 2023 |
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 22, 2023 ShiftPixy, Inc. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification N |
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| September 26, 2023 |
Articles of Amendment (incorporated by reference to 8-K filed September 26, 2023) EXHIBIT 3.1 1 2 3 4 |
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| September 26, 2023 |
ShiftPixy, Inc. Announces Reverse Stock Split Effective Date EXHIBIT 99.1 ShiftPixy, Inc. Announces Reverse Stock Split Effective Date September 26, 2023 4:00 PM Eastern Daylight Time MIAMI-(BUSINESS WIRE)-ShiftPixy, Inc. (Nasdaq: PIXY) (“ShiftPixy” or the “Company”), a Florida-based national staffing enterprise which designs, manages, and sells access to a disruptive, revolutionary platform that facilitates employment in the rapidly growing Gig Economy, to |
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| September 18, 2023 |
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 15, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification N |
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| September 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (Definitive) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for use of the Commission Only (as permitted by Rule 14c-5(d)(2)) |
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| August 22, 2023 |
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 21, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) |
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| August 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (Preliminary) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for use of the Commission Only (as permitted by Rule 14c-5(d)(2) |
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| August 22, 2023 |
EXHIBIT 10.1 Conditional Option for Shares of Preferred Class A Stock This Conditional Option for Shares of the Company’s Preferred Class A Stock is hereby granted by ShiftPixy, Inc., a Wyoming corporation (the “Company” or “ShiftPixy”), to Scott W. Absher (“Mr. Absher” or “Grantee”) on this day of August 2023, and the same will become effective 20 days following the mailing of a definitive 14C In |
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| August 3, 2023 |
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 2, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) |
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| July 27, 2023 |
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 25, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 1 |
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| July 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to SEC File No. 001-37954 SHIFTPIXY, INC. (Exact name of registrant as specified in its chart |
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| July 14, 2023 |
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July 12, 2023, between ShiftPixy, Inc., a Wyoming 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 set forth |
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| July 14, 2023 |
EXHIBIT 10.4 PRE-FUNDED COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC. Warrant Shares: Original Issue Date: July 14, 2023 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 date set f |
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| July 14, 2023 |
ShiftPixy, Inc. 447,377 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-266401 STICKER SUPPLEMENT #2 (To Prospectus dated August 10, 2022) ShiftPixy, Inc. 447,377 Shares of Common Stock This sticker supplement supplements our prospectus dated August 10, 2022, as supplemented by the sticker supplement thereto dated September 23, 2022. You should read this sticker supplement together with the prospectus since the inf |
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| July 14, 2023 |
EXHIBIT 10.2 A.G.P./Alliance Global Partners 590 MADISON AVENUE, 28th Floor New York, NY 10022 July 12, 2023 ShiftPixy, Inc. Attention: Scott Absher, Chief Executive Officer 13450 W Sunrise Blvd, Suite 650 Sunrise, FL 33323 Re: Placement Agent Agreement Dear Mr. Absher: Subject to the terms and conditions of this letter agreement (the “Agreement”) between A.G.P./Alliance Global Partners, as the so |
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| July 14, 2023 |
EXHIBIT 10.5 AMENDMENT NO. 1 TO WARRANTS This Amendment No. 1 to Common Stock Purchase Warrant (this “Amendment”) dated this 12th day of July, 2023, by and among ShiftPixy, Inc., a Wyoming corporation (the “Company”) and Armistice Capital Master Fund Ltd. (the “Holder”). WHEREAS, the Holder is the holder of (i) outstanding warrants to purchase up to 5,000 shares of common stock of the Company, wit |
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| July 14, 2023 |
ShiftPixy, Inc. 1,270,834 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-267751 STICKER SUPPLEMENT (To Prospectus dated December 21, 2022) ShiftPixy, Inc. 1,270,834 Shares of Common Stock This sticker supplement supplements our prospectus dated December 21, 2022. You should read this sticker supplement together with the prospectus since the information contained herein supplements the information contained in the pr |
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| July 14, 2023 |
EXHIBIT 10.3 WARRANT TO PURCHASE SHARES OF COMMON STOCK SHIFTPIXY, INC. Warrant Shares: Original Issue Date: July 14, 2023 THIS WARRANT TO PURCHASE SHARES OF COMMON STOCK (this “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 date |
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| July 14, 2023 |
ShiftPixy Announces Pricing of $3.1 Million Public Offering EXHIBIT 99.1 ShiftPixy Announces Pricing of $3.1 Million Public Offering MIAMI, July 12, 2023-(BUSINESS WIRE)-ShiftPixy, Inc. (Nasdaq: PIXY) ("ShiftPixy" or the "Company"), a Miami-based disruptive worker engagement and management platform, today announced the pricing of its "reasonable best efforts" public offering of 2,066,667 units at a public offering price of $1.50 per unit. Each unit consist |
