Leonard J Sokolow Form 4 SKYX Platforms / LEONARD J SOKOLOW ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SOKOLOW LEONARD J

(Last) (First) (Middle)

C/O SKYX PLATFORMS CORP.

2855 W. MCNAB ROAD

(Street)

POMPANO BEACH FL 33069

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SKYX Platforms Corp. [ SKYX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Co-Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
10/04/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, no par value								741,220(6)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A-1 Preferred Stock	(5)	10/04/2024		P		10,000		(5)	(5)	Common Stock, no par value	125,000(5)	$25	10,000	D
Stock Option (right to buy)	$0.6							11/15/2015	11/15/2025	Common Stock, no par value	150,000		150,000	D
Stock Option (right to buy)	$3							06/30/2017	04/19/2027	Common Stock, no par value	150,000		150,000	D
Stock Option (right to buy)	$4							12/31/2017	04/19/2027	Common Stock, no par value	150,000		150,000	D
Stock Option (right to buy)	$12							01/01/2020	01/01/2025	Common Stock, no par value	100,000		100,000	D
Stock Option (right to buy)	$12							12/31/2020	12/31/2025	Common Stock, no par value	100,000		100,000	D
Stock Option (right to buy)	$12							12/31/2021	12/31/2026	Common Stock, no par value	100,000		100,000	D
Stock Option (right to buy)	$12.34							03/31/2022	03/11/2027	Common Stock, no par value	17,500		17,500	D
Stock Option (right to buy)	$3.28							04/30/2023	04/05/2028	Common Stock, no par value	17,500		17,500	D
Stock Option (right to buy)	$1.58							09/12/2023(4)	09/12/2028	Common Stock, no par value	450,000		450,000	D
Warrant (right to buy)	$9.8							(1)	10/26/2024	Common Stock, no par value	1,088		1,088	D
Warrant (right to buy)	$9.8							(1)	11/29/2024	Common Stock, no par value	3,375		3,375	D
Warrant (right to buy)	$9.8							(1)	12/22/2024	Common Stock, no par value	19,827		19,827	D
Subordinated Convertible Promissory Note	$3							(2)	05/16/2025	Common Stock, no par value	$250,000(3)		$250,000(3)	D

Explanation of Responses:

1. Exercisable at any time on or prior to the expiration date at the holder's discretion at the adjusted exercise price of $9.80 per share, subject to adjustment provisions (including certain anti-dilution provisions).

2. The principal amount, plus any accrued and unpaid interest, is convertible into shares of common stock at any time on or prior to the maturity date at the holder's discretion at the conversion price of $3.00 per share.

3. Represents the principal amount of the convertible note and excludes interest that may accrue. Beginning January 1, 2024, the note accrues interest at a rate of 10.0% per annum, which is payable annually, in cash or common stock, at the holder's discretion. Prior to such date, the note accrued interest at a rate of 6.0% per annum.

4. Options vest over 3.5 years as follows, subject to continued employment through the vesting date: 120,000 vested on September 12, 2023; 300,000 vest in six semi-annual installments of 50,000, beginning on March 12, 2024; and 30,000 vest on March 12, 2027.

5. The Series A-1 Preferred Stock (the "Preferred Stock") has an original issue price of $25.00 per share and is convertible at any time, at the holder's option, into shares of the issuer's common stock at an initial conversion price of $2.00 per share (or 12.5 shares of common stock for each share of Preferred Stock), subject to adjustment provisions (including certain anti-dilution provisions) and a minimum conversion price of $1.20 per share. Until October 4, 2026, the Preferred Stock is subject to mandatory conversion by the issuer upon the occurrence of certain specified events. In addition, the issuer may redeem the Preferred Stock for cash upon the occurrence of certain events or at any time beginning October 4, 2027. The Preferred Stock has no expiration date.

6. Includes 230,000 restricted stock units, which will vest as follows, subject to continued employment through the vesting date: 200,000 in four semi-annual installments of 50,000 beginning on March 12, 2025 and 30,000 on March 12, 2027.

	/s/ Leonard J. Sokolow	10/07/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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