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Item 2. Unregistered Sales of Equity Securities

2022-10-11 compared with 2022-07-20 · 103 added, 84 removed, 136 unchanged (58% of the section changed)

2 unchanged sentences

MINE SAFETY DISCLOSURE

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Company’s Common Stock is currently quoted on the OTCQB under the symbol MOJO.

the period January 1, 2021 to June 30, 2022, the following table sets forth the high and low closing bid prices by quarter, based upon

information obtained from inter-dealer quotations without retail markup, markdown, or commission and may not necessarily represent actual

transactions:

Shares Traded

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Company’s Common Stock is currently quoted on the OTCQB under the symbol MOJO.

the period January 1, 2021 to September 30, 2022, the following table sets forth the high and low closing bid prices by quarter, based

upon information obtained from inter-dealer quotations without retail markup, markdown, or commission and may not necessarily represent

actual transactions:

Third Quarter 2022

Second Quarter 2022

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weighted average price

of June 30, 2022, there were 15,678,502 shares issued and outstanding.

of September 30, 2022, there were 15,917,115 shares issued and outstanding.

There were 907 shareholders of record.

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Sales of Unregistered Securities, Use of Proceeds from Registered Securities

were no sales of unregistered securities during the three months ended June 30, 2022 and 2021.

were no sales of unregistered securities during the three months ended September 30, 2022 and 2021.

Purchases of Equity Securities

the six months ended June 30, 2022, the Company repurchased 830,342 shares of EQUATOR Restricted Common Stock from shareholders

the nine months ended September 30, 2022, the Company repurchased 830,342 shares of EQUATOR Restricted Common Stock from shareholders

at a total cost of $193,187.

The shares were cancelled.

the year ended December 31, 2021, the Company repurchased 382,913 shares of EQUATOR Restricted Common Stock from shareholders

at a total cost of $107,215.

the year ended December 31, 2021, the Company repurchased 382,913 shares of EQUATOR Restricted Common Stock from shareholders at a total

cost of $107,215.

The shares were cancelled.

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His accomplishments included growing revenues from a base at $4 million to over $160 million

The company was awarded “Bottler of the Year” by The Coca-Cola Company for two consecutive years under his leadership

The company was awarded “Bottler of the Year”

by The Coca-Cola Company for two consecutive years under his leadership

based upon product quality and revenue growth.

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development experience.

Devlin currently serves as Chief Marketing Officer – Government, Advertising and Commerce at Deloitte

Devlin currently serves as Chief Marketing Officer –

Government, Advertising and Commerce at Deloitte

Consulting LLP.

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Devlin received

a Bachelor’s degree from Bethel University.

Company has not established any committees of the Board of Directors.

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holders have made any such recommendations.

have adopted a written code of ethics (the “Code of Ethics”) that applies to our principal executive officer, principal

financial officer, principal accounting officer or controller, and persons performing similar functions.

We believe that the Code of

Ethics is reasonably designed to deter wrongdoing and promote honest and ethical conduct;

provide full, fair, accurate, timely and

understandable disclosure in public reports;

have adopted a written code of ethics (the “Code of Ethics”) that applies to our principal executive officer, principal financial

officer, principal accounting officer or controller, and persons performing similar functions.

We believe that the Code of Ethics is

reasonably designed to deter wrongdoing and promote honest and ethical conduct;

provide full, fair, accurate, timely and understandable

disclosure in public reports;

comply with applicable laws;

ensure prompt internal reporting of code violations;

provide accountability for adherence to the code.

To request a copy of the Code of Ethics, please make written request to our

Company at 185 Hudson Street, Floor 25, Jersey City, New Jersey 07302.

and provide accountability

for adherence to the code.

To request a copy of the Code of Ethics, please make written request to our Company at 185 Hudson Street,

Floor 25, Jersey City, New Jersey 07302.

16(a) Beneficial Ownership Reporting Compliance

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To our knowledge, based solely on a review of the copies of such reports furnished to us and written representations that

no other reports were required, during the three months ended June 30, 2022 all Section 16(a) filing requirements applicable to our officers,

directors and greater than 10% beneficial owners were complied with.

no other reports were required, during the three months ended September 30, 2022 all Section 16(a) filing requirements applicable to

our officers, directors and greater than 10% beneficial owners were complied with.

EXECUTIVE COMPENSATION

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Glenn Simpson, Chairman & CEO

Pursuant his employment agreement (the “Simpson Agreement”), Mr.

Simpson is paid a salary of $5,000 per month in cash and

the Company is obligated to grant Mr.

