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holders of record of our common stock;
−Removed: our Warrants are held in book entry form by the Depository Trust Corporation, which is the
−Removed: holder of record of all of the publicly-traded warrants, based upon data provided by our transfer agent.
−Removed: The transfer agent for the
−Removed: common stock is American Stock Transfer & Trust Company, LLC, 6201 15th Ave, Brooklyn, NY 11219, telephone (800) 937-5449.
+Added: our Warrants are held in book entry form by the Depository Trust Corporation, which is the holder
+Added: of record of all of the publicly-traded warrants, based upon data provided by our transfer agent.
+Added: The transfer agent for the common stock
+Added: is Equiniti Trust Company, LLC, 6201 15th Ave, Brooklyn, NY 11219, telephone (800) 937-5449.
We have not declared any cash dividends at any
time, and we do not anticipate declaring any cash dividends in the foreseeable future.
−Removed: Dual Listing on Upstream
−Removed: We have set up the dual listing of our common stock (“common
−Removed: stock”) on the MERJ Upstream stock exchange, operated by MERJ Exchange (“Upstream”), that is an exchange registered
−Removed: in the Seychelles under the Seychelles Securities Act, 2007.
−Removed: Our shares that are listed and traded on Upstream by our global stockholders
−Removed: would be uncertificated common stock represented by digital share tokens, that represent the same class and shares that are currently
−Removed: traded on the Nasdaq Stock Exchange.
−Removed: or Canada residents are not permitted to list their Nutriband shares on Upstream, which limits
−Removed: stockholder listings to non-residents of the U.S.
−Removed: At present, a total of 250,000 shares of our common stock have been listed
−Removed: on Upstream by global holders.
−Removed: We have received comment letters from the SEC as to our disclosures
−Removed: in the Current Report on Form 8-K that we filed on January 5, 2023, announcing the dual listing, and expect that we will be filing further
−Removed: disclosures on the operation of the exchange and its rules regarding listing of Nutriband shares by our shareholders on that exchange.
−Removed: See discussion in “ITEM 1B.
−Removed: Unresolved Staff Comments.” in this Annual Report, as well as risk factors associated with the
−Removed: listing by Nutriband shareholders of their shares on that exchange set forth under “Risk Factors—Risks Concerning Our Securities”.
−Removed: Sales of Unregistered Securities
−Removed: The following table sets forth the sales of unregistered
−Removed: securities since the Company’s last report filed under this item.
−Removed: Title and Amount (1)
−Removed: Principal Underwriter
−Removed: Total Offering
−Removed: 1,667 shares of common stock
−Removed: Radu Bujoreanu, Director
−Removed: 1,667 shares of common stock
−Removed: Stefani Mancas, Director
−Removed: 1,667 shares of common stock
−Removed: Irina Gram, Director
−Removed: 1,667 shares of common stock
−Removed: 1,667 shares of common stock
−Removed: Mark Hamilton, Director
−Removed: 1,667 shares of common stock
−Removed: Michael Meyer
−Removed: 11,667 shares of common stock
−Removed: Gareth Sheridan, CEO
−Removed: 583 shares of common stock
−Removed: 583 shares of common stock
−Removed: 583 shares of common stock
−Removed: 583 shares of common stock
−Removed: November 8, 2022
−Removed: 583 shares of common stock
−Removed: November 8, 2022
−Removed: 1,667 shares of common stock
−Removed: November 8, 2022
−Removed: 5,833 shares of common stock
−Removed: (1) The issuances to employees, consultants and investors are viewed
−Removed: by the Company as exempt from registration under the Securities Act of 1933, as amended (“Securities Act”), alternatively,
−Removed: as transactions either not involving any public offering, or as exempt under the provisions of Regulation D or Rule 701, promulgated
−Removed: by the SEC under the Securities Act.
Issuer Purchases of Equity Securities
−Removed: During the year ended January 31,2023, the Company
−Removed: purchased 35,584 shares of its common stock for $119,006 and recorded the purchase as Treasury Stock.
+Added: In the fiscal year ended January 31, 2024, the
+Added: Company made no purchases in the market of its common stock.
The Company, as a smaller reporting company, is
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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.