TDH : Securities Purchase Agreement - Form 6-K

Explanatory Note:

On July 26, 2022, TDH Holdings, Inc. (the "Company") completed a private placement of securities, and entered into a securities purchase agreement (the "Securities Purchase Agreement") with eight accredited investors (the "Investors") pursuant to which the Company sold to the Investors an aggregate 4,000,000 of its Common Shares, at a price of $1.50 per share and warrants at a price of $0.01 per warrant (the "Warrant") to purchase up to an aggregate 4,000,000 of its Common Shares, for gross proceeds of $6,040,000. The Warrants have an exercise price of $2.44 per share, and a term of two years. The Warrants are immediately exercisable upon issuance and have a cashless exercise feature.

The foregoing summaries of the terms of the Securities Purchase Agreement and Warrant are subject to, and qualified in their entirety by, such documents attached hereto as Exhibits 10.1 and 10.2 respectively, which are incorporated herein by reference.

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EXHIBIT INDEX

Number		Description of Exhibit
10.1		Form of Securities Purchase Agreement
10.2		Form of Warrant

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