[D] Connexa Sports Technologies Inc. SEC Filing

Rhea-AI Filing Summary

Connexa Sports Technologies Inc. (formerly Slinger Bag Inc.; ticker: YYAI) has filed a new Form D to report completion of a private placement under Rule 506(b) of Regulation D.

The offering consisted of $4.6 million in units, each unit containing one share of common stock and two identical warrants. The first sale occurred on 30 June 2025, and the full amount has already been sold to 15 accredited investors; no additional securities remain available. Minimum investment was listed as $0, indicating flexible subscription levels.

Key terms

• Securities offered: Equity plus warrants (rights to acquire additional common shares).
• Total raised: $4,600,000 USD.
• Sales commission: $276,000 USD (≈6% of proceeds) paid to Senchi Morgan Capital Market Limited, Hong Kong; no finder’s fees disclosed.
• Use of proceeds to insiders: $0 reported for executive officers, directors or promoters.
• Offering duration: Less than one year; offering now closed.
• Investor profile: Rule 506(b) limits sales to accredited investors; the filing indicates no non-accredited participants.
• Issuer size: Company declined to disclose revenue or net asset range; industry classified as “Other Technology.”

The filing provides capital inflow without disclosing valuation metrics, financial performance, or intended use of funds. Existing shareholders should note that the issuance of new shares and attached warrants will increase the company’s potential share count.

Positive

• Full subscription achieved: The company raised the entire $4.6 million targeted amount, indicating successful capital access.
• No insider payments: $0 of the proceeds are earmarked for executive officers, directors, or promoters.
• Reg D Rule 506(b) compliance: Allows capital raise without public registration, saving time and costs.

Negative

• Revenue and asset size undisclosed: Management elected to withhold issuer size information, limiting financial transparency.
• Commission expense: $276,000 (≈6 %) paid to a foreign placement agent reduces net proceeds.
• Potential dilution: Each unit includes two warrants, increasing the future fully-diluted share count.

Insights

Equity Research Analyst

TL;DR: Connexa raised $4.6 m through a fully subscribed Reg D unit offering; cash is positive, but dilution and limited transparency keep impact neutral.

The company successfully secured $4.6 million from 15 accredited investors in less than a month, suggesting reasonable investor appetite despite the lack of published financials. Proceeds strengthen liquidity; paying no proceeds to insiders aligns with shareholder interests. However, management declined to disclose revenue size, leaving investors without visibility into scale or burn rate. The 6 % sales commission is typical for small placements but reduces net proceeds to roughly $4.3 million. Because each unit carries two warrants, the eventual fully-diluted share count could more than triple the primary shares issued in this placement, potentially pressuring future per-share metrics. On balance, the capital raise is helpful but not transformational until the company clarifies financial performance and deployment plans.

Securities Compliance Attorney

TL;DR: Filing meets Rule 506(b) requirements; no obvious compliance red flags, but disclosure gaps limit investor insight.

Connexa’s use of Rule 506(b) allows an unlimited dollar amount from up to 35 sophisticated but non-advertised investors; here, only 15 accredited investors participated, staying well within the rule. The issuer properly identified an offshore placement agent and reported commissions. No disqualifying events or proceeds to insiders were stated, supporting eligibility under Rule 506(d). The company did not claim any Investment Company Act exemptions, implying it operates an operating business rather than a fund. While legally sufficient, declining to disclose revenue or assets reduces informational value to potential secondary-market investors. Impact on existing shareholders depends on future warrant exercises, which the filing does not detail.

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

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

Notice of Exempt Offering of Securities

OMB APPROVAL

OMB Number:			3235-0076
Estimated average burden
hours per response:			4.00

1. Issuer's Identity

CIK (Filer ID Number)

Previous Names

None

Entity Type

0001674440

Slinger Bag Inc.

Connexa Sports Technologies Inc.

LAZEX INC.

X	Corporation
	Limited Partnership
	Limited Liability Company
	General Partnership
	Business Trust
	Other (Specify)

Name of Issuer

Connexa Sports Technologies Inc.

Jurisdiction of Incorporation/Organization

DELAWARE

Year of Incorporation/Organization

	Over Five Years Ago
X	Within Last Five Years (Specify Year)	2022
	Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
Connexa Sports Technologies Inc.
Street Address 1		Street Address 2
74 E. GLENWOOD AVE, # 320
City	State/Province/Country	ZIP/PostalCode	Phone Number of Issuer
SMYRNA	DELAWARE	19977	443-407-7564

3. Related Persons

Last Name	First Name	Middle Name
Tarala	Thomas
Street Address 1	Street Address 2
74 E. Glenwood Ave, # 320
City	State/Province/Country	ZIP/PostalCode
Smyrna	DELAWARE	19977

Relationship: X Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Chief Executive Officer and Director

Last Name	First Name	Middle Name
Ji	Guibao
Street Address 1	Street Address 2
74 E. Glenwood Ave., # 320
City	State/Province/Country	ZIP/PostalCode
Smyrna	DELAWARE	19977

Relationship: X Executive Officer Director Promoter

Clarification of Response (if Necessary):

Chief Financial Officer

Last Name	First Name	Middle Name
Zhou	Hongyu
Street Address 1	Street Address 2
74 E. Glenwood Ave., # 320
City	State/Province/Country	ZIP/PostalCode
Smyrna	DELAWARE	19977

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Liu	Chenlong
Street Address 1	Street Address 2
74 E. Glenwood Ave., #320
City	State/Province/Country	ZIP/PostalCode
Smyrna	DELAWARE	19977

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

Last Name	First Name	Middle Name
Liu	Kong
Street Address 1	Street Address 2
74 E. Glenwood Ave., # 320
City	State/Province/Country	ZIP/PostalCode
Smyrna	DELAWARE	19977

Relationship: Executive Officer X Director Promoter

Clarification of Response (if Necessary):

4. Industry Group

Agriculture

Banking & Financial Services

Commercial Banking

Insurance

Investing

Investment Banking

Pooled Investment Fund

Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?

