FINGERMOTION, INC. : Unregistered Sale of Equity Securities (form 8-K)

Item 3.02 Unregistered Sales of Equity Securities

On March 17, 2023, FingerMotion, Inc. (the "Company") issued 2,465,816 shares of common stock at price of $0.863 per share to its primary lender pursuant to the conversion of $2,128,000 of principal amount of the convertible promissory note (the "Note") issued to the Company's primary lender on August 9, 2022. The Company relied upon the exemption from the registration requirements under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), provided by Section 3(a)(9) of the U.S. Securities Act with respect to the issuance of the shares.

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