Form 4/A for XWEL XWELL, Inc.

Accepted 2023-07-21 00:00:00 ET · period of report 2022-01-14 · accession 0001062993-23-015155 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
A	2023-07-21	2022-01-14	XWEL	Ernst Ezra	CEO XprsTst, Exc VP XprsSp Gp	J - Other	—	+55.2K	65.2K	+552%	—

Purchase Sale Sale after option exercise All abbreviations

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Common Stock	2022-01-14	J	A	55,249	—	65,249	D	—	—	(F1) These shares were omitted from the reporting person's Form 4 filed on January 19, 2022, and were omitted from one subsequent Form 4 filed by the reporting person on June 21, 2022. The number of shares of common stock reflected in such subsequent Form 4 filed by the reporting person should be deemed adjusted accordingly. (F2) The reporting person acquired these securities on January 14, 2022, as consideration for the reporting person's equity interest in gcg Connect, LLC, d/b/a HyperPointe, which XWELL, Inc. acquired on January 14, 2022. The Membership Interests Purchase Agreement provides that the former equity holders may receive up to an additional $7.5 million in cash or 4,143,647 shares of XWELL common stock (or combination thereof) if certain earn-out milestones are achieved during an earnout period ending on the third anniversary of the date of the acquisition agreement. The reporting person's right to receive additional consideration pursuant to this earn-out right became fixed and irrevocable on January 14, 2022, the closing date of the acquisition.