X0306 4 2013-09-18 0 0001393631 Xhibit Corp. XBTC-OTBB 0001579697 Najafi Jahm J 2525 E. CAMELBACK RD., SUITE 850 PHOENIX AZ 85016 1 0 1 0 Common Stock, par value $0.0001 per share 2013-09-18 4 P 0 15000000 0.025 A 59440000 I See footnote 15,000,000 shares of Xhibit Common Stock held by X Shares, LLC and acquired on September 18, 2013 from Chris Richarde. 44,440,000 shares of Xhibit Common Stock held by XSE, LLC. TNC Group, Inc. is the Manager of both X Shares, LLC and XSE, LLC, and has sole authority to direct the voting and investment control over the shares on behalf of X Shares, LLC and XSE, LLC. The Reporting Person is the director and an officer of TNC Group, Inc. The purchase of shares from Chris Richarde was made pursuant to an Amendment to Mutual Release, dated September 18, 2013, among Mr. Richarde, the Issuer and certain of its subsidiaries, which, among other things, substituted X Shares, LLC as the purchaser of Richarde shares, increased the number of shares of Issuer common stock retained by Mr. Richarde, reduced the number of shares of Issuer common stock held by Mr. Richarde that must be held subject to a lock up, and terminated the voting agreement by Mr. Richarde in connection with the acquired shares. The share price had been negotiated by Mr. Richarde with a prior purchaser. /s/ Jahm Najafi 2013-09-20