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| July 14, 2023 |
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 12, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 1 |
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| July 13, 2023 |
Filed pursuant to Rule 424(b)(4) Registration No. 333-272133 PROSPECTUS 1,166,667 shares of Common Stock Common Warrants to Purchase up to 2,066,667 Shares of Common Stock Pre-Funded Warrants to Purchase up to 900,000 Shares of Common Stock Up to 2,066,667 shares of Common Stock underlying the Common Warrants Up to 900,000 shares of Common Stock underlying the Pre-Funded Warrants ShiftPixy, Inc. i |
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| July 7, 2023 |
A.G.P./Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 A.G.P./Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 July 7, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1 File No. 333-272133 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, A.G.P./Alli |
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| July 6, 2023 |
ShiftPixy, Inc. 13450 W Sunrise Blvd, Suite 650 Sunrise, FL 33323 ShiftPixy, Inc. 13450 W Sunrise Blvd, Suite 650 Sunrise, FL 33323 July 6, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1 File No. 333- 272133 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, ShiftPixy, Inc. hereby res |
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| June 30, 2023 |
EXHIBIT 10.28 PRE-FUNDED COMMON STOCK PURCHASE WARRANT SHIFTPIXY, INC. Warrant Shares: Original Issue Date: July [], 2023 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 date set |
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| June 30, 2023 |
Form of Placement Agent Agreement between the Company and A.G.P./Alliance Global Partners EXHIBIT 10.27 A.G.P./Alliance Global Partners 590 Madison Avenue, 28th Floor New York, NY 10022 July [•], 2023 ShiftPixy, Inc. Attention: Scott Absher, Chief Executive Officer 13450 W Sunrise Blvd, Suite 650 Sunrise, FL 33323 Re : Placement Agent Agreement Dear Mr. Absher: Subject to the terms and conditions of this letter agreement (the “Agreement”) between A.G.P./Alliance Global Partners, as the |
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| June 30, 2023 |
EXHIBIT 10.29 WARRANT TO PURCHASE SHARES OF COMMON STOCK SHIFTPIXY, INC. Warrant Shares: Original Issue Date THIS WARRANT TO PURCHASE SHARES OF COMMON STOCK (this “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 date hereof (the “I |
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| June 30, 2023 |
EXHIBIT 107 Calculation of Filing Fee Tables Form S-1 (Form Type) ShiftPixy, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title(1) Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee C |
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| June 30, 2023 |
Form of Securities Purchase Agreement EXHIBIT 10.30 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of July [•], 2023, between ShiftPixy, Inc., a Wyoming 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 set for |
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| June 30, 2023 |
As filed with the Securities and Exchange Commission on June 30, 2023 As filed with the Securities and Exchange Commission on June 30, 2023 Registration No. |
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| June 22, 2023 |
ShiftPixy, Inc. 13450 W Sunrise Blvd, Suite 650 Sunrise, FL 33323 ShiftPixy, Inc. 13450 W Sunrise Blvd, Suite 650 Sunrise, FL 33323 June 22, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1/A Filed June 7, 2023 File No. 333- 272133 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Shif |
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| June 22, 2023 |
June 22, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-1004 Re: ShiftPixy, Inc. Registration Statement on Form S-1, as amended File No. 333-272133 Ladies and Gentlemen: As the Sole Book-Running Manager of the proposed offering of ShiftPixy, Inc. (the “Company”), we hereby join the Company’s request for acceleration |
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| June 22, 2023 |
June 22, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-1004 Re: ShiftPixy, Inc. Registration Statement on Form S-1, as amended File No. 333-272133 Ladies and Gentlemen: Reference is made to our letter, filed as correspondence via EDGAR on June 22, 2023, in which we, as the Sole Book-Running Manager of the proposed o |
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| June 22, 2023 |
ShiftPixy, Inc. 13450 W Sunrise Blvd, Suite 650 Sunrise, FL 33323 ShiftPixy, Inc. 13450 W Sunrise Blvd, Suite 650 Sunrise, FL 33323 June 22, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-1 Filed June 7, 2023 File No. 333-272133 Ladies and Gentlemen: Reference is made to our letter, filed as correspondence via EDGAR on June 22, 2023, i |
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| June 8, 2023 |
EXHIBIT 99.1 |
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| June 8, 2023 |
FWP 1 pixyfwp.htm FWP |
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| June 8, 2023 |
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 8, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 13 |
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| June 7, 2023 |
Form of Underwriting Agreement EXHIBIT 1.1 UNDERWRITING AGREEMENT between SHIFTPIXY, INC. and TITAN PARTNERS GROUP LLC, A DIVISION OF AMERICAN CAPITAL PARTNERS, LLC As Representative of the Underwriters - 1 - SHIFTPIXY, INC. UNDERWRITING AGREEMENT New York, New York [*], 2023 Titan Partners Group LLC, a division of American Capital Partners, LLC, as Representative of the Underwriters named on Schedule 1 attached hereto 7 World |
