ANGIOGENEX, INC. : Entry into a Material Definitive Agreement, Unregistered Sale of Equity Securities (form 8-K)

ITEM 1.01 Entry into a Material Definitive Agreement

Convertible Loans Received

On December 9, 2021, AngioGenex, Inc., entered into definitive agreements with two unaffiliated accredited investors and the CEO and Chairman of the Board Michael Aronstein, executing convertible promissory notes fully due and payable on October 31, 2023 in an amount of $260,000 at 7% interest per annum. The Notes are convertible into unregistered securities, voluntarily by the Holders or automatically upon the completion of a financing of Fifteen Million Dollars or more.

There were no fees, commissions or professional fees for services rendered in connection with the promissory note. The transaction was arranged and undertaken by the officers of AngioGenex.

ITEM 3.02. Unregistered Sales of Equity Securities.

The information contained in Item 1.01 above is incorporated herein by reference.

The securities underlying the Notes were sold pursuant to an exemption from the registration requirements under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"), and Rule 506(b) of Regulation D promulgated thereunder. Those securities have not been registered under the Securities Act

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