NextPlat Corp 10-Q

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS On January 5, 2022, the Company issued 2,229,950 shares of common stock pursuant to a private placement offering at a per share price of $3.24, resulting in gross proceeds of $7,225,038. Legal and registration fees amounted to $220,000, resulting in net proceeds of $7,005,038. Prior to the private placement close, proceeds of $1,400,000, were received and recorded as a stock subscription payable, for the year ended December 31, 2021. On January 21, 2022, the Company issued 10,000 shares of common stock in connection with restricted stock awards, with a fair market value of $3.48 per share, on the date of issuance. All shares were fully vested and upon issuance resulted in stock-based compensation of $34,800. Shares were issued in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, as there was no general solicitation, and the transaction did not involve a public offering. On February 15, 2022, the Company filed Form S3, to register 2,269,950 shares of common stock. On March 22, 2022 and April 22, 2022, the Company filed a Form S-3/A Amendment No. 1 and 2, respectively. ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. ITEM 4. OTHER INFORMATION None. ITEM 6. EXHIBITS 31.1 Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 101.ins Inline XBRL Instance Document 101.sch Inline XBRL Taxonomy Schema Document 101.cal Inline XBRL Taxonomy Calculation Document 101.def Inline XBRL Taxonomy Linkbase Document 101.lab Inline XBRL Taxonomy Label Linkbase Document 101.pre Inline XBRL Taxonomy Presentation Linkbase Document 41 SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Dated: May 16, 2022 NEXTPLAT CORP By: /s/ Charles M. Fernandez Charles M. Fernandez Chairman and Chief Executive Officer (principal executive officer) /s/ Paul R. Thomson Chief Financial Officer (principal financial officer) 42