AWAYSIS CAPITAL, INC. : Entry into a Material Definitive Agreement, Unregistered Sale of Equity Securities, Financial Statements and Exhibits (form 8-K)

Item 1.01 Entry Into a Material Definitive Agreement.

Between May 26, 2022 and June 1, 2022, Awaysis Capital, Inc. (the "Company") sold, in a recently-launched private offering of up to $25 million of the Company's common stock, par value $0.01 per share (the "Common Stock"), at a price per share of $1.00, an aggregate of 600,000 shares (the "Shares") of Common Stock for an aggregate of $600,000 in gross proceeds. The purchases of the Shares were pursuant to a Subscription Agreement & Investor Suitability Questionnaire as between the Company and each of the investors.

The Shares will be issued in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act") and Rule 506(b) under Regulation D of the Securities Act, as transactions by an issuer not involving any public offering.

Item 3.02 Unregistered Sales of Equity Securities.

The information set forth in Item 1.01 is incorporated by reference into this Item 3.02.

Item 9.01 Financial Statements and Exhibits.

Exhibit   Description
104       Cover Page Interactive Data File (embedded within the Inline XBRL
          document)

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