What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2023-09-28 compared with 2022-09-27 · 11 added, 60 removed, 9 unchanged (89% of the section changed)

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

Our common stock is quoted on OTCQB, the OTC market tier for companies

that report to the SEC, under the symbol PEYE.

Our common stock is quoted on

the Nasdaq Stock Market under the symbol POCI.

As of September 26, 2023, we had approximately

6 unchanged sentences

Recent Sales of Unregistered Securities

We have not issued any unregistered securities

since October 4, 2021.

Securities Authorized for Issuance under Equity

Compensation Plans

The following table summarizes information about

our equity compensation plans as of June 30, 2022.

Plan category

Number of securities to

be issued upon

exercise price

of outstanding

available for

future issuance

Equity compensation plans approved by security holders

Equity compensation plans not approved by security holders

2006 Equity Incentive Plan

On November 28, 2006, our stockholders approved

the Precision Optics Corporation, Inc.

2006 Equity Incentive Plan, referred to as the 2006 Plan, which succeeded the Precision Optics

Corporation, Inc.

Amended and Restated 1997 Equity Incentive Plan, referred to as the 1997 Plan.

No further awards have been or will be

granted under the 1997 Plan.

The 2006 Plan allowed for the granting of stock options to selected employees, directors and other persons

who provide services to us or our affiliates.

No further awards will be granted under the 2006 Plan.

2011 Equity Incentive Plan

The Precision Optics Corporation, Inc.

Incentive Plan, referred to as the 2011 Plan, was adopted by our Board of Directors on October 13, 2011.

The 2011 Plan allows for the

granting of stock options to selected employees, directors and other persons who provide services to us or our affiliates.

On April 16, 2015, the Board of Directors approved

an amendment to the 2011 Equity Incentive Plan which increased the maximum number of shares of our common stock that may be awarded under

the Plan from 325,000 to 1,825,000, an increase of 1,500,000 shares.

In connection therewith, on April 20, 2015, we filed a registration

statement on Form S-8 to register the 1,500,000 shares of common stock.

On May 1, 2019, the Board of Directors approved

an amendment to the 2011 Equity Incentive Plan to update the Plan for the latest changes to the tax laws and increase the maximum number

of shares of our common stock that may be awarded under the Plan from 1,825,000 to 2,825,000, an increase of 1,000,000 shares.

In connection

therewith, on September 6, 2019, we filed a registration statement on Form S-8 to register the 1,000,000 shares of common stock.

2021 Equity Incentive Plan

The Precision Optics Corporation, Inc.

Incentive Plan, referred to as the 2021 Plan, was adopted by our Board of Directors on May 10, 2021.

The 2021 Plan allows for the granting

of stock options to selected employees, directors and other persons who provide services to us or our affiliates for up to a total of

1,000,000 shares of the Company’s common stock.

In connection therewith, we filed a registration statement on Form S-8 to register

the 1,000,000 shares of common stock.

2022 Equity Incentive Plan

The Precision Optics Corporation, Inc.

Incentive Plan, referred to as the 2022 Plan, was adopted by our Board on February 7, 2022 and approved by our Shareholders on April 8,

The 2022 Plan allows for the granting of stock options to selected employees, directors and other persons who provide services to

us or our affiliates for up to a total of 1,000,000 shares of the Company’s common stock.

We plan to file a registration statement

on Form S-8 to register the shares authorized under the 2022 Plan.

FINANCIAL DATA.

On June 15, 2023, the Company entered into agreements,

including a Stock Purchase Agreement and other related agreements (collectively, the “Purchase Agreements”), with certain

institutional and accredited investors calling for the purchase and sale of 420,000 shares of common stock at a purchase price of $6.00

The stock issuance closed on June 20, 2023, resulting in $2.52 million of gross proceeds to the Company.

The Purchase Agreements

oblige the Company to register the purchased shares for resale by those investors.

SELECTED FINANCIAL

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