OTHER INFORMATION
−Removed: following information was required to be disclosed in a Current Report on Form 8-K during the period after this Form 10-Q, but was inadvertently
−Removed: not timely reported by the Company.
−Removed: Instead of filing such information on a separate Current Report on Form 8-K, we have elected to make
−Removed: the following disclosures in this Quarterly Report on Form 10-Q under Item 5.02 :
−Removed: 5.02 Departure of Directors or Certain Officers;
−Removed: Election of Directors;
−Removed: Appointment of Certain Officers;
−Removed: Compensatory Arrangements of
−Removed: Certain Officers.
−Removed: April 8, 2021, the Board of Directors approved paying the accrued fees.
−Removed: During that same meeting, the Directors approved one-time performance
−Removed: bonuses totaling $275,000 for the Chairman, Chief Executive Officer, Chief Technology Officer, and Chief Financial Officer.
−Removed: The executive
−Removed: performance bonuses and the accrued director fees were paid the following week.
Incorporated by Reference
−Removed: Filed/Furnished
−Removed: of Incorporation of Cipherloc Corporation, as amended
−Removed: of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Articles of Amendment filed by the
−Removed: Company with the Secretary of State of Texas on March 27, 1995
−Removed: of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Articles of Correction filed by the
−Removed: Company with the Secretary of State on September 9, 1996
−Removed: of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Articles of Amendment filed by the
−Removed: Company with the Secretary of State on February 28, 2001
−Removed: of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Articles of Amendment filed by the
−Removed: Company with the Secretary of State on May 26, 2005
−Removed: of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Certificate of Amendment filed by the
−Removed: Company with the Secretary of State on June 9, 2011
−Removed: of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Certificate of Amendment filed by the
−Removed: Company with the Secretary of State on June 13, 2013
−Removed: of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Certificate of Amendment filed by the
−Removed: Company with the Secretary of State on August 27, 2014
−Removed: of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Certificate of Amendment filed by the
−Removed: Company with the Secretary of State on March 26, 2018
−Removed: and Restated Bylaws of Cipherloc Corporation
−Removed: of Common Stock Purchase Warrant of Cipherloc Corporation, issued in March 2021 Private Offering
−Removed: of Purchase Warrant Issued to Placement Agent and its Assigns dated April 16, 2021
−Removed: Agreement, effective January 15, 2021, between CipherLoc Corporation, the Carmel Trust, the Carmel Trust II, James LaGanke, individually
−Removed: and as Trustee of both the Trust and Trust II
−Removed: of Securities Purchase Agreement dated March 31, 2021, by and between Cipherloc Corporation, and each of the purchasers party thereto
−Removed: of Registration Rights Agreement dated March 31, 2021, by and between Cipherloc Corporation, and each of the purchasers party thereto
−Removed: of Lock-Up Agreement (March 2021 Offering)
−Removed: Agent Agreement dated January 11, 2021, by and between Cipherloc Corporation and Paulson Investment Company, LLC
−Removed: Indemnification
−Removed: Agreement dated February 22, 2021, by and between Cipherloc Corporation and Paulson Investment Company, LLC
−Removed: 6, 2020, Technology Partnership and Authorized Reseller Licensing Agreement between Cipherloc Corporation and ECS Federal, LLC
−Removed: 13, 2020, Authorized Reseller / Developer Agreement between Cipherloc Corporation and Arnouse Digital Devices
+Added: Filed/Furnished Herewith
+Added: Placement Agent Agreement dated January 11, 2021, by and between Cipherloc Corporation and Paulson Investment Company, LLC
+Added: Articles of Incorporation of Cipherloc Corporation, as amended
+Added: Certificate of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Articles of Amendment filed by the Company with the Secretary of State of Texas on March 27, 1995
+Added: Certificate of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Articles of Correction filed by the Company with the Secretary of State on September 9, 1996
