Item 5. Market for Registrant’s Common Equity
ITEM
5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Market
Information
On
October 8, 2021 the Company’s common stock became available on The Nasdaq Stock Market LLC under the symbol “OMQS”.
Before then, shares of OMNIQ’s common stock were not traded on an established market. OMNIQ’s common stock was traded through
broker/dealers and in private transactions, and quotations reported on the OTCQB under the symbol “OMQS”. OTCQB quotations
reflected interdealer prices, without mark-up, mark-down or commission and may not represent actual transactions. No dividends have been
declared or paid on OMNIQ’s common stock and none are likely to be declared or paid in the near future.
Common Stock
High
Low
Period for the stock prices by quarter
Fiscal Year Ended December 31, 2024:
Fiscal Quarter Ended March 31, 2024
$ 0.69
$ 0.33
Fiscal Quarter Ended June 30, 2024
$ 0.81
$ 0.11
Fiscal Quarter Ended September 30, 2024
$ 0.33
$ 0.11
Fiscal Quarter Ended December 31, 2024
$ 0.25
$ 0.12
Fiscal Year Ended December 31, 2025:
Fiscal Quarter Ended March 31, 2025
$ 0.35
$ 0.11
Fiscal Quarter Ended June 30, 2025
$ 0.13
$ 0.04
Fiscal Quarter Ended September 30, 2025
$ 0.16
$ 0.05
Fiscal Quarter Ended December 31, 2025
$ 0.27
$ 0.08
Equity
Compensation Plan Information
Plan category
Number of securities to be issued
upon exercise of outstanding options,
warrants and rights
Weighted-average exercise
price of outstanding options,
warrants and rights
Number of securities remaining
available for future issuance under
equity compensation plans (excluding
securities reflected in column (a)
(a)
(b)
(c)
Equity compensation plans approved by security holders
3,053,733
$ 3.29
825,523
In
October 2021, OMNIQ’s Board of Directors adopted an Equity Incentive Plan (the “Plan”), as an incentive to retain
and attract new employees, directors, officers, consultants, advisors and employees to the Company. Pursuant to the Plan, 1,118,856
shares of the Company’s common stock, par value $0.001 (the “Shares”), were set aside and reserved for issuance.
The Plan was approved by our stockholders at the December 2021, shareholders’ meeting. On February 25, 2022, the Company
granted 792,500 stock options. These options were granted to employees as part of the Plan. On October 23, 2022 19,000 stock options
were granted to employees as part of the Plan. No shares were issued under the Plan in 2024 . During June of 2025, the Company
issued stock options or warrants to 47 employees and consultants for the purchase of an aggregate 1,035,000 shares of stock at
between $0.06 and $0.07 per share. The Company’s CEO was issued options for 50,000 shares at $0.07 and warrants were issued to
a company he is affiliated with for 100,000 shares at exercise price of $0.07 per share, which was above the market price at the
time of issuance. The options have a 5 year expiration period and vested immediately. The Black Scholes calculation used
approximately 109.7% volatility for the stock and approximately $63,000 was booked as a compensation expense related to these
options and warrants.
Securities
Authorized for Issuance under Equity Compensation Plans
The
information required by this item with respect to securities authorized for issuance under equity compensation plans is set forth in
Part III, Item 12 of this Annual Report on Form 10-K, and is incorporated herein by reference.
11
Dividends
and other Distributions
OMNIQ
has never declared or paid any cash dividends on its common stock. The Company currently plans to retain future earnings to finance the
growth and development of its business and does not anticipate paying any cash dividends in the foreseeable future. OMNIQ may incur indebtedness
in the future which may prohibit or effectively restrict the payment of dividends. Any future determination to pay cash dividends will
be at the discretion of OMNIQ’s Board of Directors. The Company’s Series C Preferred Stock pays a 6% dividend, but the Company
has been unable to make such dividend payments, thus those dividends are accrued quarterly. Accrued but unpaid dividends do not bear
interest.
Recent
Sales of Unregistered Securities
In
December 2025, the Company sold 3,375,000 shares of common stock for proceeds of $337,500. The Company also sold pre-funded warrants
for $600,000, which is eligible to be exercised into 6,000,000 shares of common stock.
Issuer
Purchases of Equity Securities
The
Company did not repurchase any of its equity securities during the year ended December 31, 2025 or 2024.
ITEM
6. [RESERVED]
Reserved.