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| June 7, 2023 |
As filed with the Securities and Exchange Commission on June 7, 2023 As filed with the Securities and Exchange Commission on June 7, 2023 Registration No. |
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| June 6, 2023 |
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 5, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 13 |
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| May 26, 2023 |
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 22, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 13 |
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| May 23, 2023 |
As filed with the Securities and Exchange Commission on May 23, 2023 As filed with the Securities and Exchange Commission on May 23, 2023 Registration No. |
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| May 23, 2023 |
EXHIBIT 107 CALCULATION OF REGISTRATION FEE Form S-1 (Form Type) ShiftPixy, Inc. (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)(2) Proposed Maximum Offering Price Maximum Aggregate Offering Price(3) Fee Rate Amount of Registration Fee Fees to Be Paid Equity Common Stock, par va |
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| April 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2023 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to SEC File No. 001-37954 SHIFTPIXY, INC. (Exact name of registrant as specified in its |
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| March 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 6, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer I |
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| March 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employe |
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| March 8, 2023 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders 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): March 6, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 1 |
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| February 21, 2023 |
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, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No. |
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| February 14, 2023 |
US82452L3024 / SHIFTPIXY INC / ARMISTICE CAPITAL, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 10, 2023 |
February 10, 2023 Securities and Exchange Commission Division of Corporation Finance 100 F Street N. |
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| February 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 3 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 3 (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 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 SEC File No. 0 |
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| February 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 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 SEC File No. 024-10557 SHIFTPI |
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| January 31, 2023 |
As filed with the Securities and Exchange Commission on January 31, 2023 As filed with the Securities and Exchange Commission on January 31, 2023 Registration No. |
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| January 31, 2023 |
At Market Issuance sales agreement between the Company and A.G.P./Alliance Global Partners Exhibit 1.1 SHIFTPIXY, inc. COMMON STOCK SALES AGREEMENT January 31, 2023 A.G.P./Alliance Global Partners 590 Madison Avenue New York, NY 10022 Ladies and Gentlemen: ShiftPixy, Inc., a Wyoming corporation (the “Company”), confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners (the “Sales Agent”), as follows: 1. Issuance and Sale of Shares. The Company agrees that, from time |
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| January 31, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) ShiftPixy, Inc. (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 Fee Rate Amount of Registration Fee Carry Fo |
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| January 23, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2022 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to SEC File No. 001-37954 SHIFTPIXY, INC. (Exact name of registrant as |
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| January 20, 2023 |
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 17, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No. |
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| January 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-37954 NOTIFICATION OF LATE FILING ¨ Form 10-K ¨ Form 11-K ¨ Form 20-F x Form 10-Q ¨ Form N-SAR For Period Ended: November 30, 2022 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 10-Q ¨ Transition Report on Form 20-F ¨ Transition Report on Form N-SAR For the Transition Peri |
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| January 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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)) x |
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| January 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x 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)) ¨ |
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| January 9, 2023 |
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 4, 2023 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) |
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| January 9, 2023 |
13450 W. Sunrise Blvd., Suite 650, Sunrise FL 33323 Exhibit 99.1 13450 W. Sunrise Blvd., Suite 650, Sunrise FL 33323 Tel (888) 798-9100 www.shiftpixy.com 1/4/2023 Douglas Beck Great Neck, NY 11021 RE: Offer of Employment Dear Douglas: ShiftPixy Corporate Services, Inc. (“ShiftPixy Corporate”) is pleased to offer you the position of Chief Financial Officer of ShiftPixy. The following provisions outline the terms of our employment offer to you, shoul |
