Charlie's Holdings, Inc. (OTCPK:CHUC) announced that entered into securities purchase agreements with certain family trusts in which Brandon Stump, the its Chief Executive Officer, and Mr. Ryan Stump, the Company's Chief Operating Officer are trustees and beneficiaries for the private placement of an aggregate of 351,699,883 shares of its common stock, par value $0.001 at a purchase price per share of $0.00853 for gross proceeds of approximately $3 million on March 19, 2021. The transaction will include participation from Red Beard for 18,600,000 shares at a price of $0.853 per share. The transaction was undertaken pursuant to Rule 506 promulgated under the Securities Act of 1933, as amended, and was consummated in a transaction approved by the Company's independent directors in accordance with Rule 16b-3(d)(1) of the Securities Exchange Act of 1934, as amended.

The transaction is expected to close on March 22, 2021.