What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2023-01-30 compared with 2022-02-16 · 64 added, 38 removed, 6 unchanged (94% of the section changed)

Market for Registrant’s

Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Market for Registrant’s Common

Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Market Information

On July 20, 2021, our Common Stock began

trading on the Nasdaq Capital Market under the trading symbol “KAVL.”

As of February 11, 2022, we had 30,233,319

shares of common stock issued and outstanding and 3,000,000 shares of Series A Preferred Stock issued and outstanding.

As of February

11, 2022, we had approximately 4,800 stockholders of record.

We have not paid any dividends to our

stockholders and do not intend to pay cash dividends on our Common Stock for the foreseeable future.

Any future determination related

to dividend policy will be made at the discretion of our Board.

Also, there are no restrictions, which would limit our ability

to pay dividends on common stock

On July 20, 2021, our Common Stock began trading on

the Nasdaq Capital Market under the trading symbol “KAVL.” On January 27, 2023, the last reported sales price of our Common

Stock was $0.82.

As of January 27, 2023, we had 56,169,090 shares of Common Stock issued

and outstanding and no shares of Series A Preferred Stock issued and outstanding.

As of January 27, 2023, we had approximately 7,400 record

holders of our Common Stock.

We have not paid any dividends to our stockholders

and do not intend to pay cash dividends on our Common Stock for the foreseeable future.

Any future determination related to the

Company’s dividend policy will be made at the discretion of our Board.

Also, there are no restrictions which would limit

our ability to pay dividends on common stock.

Recent Sales of Unregistered Securities;

Uses of Proceeds

from Registered Securities

Uses of Proceeds from

Registered Securities

Common Stock Issued

During the fiscal year ended October 31, 2021, 53,785 shares of our Common Stock were issued to QuikfillRx, LLC, a Florida limited liability

company (“QuikfillRx”) as compensation for marketing and promotion services rendered to us.

We issued the shares in

reliance on the exemption from registration pursuant to Section 4(a)(2) of the Securities Act (in that the issuance of shares

of our Common Stock did not involve any public offering).

During the fiscal year ended October

31, 2021, 12,500 shares of our Common Stock were issued to Uptick Capital Partners as compensation for consulting services rendered

We issued the shares in reliance on the exemption from registration pursuant to Section 4(a)(2) of the Securities Act (in

that the issuance of shares of our Common Stock did not involve any public offering).

The authorized Common Stock of the Company consists

of 1,000,000,000 shares with a par value of $0.001 per share.

There were 56,169,090 shares of Common Stock issued and outstanding as of

October 31, 2022, as compared to 30,195,312 shares of the Common Stock issued and outstanding as of October 31, 2021.

During the fiscal year ended October 31, 2022, stockholders

of the Company exercised warrants to purchase 855,605 shares of the Company’s common stock for net proceeds of $1,625,650.

During the fiscal year

ended October 31, 2022, the Company issued 123,256 shares of Common Stock with the fair value of $172,379 to employees for services

RSUs that were settled with common shares.

Of the shares issued to employees, 44,720 shares were withheld by the Company to satisfy tax

withholding obligations equal to $59,862.

During the fiscal year ended October 31, 2022, 12,963

31, 2021, 308,333 shares of our Common Stock were issued to Inflection Partners, LLC as compensation for consulting and investor

relations services rendered to us.

We issued the shares in reliance on the exemption from registration pursuant to Section 4(a)(2)

of the Securities Act (in that the issuance of shares of our Common Stock did not involve any public offering).

shares of our Common Stock were issued to an individual as compensation for Consulting services rendered to us.

We issued the shares in

reliance on the exemption from registration pursuant to Section 4(a)(2) of the Securities Act (in that the issuance of shares of our Common

Stock did not involve any public offering).

During the fiscal year ended October 31, 2022, 15,351

31, 2021, 30,000 shares of our Common Stock were issued to Advisory Group Equity Services, LTD as compensation for consulting services

rendered to us.

We issued the shares in reliance on the exemption from registration pursuant to Section 4(a)(2) of the Securities

Act (in that the issuance of shares of our Common Stock did not involve any public offering).

shares of our Common Stock were issued to QuikfillRx, LLC as compensation for marketing and promotion services rendered to us.

the shares in reliance on the exemption from registration pursuant to Section 4(a)(2) of the Securities Act (in that the issuance of shares

of our Common Stock did not involve any public offering).

During the fiscal year ended October 31, 2022, 11,323

31, 2021, 221,666 shares of our Common Stock were issued to employees and one former employee as employee bonus compensation.

We withheld 92,871 shares to satisfy tax obligations due upon such issuances.

We issued the shares in reliance on the exemption

from registration pursuant to Section 4(a)(2) of the Securities Act (in that the issuance of shares of our Common Stock did not

involve any public offering).

shares of our Common Stock were issued to an individual as compensation for professional legal services rendered to us.

We issued the

shares in reliance on the exemption from registration pursuant to Section 4(a)(2) of the Securities Act (in that the issuance of shares

of our Common Stock did not involve any public offering).

During the fiscal year ended, October 31, 2022, all

3,000,000 shares of Series A Preferred Stock were converted into shares of Common Stock by Kaival Holdings, LLC, a related party.

conversion of 3,000,000 shares of Series A Preferred Stock, at a conversion rate of 8.33, equaled 25,000,000 shares of Common Stock.

a result, the authorized, preferred stock of the Company consists of 5,000,000 shares with a par value of $0.001 per share, with 0 shares

of preferred stock issued or outstanding as of October 31, 2022.

In September 2021,

the Company completed a firm commitment underwritten offering, which offering was made pursuant to its Registration Statement on Form

333-258339) (the “Registration Statement”).

The Securities and Exchange Commission (the “SEC”) declared

the Registration Statement effective on August 10, 2021.

The Company sold 4,700,000 million shares of our Common Stock and warrants,

with an exercise price of $1.90 per share and an expiration of five years, to purchase an additional 3,525,000 shares of its Common Stock.

The Company sold each share of its Common Stock and warrants to purchase 0.75shares of its Common Stock at a combined public offering

price of $1.70.

The Company also granted the underwriter the option to purchase an additional 705,000 shares of its Common Stock and

warrants to purchase an additional 528,750 shares of its Common Stock.

As of October 31, 2021, the Company had received net proceeds

from the offering of approximately $8,305,772, net of offering cost.

The Company had also received approximately $1,665,113 from the

exercise of 879,828 warrants.

During the year ended October 31, 2021, 674,803 shares

of Common Stock were issued to 8 non-employee vendors as compensation for professional services rendered to the Company and two officers

as additional compensation.

These shares were expensed to the Company using the closing share price on the grant dates to compute an aggregate

fair market value total of $8,944,100, of which 308,333 shares and $1,597,667 compensation is related to shares issued to Inflection Partners.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity