CEMTREX INC 10-K

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES The Company’s Common Stock currently trades on the NASDAQ Capital Markets under the symbol “CETX”. As of January 20, 2022, the Company had 65 shareholders of record. This amount does not take into account shareholders whose shares are held in “street name” by brokerage houses or other intermediaries. The Company is authorized to issue 10,000,000 shares of preferred stock, par value $0.001 and 50,000,000 shares of common stock, $0.001 par value per share. On January 20, 2022, there were 23,673,210 shares of common stock issued and outstanding, 1,979,753 shares of Series 1 preferred stock issued and outstanding, and 50,000 shares of Series C preferred stock issued and outstanding. The price ranges presented below represent the highest and lowest quoted bid prices during the calendar quarters for 2019, 2020 and 2021 reported by the exchange. The quotes represent prices between dealers and do not reflect mark-ups, markdowns or commissions and therefore may not necessarily represent actual transactions. Stock Price Year Fiscal Period High Low 2021 4th Quarter $ 1.96 $ 1.14 3rd Quarter $ 1.86 $ 1.24 2nd Quarter $ 2.80 $ 1.27 1st Quarter $ 1.62 $ 1.03 2020 4th Quarter $ 1.75 $ 0.97 3rd Quarter $ 3.11 $ 0.67 2nd Quarter $ 2.51 $ 0.66 1st Quarter $ 1.64 $ 1.18 2019 4th Quarter $ 2.48 $ 1.33 3rd Quarter $ 4.31 $ 1.70 2nd Quarter $ 7.44 $ 4.00 1st Quarter $ 12.00 $ 4.59 As reported by NASDAQ Capital Markets, on January 20, 2022, the closing sales price of the Company’s Common Stock was $0.79 per share. Dividend Policy Our board of directors declared a one-time cash dividend on our common stock in April 2017. The terms of our series 1 preferred stock provide for the payment of semiannual dividends on the last day of March and September in each year, which began in March 2017. No other cash dividends have been declared or paid by us on our stock during either of the two most recent fiscal years or the period through the date of this prospectus. Other than with respect to our series 1 preferred stock, our board of directors declares dividends when, in its discretion, it determines that a dividend payment, as opposed to another use of cash, is in the best interests of the stockholders. Such decisions are based on the facts and circumstances then existing including, without limitation, our results of operations, financial condition, contractual restrictions, restrictions imposed by applicable law and other factors our board of directors deems relevant. As a result, we cannot predict when, or whether, another dividend on our common stock will be declared in the future. 23 Securities Authorized for Issuance under Equity Compensation Plans The following table presents certain information as of September 30, 2021, regarding our equity compensation plans: Plan category Number of Common Stock Shares to be Issued upon Exercise of Outstanding Options Weighted Average Exercise Price of Outstanding Options Number of Securities Remaining Available for Future Issuance under Plans (1) (a) (b) (c) Approved by security holders 2020 Equity Compensation Plan 2,000,000 Not approved by security holders Options 950,000 $ 1.74 Total 950,000 $ 1.74 2,000,000 (1) See more detailed information regarding our equity compensation plans in the Notes to Consolidated Financial Statements in this 2021 Form 10-K. Recent Sales of Unregistered Securities The information set forth below relates to our issuances of securities without registration under the Securities Act of 1933 during the reporting period which were not previously included in an Annual Report on Form 10-K, Quarterly Report on Form 10-Q or Current Report on Form 8-K. For the fiscal year ended September 30, 2021, 198,316 shares of Series 1 Preferred Stock were issued to pay dividends to holders of Series 1 Preferred Stock. The Company retired 469,949 shares worth $1,051,793 during fiscal 2021. For the fiscal year ended September 30, 2021, we issued 3,159,655 shares of common stock to satisfy $5,025,651 of notes payable and accumulated interest. For the year ended September 30, 2021, 50,000 shares of Series C Preferred Stock, and 1,000,000 shares of Series A Preferred Stock were retired. During October 2021, 2,891,016 shares of common stock were issued to satisfy $2,466,478 of notes payable and accumulated interest. These securities were issued pursuant to Section 4(2) of the Securities Act and/or Rule 506 promulgated thereunder. The holders represented their intention to acquire the securities for investment only and not with a view towards distribution. The investors were given adequate information about us to make an informed investment decision. We did not engage in any general solicitation or advertising. We directed our transfer agent to issue the stock certificates with the appropriate restrictive legend affixed to the restricted stock. ITEM 6. SELECTED FINANCIAL DATA Not required under Regulation S-K for “smaller reporting companies 24