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| December 21, 2022 |
ShiftPixy, Inc. 1,270,834 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Under the Securities Act of 1933, as amended Registration No. |
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| December 19, 2022 |
CORRESP 1 filename1.htm December 19, 2022 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Attention: Mr. Brian Fetterolf Re: ShiftPixy, Inc. Registration Statment on Form S-3, as amended File No. 333-267751 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, ShiftPixy, Inc. (the “Company”) |
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| December 19, 2022 |
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): December 13, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No |
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| December 16, 2022 |
As filed with the Securities and Exchange Commission on December 16, 2022 As filed with the Securities and Exchange Commission on December 16, 2022 Registration No. |
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| December 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 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 SEC File No. 024-10557 SHIFTPI |
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| December 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 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 SEC File No. 024-10557 SHIFTPIXY |
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| December 5, 2022 |
Entry into a Material Definitive Agreement, 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): December 2, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No. |
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| December 5, 2022 |
Exhibit 10.1 AMENDMENT NO. 1 TO WARRANT This Amendment No. 1 to Common Stock Purchase Warrant (this ?Amendment?) dated this 2nd day of December, 2022, by and among ShiftPixy, Inc., a Wyoming corporation (the ?Company?) and Armistice Capital Master Fund Ltd. (the ?Holder?). WHEREAS, the Holder is the holder of an outstanding warrant to purchase up to 833,334 shares of common stock of the Company, w |
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| December 2, 2022 |
December 2, 2022 Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D. |
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| November 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: August 31, 2022 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 10-Q ¨ Transition Report on |
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| November 18, 2022 |
CORRESP 1 filename1.htm November 18, 2022 Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-3 Response dated November 2, 2022 File No. 333-267751 Ladies and Gentlemen: Please find below the response of ShiftPixy, Inc. (the “Company”, “we,” “us,” or “our”), to the comments raised by the sta |
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| November 2, 2022 |
CORRESP 1 filename1.htm November 2, 2022 Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-3 File No. 333-267751 Ladies and Gentlemen: Please find below the response of ShiftPixy, Inc. (the “Company”, “we,” “us,” or “our”), to the comments raised by the staff of the Securities and Exchange |
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| October 5, 2022 |
Calculation of Filing Fee Tables Exhibit 107 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered(1) Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common stock, par value $0. |
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| October 5, 2022 |
As filed with the Securities and Exchange Commission on October 5, 2022 As filed with the Securities and Exchange Commission on October 5, 2022 Registration No. |
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| October 3, 2022 |
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, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) |
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| September 23, 2022 |
Exhibit 10.4 AMENDMENT NO. 1 TO WARRANTS This Amendment No. 1 to Common Stock Purchase Warrant (this ?Amendment?) dated this 20th day of September, 2022, by and among ShiftPixy, Inc., a Wyoming corporation (the ?Company?) and Armistice Capital Master Fund Ltd. (the ?Holder?). WHEREAS, the Holder is the holder of outstanding warrants to purchase up to 25,233 shares of common stock of the Company, w |
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| September 23, 2022 |
ShiftPixy, Inc. Announces Pricing of $5 Million Private Placement Exhibit 99.1 ShiftPixy, Inc. Announces Pricing of $5 Million Private Placement MIAMI, September 21, 2022-(BUSINESS WIRE)-ShiftPixy, Inc. (Nasdaq: PIXY) (?ShiftPixy? or ?the Company?), a Florida-based national staffing enterprise which designs, manages, and sells access to a disruptive, revolutionary platform that facilitates employment in the rapidly growing Gig Economy, today announced that it ha |
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| September 23, 2022 |
Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ?Agreement?) is made and entered into as of September 20, 2022, between ShiftPixy, Inc., a Wyoming corporation (the ?Company?), and each of the several purchasers signatory hereto (each such purchaser, a ?Purchaser? and, collectively, the ?Purchasers?). This Agreement is made pursuant to the Securities Purchase Agr |
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| September 23, 2022 |
ShiftPixy, Inc. 447,377 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-266401 STICKER SUPPLEMENT (To Prospectus dated August 10, 2022) ShiftPixy, Inc. 447,377 Shares of Common Stock This sticker supplement supplements our prospectus dated August 10, 2022. You should read this sticker supplement together with the prospectus since the information contained herein supplements the information contained in the prospect |
