ShiftPixy Announces Pricing of $3.1 Million Public Offering

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 consists of one share of common stock (or a prefunded warrant in lieu thereof) and one common warrant each exercisable for one share of common stock at an exercise price of $1.50 per share. The common warrants will be immediately exercisable and expire five years from the date of issuance. The pre-funded warrants and accompanying common warrants are identical to the units, except that each pre-funded warrant is immediately exercisable for one share of common stock at an exercise price of $0.0001, the purchase price for a pre-funded warrant and accompanying common warrants is $1.4999 and the pre-funded warrants do not expire until exercised. Gross proceeds from the offering, before deducting the placement agent’s fees and other offering expenses, are expected to be approximately $3.1 million.

The closing of the offering is expected to occur on or about July 14, 2023, subject to the satisfaction of customary closing conditions. The Company intends to use the net proceeds from the public offering for general corporate purposes, including working capital. In connection with the offering, the Company has entered into an agreement with existing investors of the Company who participated in this offering to reduce the exercise price of outstanding warrants to purchase up to 1,186,742 shares of common stock, in the aggregate, which were issued in the Company's previous offerings in 2020 and 2022 (the "Prior Warrants"), to $1.50 per share, effective upon the closing of this offering. All of the other terms of the Prior Warrants will remain unchanged.

A.G.P./Alliance Global Partners is acting as the sole placement agent for the offering.

A registration statement on Form S-1 (File No. 333-272133) relating to the sale of these securities was declared effective by the Securities and Exchange Commission (the “SEC”) on July 11, 2023. This offering is being made only by means of a prospectus. A final prospectus relating to the offering will be filed with the SEC and will be available on the SEC’s website at http://www.sec.gov. Electronic copies of the prospectus may be obtained, when available, from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at [phone], or by email at [e-mail].