Yes No

Other Banking & Financial Services

Business Services

Energy

Coal Mining

Electric Utilities

Energy Conservation

Environmental Services

Oil & Gas

Other Energy

	Health Care
	Biotechnology
	Health Insurance
	Hospitals & Physicians
	Pharmaceuticals
	Other Health Care
	Manufacturing
	Real Estate
	Commercial
	Construction
	REITS & Finance
	Residential
	Other Real Estate

Retailing

Restaurants

Technology

Computers

Telecommunications

X Other Technology

Travel

Airlines & Airports

Lodging & Conventions

Tourism & Travel Services

Other Travel

Other

5. Issuer Size

Revenue Range		OR	Aggregate Net Asset Value Range
	No Revenues			No Aggregate Net Asset Value
	$1 - $1,000,000			$1 - $5,000,000
	$1,000,001 - $5,000,000			$5,000,001 - $25,000,000
	$5,000,001 - $25,000,000			$25,000,001 - $50,000,000
	$25,000,001 - $100,000,000			$50,000,001 - $100,000,000
	Over $100,000,000			Over $100,000,000
X	Decline to Disclose			Decline to Disclose
	Not Applicable			Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

		Rule 504(b)(1) (not (i), (ii) or (iii))
		Rule 504 (b)(1)(i)
		Rule 504 (b)(1)(ii)
		Rule 504 (b)(1)(iii)
	X	Rule 506(b)
		Rule 506(c)
		Securities Act Section 4(a)(5)

Investment Company Act Section 3(c)

Section 3(c)(1) Section 3(c)(9)

Section 3(c)(2) Section 3(c)(10)

Section 3(c)(3) Section 3(c)(11)

Section 3(c)(4) Section 3(c)(12)

Section 3(c)(5) Section 3(c)(13)

Section 3(c)(6) Section 3(c)(14)

Section 3(c)(7)

7. Type of Filing

X	New Notice			Date of First Sale	2025-06-30				First Sale Yet to Occur
	Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year? Yes X No

9. Type(s) of Securities Offered (select all that apply)

X	Equity		Pooled Investment Fund Interests
	Debt		Tenant-in-Common Securities
X	Option, Warrant or Other Right to Acquire Another Security		Mineral Property Securities
	Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security	X	Other (describe)
		Units, each consisting of 1 share of common stock and 2 warrants to purchase shares of common stock. Each warrant has identical terms.

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? Yes X No

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor $0 USD

12. Sales Compensation

Recipient	Recipient CRD Number X None
Senchi Morgan Capital Market Limited	None
(Associated) Broker or Dealer X None	(Associated) Broker or Dealer CRD Number X None
None	None
Street Address 1	Street Address 2
41st Floor, Monterey Plaza,	15 Chong Yip Street
City	State/Province/Country	ZIP/Postal Code
Kwun Tong Kowloon	HONG KONG	0000
State(s) of Solicitation (select all that apply) Check "All States" or check individual States All States	X Foreign/non-US
FLORIDA SOUTH DAKOTA TEXAS WYOMING

13. Offering and Sales Amounts

Total Offering Amount	$4,600,000	USD	or Indefinite
Total Amount Sold	$4,600,000	USD
Total Remaining to be Sold	$0	USD	or Indefinite

Clarification of Response (if Necessary):

14. Investors

Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.

Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:

15

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions	$276,000	USD	Estimate
Finders' Fees	$0	USD	Estimate

Clarification of Response (if Necessary):

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0

USD

Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:

• Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*

• Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.

• Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

Issuer	Signature	Name of Signer	Title	Date
Connexa Sports Technologies Inc.	/s/ Guibao Ji	Guibao Ji	Chief Financial Officer	2025-07-15

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.

FAQ

How much capital did Connexa Sports Technologies (YYAI) raise in the Form D offering?

The company sold the full $4.6 million offering to 15 investors.

What securities were issued in Connexa's private placement?

Units consisting of 1 common share and 2 identical warrants to purchase additional common stock.

Which exemption did Connexa use for this private placement?

The filing relies on Rule 506(b) of Regulation D, restricting sales to accredited investors and prohibiting general solicitation.

What were the sales commissions and to whom were they paid?

Connexa paid $276,000 in commissions to Senchi Morgan Capital Market Limited in Hong Kong.

Does the Form D disclose Connexa's revenue or asset size?

No. The issuer declined to disclose its revenue and aggregate net asset value ranges.

When did the first sale under this offering occur?

The first sale was reported on 30 June 2025.