Exhibit 10.1
January 2, 2026
The
Glimpse Group, Inc.
15 West 38th Street, 12th Floor
New York, New York 10018
Attention: Chief Financial Officer
Dear Mr. Rothblum:
Reference is made to the At-the-Market Sales Agreement, dated as of July 11, 2025, as amended on November 21, 2025 (as so amended, the “Sales Agreement”), between The Glimpse Group, Inc. (the “Company”) and WestPark Capital, Inc. (“WestPark”). This letter (this “Second Amendment”) constitutes an agreement between the Company and WestPark to amend the Sales Agreement as set forth herein. Defined terms that are used but not defined herein shall have the meanings ascribed to such terms in the Sales Agreement.
1. The defined term “Agreement” in the Sales Agreement is amended to mean the Sales Agreement as amended by this Second Amendment.
2. The headnote of the Sales Agreement, which precedes the provisions of the Sales Agreement, is hereby amended by amending and restating the entirety of such headnote as follows:
“$9,478,200
Common Stock”
3. The Company and WestPark hereby agree that the date hereof shall be a Representation Date under the Sales Agreement and the Company shall file a Prospectus Supplement and deliver the deliverables pursuant to Sections 7(m) and 7(n) of the Sales Agreement within the time periods specified in the Sales Agreement.
4. Except as expressly set forth herein, all of the terms and conditions of the Sales Agreement shall continue in full force and effect after the execution of this Second Amendment and shall not be in any way be changed, modified or superseded by the terms set forth herein.
5. This Second Amendment may be executed in two or more counterparts and by facsimile or “.pdf” signature or otherwise, and each of such counterparts shall be deemed an original and all of such counterparts together shall constitute one and the same agreement.
[Remainder of page intentionally left blank]
In acknowledgment that the foregoing correctly sets forth the understanding reached by the Company and WestPark, please sign in the space provided below, whereupon this Second Amendment shall constitute a binding amendment to the Sales Agreement as of the date indicated above.
| Very truly yours, | ||
| WESTPARK CAPITAL, INC. | ||
| By: | /s/ Frank Salvatore | |
| Name: | Frank Salvatore | |
| Title: | CRO | |
Accepted and Agreed:
| The Glimpse Group, Inc. | ||
| By: | /s/ Maydan Rothblum | |
| Name: | Maydan Rothblum | |
| Title: | Chief Financial Officer and Chief Operating Officer | |
[Signature Page to The Glimpse Group, Inc.–WestPark Capital, Inc. Second Amendment to At-the-Market Sales Agreement]