Mega Matrix Corp. entered into a unit subscription agreement to issue 2,490,000 units at issue price $1.5 per unit for gross proceeds $3,735,000 on January 12, 2024. Each Unit consists of one share of common stock of the Company, $0.001 par value, and one warrant.

In connection with the Offering, on January 12, 2024, the Company entered into a Finders Agreement with Web3 Capital Limited, a company formed under the laws of Cayman Islands Under the Finders Agreement, the Finder was engaged on a non-exclusive basis to introduce potential subscribers that are non-U.S. Person to the Offering. The Company has agreed to a fee equal to 5% of the cash payment received by the Company for all Units purchased by investors introduced by the Finder. This fee can be paid in either cash or common stock, at the sole discretion of the Company.

Upon the closing of the Offering, the Company elected to pay the fees in shares and issued 124,000 shares of its common stock to the Finder under the Finders Agreement.