DarkPulse, Inc. 10-K

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock is traded on the OTC Markets under the trading symbol “DPLS.” The Company has 20,000,000,000 authorized common shares. The following table sets forth the high and low bid of the Company’s Common Stock for each quarter within the past two completed fiscal years and the current year. The information below was provided by the OTC Markets. 2022: High Low First Quarter $ 0.089 $ 0.0252 2021: High Low First Quarter $ 0.0510 $ 0.0007 Second Quarter $ 0.0969 $ 0.0106 Third Quarter $ 0.2020 $ 0.0653 Fourth Quarter $ 0.1400 $ 0.0511 2020: High Low First Quarter $ 0.0002 $ 0.0001 Second Quarter $ 0.0002 $ 0.0001 Third Quarter $ 0.0006 $ 0.0001 Fourth Quarter $ 0.0011 $ 0.0001 The number of shareholders of record of the Company's common stock as of April 11, 2022 was approximately 920. An additional number of stockholders are beneficial holders of our Common Stock in “street name” through banks, brokers and other financial institutions that are the record holders. We have not paid any cash dividends to date and we do not anticipate paying cash dividends in the foreseeable future. It is the present intention of management to utilize any available funds for the development of our business. Recent Sales of Unregistered Securities. Equity Finance Agreement with GHS On November 9, 2021, we entered an Equity Financing Agreement with GHS, pursuant to which GHS agreed to purchase up to $30,000,000 in shares of our Common Stock, from time to time over the Contract Period after effectiveness of the Registration Statement of the underlying shares of Common Stock. Pursuant to the Equity Financing Agreement, on December 21, 2021, we and GHS agreed that we would issue and sell to GHS, and GHS would purchase from us, 43,777,478 shares of Common Stock for total proceeds to us, net of discounts, of $2,548,326, at an effective price of $0.0696 per share (the “ First EFA Closing ”). We received approximately $2,296,469 in net proceeds from the First EFA Closing after deducting the fees and other estimated offering expenses payable by us. We used the net proceeds from the Second Closing for working capital and for general corporate purposes. The shares issued in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D under the Securities Act, based in part on the representations of the investor. There were $239,832.68 in sales commissions paid to J.H. Darbie & Co., LLC pursuant to this transaction. 19 Equity Compensation Plan Information As of December 31, 2021, there were no securities authorized for issuance under equity compensation plans. Use of Proceeds S-3 Registration Statement On August 18, 2021, our Registration Statement on Form S-3 (File No. 333-257826) was declared effective by the SEC and the offering was commenced upon effectiveness and is still ongoing as all of the $25,000,000 of offered shares have not been sold and the offering has not been terminated. During the quarter ended December 31, 2021, we sold a total of 51,469,593 shares of Common Stock for gross proceeds of $4,055,000. We paid $58,025 in fees to J.H. Darbie & Co., Inc. and received net proceeds of $3,996,975. The net proceeds were used to fund our recent acquisitions, to fund the CALTRANS project, and for general working capital. Issuer Purchases of Equity Securities None. ITEM 6. SELECTED FINANCIAL DATA Not required for smaller reporting companies.