+Added: Certificate of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Articles of Amendment filed by the Company with the Secretary of State on February 28, 2001
+Added: Certificate of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Articles of Amendment filed by the Company with the Secretary of State on May 26, 2005
+Added: Certificate of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Certificate of Amendment filed by the Company with the Secretary of State on June 9, 2011
+Added: Certificate of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Certificate of Amendment filed by the Company with the Secretary of State on June 13, 2013
+Added: Certificate of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Certificate of Amendment filed by the Company with the Secretary of State on August 27, 2014
+Added: Certificate of Correction filed with the Secretary of State of Nevada on February 8, 2021, correcting the Certificate of Amendment filed by the Company with the Secretary of State on March 26, 2018
+Added: Amended and Restated Bylaws of Cipherloc Corporation
+Added: Form of Common Stock Purchase Warrant of Cipherloc Corporation, issued in March 2021 Private Offering
+Added: Form of Purchase Warrant Issued to Placement Agent and its Assigns dated April 16, 2021
+Added: Settlement Agreement, effective January 15, 2021, between Cipherloc Corporation, the Carmel Trust, the Carmel Trust II, James LaGanke, individually and as Trustee of both the Trust and Trust II
+Added: Form of Securities Purchase Agreement dated March 31, 2021, by and between Cipherloc Corporation, and each of the purchasers party thereto
+Added: Form of Registration Rights Agreement dated March 31, 2021, by and between Cipherloc Corporation, and each of the purchasers party thereto
+Added: Form of Lock-Up Agreement (March 2021 Offering)
+Added: Placement Agent Agreement dated January 11, 2021, by and between Cipherloc Corporation and Paulson Investment Company, LLC
+Added: Indemnification Agreement dated February 22, 2021, by and between Cipherloc Corporation and Paulson Investment Company, LLC
+Added: March 6, 2020, Technology Partnership and Authorized Reseller Licensing Agreement between Cipherloc Corporation and ECS Federal, LLC
+Added: August 13, 2020, Authorized Reseller / Developer Agreement between Cipherloc Corporation and Arnouse Digital Devices
+Added: Letter Agreement between Cipherloc Corporation and Paulson Investment Company, LLC dated July 23, 2021
+Added: Employment Agreement with Nick Hnatiw dated July 14, 2021
Certification of Principal Executive Officer Pursuant to the Securities Exchange Act of 1934, Rules 13a-14 and 15d-14, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
4 unchanged sentences
Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: Instance Document
−Removed: Taxonomy Extension Schema Document
−Removed: Taxonomy Extension Calculation Linkbase Document
−Removed: Taxonomy Extension Definition Linkbase Document
−Removed: Taxonomy Extension Label Linkbase Document
−Removed: Taxonomy Extension Presentation Linkbase Document
+Added: Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
+Added: XBRL Instance Document
+Added: Inline XBRL Taxonomy Extension Schema Document XBRL Taxonomy Extension Schema Document
+Added: Inline XBRL Taxonomy Extension Calculation Linkbase Document XBRL Taxonomy Extension Calculation Linkbase Document
+Added: Inline XBRL Taxonomy Extension Definition Linkbase Document XBRL Taxonomy Extension Definition Linkbase Document
+Added: Inline XBRL Taxonomy Extension Label Linkbase Document XBRL Taxonomy Extension Label Linkbase Document
+Added: Inline XBRL Taxonomy Extension Presentation Linkbase Document XBRL Taxonomy Extension Presentation Linkbase Document
+Added: Inline XBRL for the cover page of this Quarterly Report on Form 10-Q, included in the Exhibit 101 Inline XBRL Document Set
management contract or compensatory plan or arrangement.
−Removed: Certain confidential portions of this Exhibit were omitted by means of marking such portions with brackets (“
−Removed: [****] ”)
−Removed: because the identified confidential portions (i) are not material and (ii) would be competitively harmful if publicly disclosed.
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
+Added: August 16, 2021
David Chasteen
1 unchanged sentence
Executive Officer)
+Added: August 16, 2021
Financial Officer
1 unchanged sentence
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.