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| September 23, 2022 |
Exhibit 10.5 September 20, 2022 ShiftPixy, Inc. 501 Brickell Key Drive, Suite 300 Miami, FL 33131 Dear Mr. Scott W. Absher: This letter (the ?Agreement?) constitutes the agreement between A.G.P./Alliance Global Partners (the ?Placement Agent?) and ShiftPixy, Inc., a Wyoming corporation (the ?Company?), that the Placement Agent shall serve as the exclusive placement agent for the Company, on a ?rea |
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| September 23, 2022 |
Exhibit 10.6 THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT UNTIL MARCH 23, 2023 TO ANYONE OTHER THAN (I) A.G.P./ALLIANCE GLOBAL PARTN |
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| September 23, 2022 |
Exhibit 10.2 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 REGIST |
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| September 23, 2022 |
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 20, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification N |
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| September 23, 2022 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of September 20, 2022, between ShiftPixy, Inc., a Wyoming 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 set |
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| September 23, 2022 |
ShiftPixy, Inc. 154,232 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-259619 STICKER SUPPLEMENT NO. 2 (To Prospectus dated May 3, 2022) ShiftPixy, Inc. 154,232 Shares of Common Stock This sticker supplement supplements our prospectus dated May 3, 2022, as supplemented by our sticker supplement dated July 19, 2022. You should read this sticker supplement together with the prospectus since the information contained |
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| September 21, 2022 |
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 19, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification N |
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| September 8, 2022 |
Exhibit 99.1 MIAMI-(BUSINESS WIRE)- ShiftPixy, Inc. (NASDAQ: PIXY) (“ShiftPixy” or “the Company”), a Florida-based national staffing enterprise which designs, manages, and sells access to a disruptive, revolutionary platform that facilitates employment in the rapidly growing Gig Economy, today announced that it has begun the application process to dual list its shares on Upstream, the revolutionar |
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| September 8, 2022 |
Exhibit 99.2 MIAMI-(BUSINESS WIRE)- ShiftPixy, Inc. (NASDAQ: PIXY) (“ShiftPixy” or “the Company”), a Florida-based national staffing enterprise which designs, manages, and sells access to a disruptive, revolutionary platform that facilitates employment in the rapidly growing Gig Economy, today announced plans to transfer the Virtual Brand development pipeline and technology stack of ShiftPixy Labs |
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| September 8, 2022 |
Financial Statements and Exhibits, Other Events 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 7, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No |
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| September 6, 2022 |
Unregistered Sales of Equity Securities, 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): September 1, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No |
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| August 31, 2022 |
Exhibit 3.1.1 |
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| August 31, 2022 |
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 31, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) |
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| August 31, 2022 |
ShiftPixy, Inc. Announces Reverse Stock Split Effective Date Exhibit 99.1 FOR IMMEDIATE RELEASE ShiftPixy, Inc. Announces Reverse Stock Split Effective Date MIAMI, FL ? August 31, 2022 - ShiftPixy, Inc. (NASDAQ: PIXY) (?ShiftPixy? or the ?Company?), a Florida-based national staffing enterprise which designs, manages, and sells access to a disruptive, revolutionary platform that facilitates employment in the rapidly growing Gig Economy, announced that at the |
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| August 31, 2022 |
Exhibit 3.1 |
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| August 16, 2022 |
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, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) |
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| August 16, 2022 |
Exhibit 10.1 Option for Shares of Preferred Class A Stock This Option for Shares of the Company?s Preferred Class A Stock is hereby executed by and between ShiftPixy, Inc., a Wyoming corporation (the ?Company? or ?ShiftPixy?), and Scott W. Absher (?Mr. Absher? and ?Grantee?) on this 12th day of August 2022. Recitals Whereas the Company owes Mr. Absher certain unpaid compensation in the amount of $ |
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| August 10, 2022 |
ShiftPixy, Inc. 44,737,740 Shares of Common Stock PROSPECTUS Filed pursuant to Rule 424(b)(3) Under the Securities Act of 1933, as amended Registration No. |
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| August 8, 2022 |
ShiftPixy, Inc. 501 Brickell Key Drive, Suite 300 Miami, FL 33131 ShiftPixy, Inc. 501 Brickell Key Drive, Suite 300 Miami, FL 33131 August 8, 2022 Securities and Exchange Commission Division of Corporation Finance 100 F Street N.E. Washington, D.C. 20549 Re: ShiftPixy, Inc. Registration Statement on Form S-3 Filed July 29, 2022 File No. 333-266401 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, ShiftPixy, Inc. |