$ 106,022 (1)

$ 142,552 (2)

to his employment agreement (the “Amended Simpson Agreement”) amended September

Simpson is paid a salary of $8,000 per month in cash and the Company is obligated

Simpson 67,000 shares of non-trading, restricted Common Stock per month.

Pursuant to this agreement,

Simpson is also entitled to an annual bonus comprised of cash and non-trading, restricted Common shares based on performance goals

established by the Board of Directors of the Company.

to this agreement, Mr.

Simpson is also entitled to an annual bonus comprised of cash and

non-trading, restricted Common shares based on performance goals established by the Board

of Directors of the Company.

The cash bonus is established at $44,400 per year.

The stock bonus is set at 100,000

shares of non-trading, restricted Common Stock per year through March 31, 2025.

the six months ended June 30, 2022, 201,000 shares of Non-trading, Restricted Common Stock were issued to Mr.

Simpson for the stock portion

of his compensation.

Simpson was also issued 350,000 shares of Non-Trading Restricted Common Stock as a one-time stock award.

the six months ended June 30, 2021, 201,000 shares of Non-trading, Restricted Common Stock were issued to the Mr.

bonus is set at 100,000 shares of non-trading, restricted Common Stock per year through March

to his employment agreement (the “Simpson Agreement”), Mr.

Simpson is paid a

salary of $5,000 per month in cash and the Company is obligated to grant Mr.

Simpson 33,500

shares of non-trading, restricted Common Stock per month.

Pursuant to this agreement, Mr.

Simpson is also entitled to an annual bonus comprised of cash and non-trading, restricted

Common shares based on performance goals established by the Board of Directors of the Company.

The cash bonus is established at $44,400 per year.

The stock bonus is set at 100,000 shares

of non-trading, restricted Common Stock per year through March 31, 2025.

the nine months ended September 30, 2022, 402,000 shares of Non-trading, Restricted Common Stock were issued to Mr.

Simpson for the stock

portion of his compensation.

Simpson was also issued 350,000 shares of Non-Trading Restricted Common Stock as a one-time stock award.

the nine months ended September 30, 2021, 201,000 shares of Non-trading, Restricted Common Stock were issued to the Mr.

Simpson for the

stock portion of his compensation.

During the year 2021, Mr.

Simpson exercised stock options to purchase 93,750 non-trading, restricted shares

for a total exercise price of $30,000.

Simpson exercised stock options to purchase 93,750 non-trading, restricted

shares for a total exercise price of $30,000.

This reduced the accrued salary owed to him.

Option Awards at June 30

following table sets forth information regarding stock options held by executive officers at June 30.

following table sets forth information regarding stock options held by executive officers at September 30.

Option awards

Stock underlying

exercisable options

Expiration date

Glenn Simpson

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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

following table sets forth information with respect to the beneficial ownership of our Common Stock known by us as of June 30, 2022 by:

named executive officer;

directors and executive officers as a group.

following table sets forth information with respect to the beneficial ownership of our Common Stock known by us as of September 30, 2022

each director;

each named executive officer;

all directors and executive

officers as a group.

as otherwise indicated, the persons listed below have sole voting and investment power with respect to all shares of our Common Stock

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All Officers and Directors as a group (3 persons)

ownership is determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to

Shares of Common Stock subject to options currently exercisable or convertible, or exercisable or convertible within

60 days of June 30, 2022 are deemed outstanding for computing the percentage of the person holding such option but are not deemed

outstanding for computing the percentage of any other person.

Beneficial ownership is

determined in accordance with the rules of the SEC and generally includes voting or investment power with respect to securities.

Shares of Common Stock subject to options currently exercisable or convertible, or exercisable or convertible within 60 days of September

30, 2022 are deemed outstanding for computing the percentage of the person holding such option but are not deemed outstanding for

computing the percentage of any other person.

Statement Schedules

The financial statements of EQUATOR Beverage Company

(formerly MOJO Organics, Inc).

are listed on the Index to Financial Statements on this quarterly report on Form 10-Q beginning

financial statements of EQUATOR Beverage Company are listed on the Index to Financial Statements on this quarterly report on Form 10-Q

beginning on page F-1.

following Exhibits are being filed with this Quarterly Report on Form 10-Q:

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Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

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by reference to the Registrant’s Current Report on Form 8-K as an exhibit, numbered as indicated above, filed with the Securities

and Exchange Commission (the “SEC”) on May 18, 2011.

by reference to the Registrant’s Registration Statement on Form SB-2 as an exhibit, numbered as indicated above, filed with

the SEC on December 19, 2007.