Voting and Lock-Up Agreement between Altium Growth Fund, L.P. and HyreCar Inc. regarding Securities Purchase Transaction
This agreement is between Altium Growth Fund, L.P. and HyreCar Inc. Altium agrees to vote all its HyreCar shares in favor of key corporate actions, including increasing authorized stock, issuing more than 19.999% new shares, and a reverse stock split, as required by a recent Securities Purchase Agreement. In return, Altium will receive preferred stock and warrants after the vote, but cannot convert or exercise them until certain conditions are met. Altium also agrees not to sell or transfer its shares until after the shareholder vote. The agreement is binding and irrevocable.
Exhibit 10.4
| TO: | The Purchasers of HyreCar Inc.’s 6% Original Issue Discount Secured Convertible Debenture |
To Whom It May Concern:
This letter will confirm my agreement to vote all shares of HyreCar Inc. (“HYRE”) voting stock over which I have voting control in favor (the “Vote”) of any resolution presented to the shareholders of HYRE to approve (i) an increase in the authorized capital stock of the Company (ii) the issuance, in the aggregate, of more than 19.999% of the number of shares of common stock of HYRE outstanding on the date of closing pursuant to that certain Securities Purchase Agreement, dated January, 6, 2023, among HYRE and the purchasers signatory thereto (the “Purchase Agreement”) and the other agreements entered into in connection therewith or as otherwise may be required by the applicable rules and regulations of the Nasdaq Capital Market (or any successor entity) and (iii) a reverse stock split in the amount and form as determined by HYRE. In consideration of the Vote, HYRE agrees that, immediately following the Vote, I will be entitled to receive (i) 1,000 shares of Preferred Stock (as defined in the Purchase Agreement) and (ii) Warrants (as defined in the Purchase Agreement) to purchase up to 500,000 shares of HYRE’s common stock, par value $0.00001 per share (the “Common Stock”) in exchange for the 1,688,120 shares of Common Stock currently held by me and affiliates; provided that, such shares of Preferred Stock and Warrants issuable to me shall not be convertible or exercisable until the Debentures and Preferred Stock (each as defined in the Purchase Agreement) issued to the Purchasers (as defined in the Purchase Agreement) have been converted into shares of the Common Stock in accordance with the terms thereof. It is further agreed by me that I will not for a period (the “Lock-Up Period”) commencing on the date hereof and ending the day after the date of the Vote, (1) offer, pledge, sell, contract to sell, grant any option or contract to purchase, purchase any option or contract to sell or otherwise dispose of, directly or indirectly, any shares of the Common Stock or any securities convertible into, exercisable for or exchangeable for shares of the Common Stock or (2) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Common Stock, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Common Stock or such other securities, in cash or otherwise. My agreement with respect to the Vote is not revocable by me.
| By: | /s/Mark Gottlieb | ||
| Name of Shareholder: Altium Growth Fund, L.P. | |||
Accepted and Agreed by:
HYRECAR INC.
/s/Eduardo Iniguez
Name: Eduardo Iniguez
Title: Interim Chief Executive Officer and Interim Chief Financial Officer