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| August 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (Definitive) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Information Statement ? Confidential, for use of the Commission Only (as permitted by Rule 14c-5(d)(2)) |
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| July 29, 2022 |
Calculation of Filing Fee Tables Exhibit 107 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered(1) Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common stock, par value $0. |
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| July 29, 2022 |
As filed with the Securities and Exchange Commission on July 29, 2022 As filed with the Securities and Exchange Commission on July 29, 2022 Registration No. |
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| July 26, 2022 |
Entry into a Material Definitive Agreement, 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): July 25, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 5 |
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| July 26, 2022 |
Exhibit 10.1 AMENDMENT NO. 1 TO WARRANT This Amendment No. 1 to Common Stock Purchase Warrant (this ?Amendment?) dated this 25th day of July, 2022, by and among ShiftPixy, Inc., a Wyoming corporation (the ?Company?) and Armistice Capital Master Fund Ltd. (the ?Holder?). WHEREAS, the Holder is the holder of an outstanding warrant to purchase up to 34,840,834 shares of common stock of the Company, w |
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| July 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C (Preliminary) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: x Preliminary Information Statement ? Confidential, for use of the Commission Only (as permitted by Rule 14c-5(d)(2) |
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| July 21, 2022 |
Other Events, Submission of Matters to a Vote of Security Holders 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, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 5 |
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| July 19, 2022 |
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 14, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 5 |
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| July 19, 2022 |
ShiftPixy, Inc. 15,423,200 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Registration No. 333-259619 STICKER SUPPLEMENT (To Prospectus dated May 3, 2022) ShiftPixy, Inc. 15,423,200 Shares of Common Stock This sticker supplement supplements our prospectus dated May 3, 2022. You should read this sticker supplement together with the prospectus since the information contained herein supplements the information contained in the prospectus. N |
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| July 19, 2022 |
15,423,200 Shares of Common Stock Filed pursuant to Rule 424(b)(3) Under the Securities Act of 1933, as amended Registration No. |
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| July 19, 2022 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ?Agreement?) is made and entered into as of July 18, 2022, by and between ShiftPixy, Inc., a Wyoming corporation (the ?Company?), and the purchaser signatory hereto (the ?Purchaser?). RECITALS A. In connection with the Warrant Exercise Agreement by and among the parties hereto, dated as of July 18, 2022 (the ?Warra |
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| July 19, 2022 |
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 18, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 5 |
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| July 19, 2022 |
Exhibit 10.3 WARRANT EXERCISE AGREEMENT This Warrant Exercise Agreement (this ?Agreement?), dated as of July 18, 2022, is by and between ShiftPixy, Inc., a Wyoming corporation (the ?Company?), and the undersigned holder (the ?Holder?) of 7,523,511 warrants to purchase shares of the Company?s common stock, par value $0.0001 per share (the ?Common Stock?), which warrants were issued in September 202 |
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| July 19, 2022 |
Exhibit 10.1 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 REGIST |
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| July 19, 2022 |
(incorporated by reference from Exhibit 10.1 our Form 8K filed with the SEC on July 19, 2022 Exhibit 10.1 Surrender of Preferred Stock Options I, the undersigned, being the founder and principal shareholder of ShiftPixy, Inc. (the ?Company?), and having been granted, on August 13, 2021, options (?Preferred Options?) to acquire 12,500,000 shares of the Company?s Preferred Class A Stock, par value of $0.0001 per share (?Preferred Stock?), for $0.0001 per share, exercisable for a period of t |
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| July 19, 2022 |
Exhibit 10.2 BYLAWS of ShiftPixy, Inc. a Wyoming Corporation ARTICLE I. OFFICES AND AGENT Section 1. Principal Office. The principal office of the corporation in the State of Wyoming shall be located in the City of Cheyenne, Wyoming. The corporation may have such other offices, either within or without the State of Wyoming, as the Board of Directors may designate or as the business of the corporat |
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| July 15, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2022 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to SEC File No. 001-37954 SHIFTPIXY, INC. (Exact name of registrant as spec |
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| July 1, 2022 |
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 1, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 50 |
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| June 27, 2022 |
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 22, 2022 SHIFTPIXY, INC. (Exact name of registrant as specified in its charter) Wyoming 47-4211438 (State of incorporation or organization) (I.R.S. Employer Identification No.) 5 |
