MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
−Removed: common stock is traded on the over-the-counter market and is quoted on the OTCQB Venture Market run by OTC Markets Group under
−Removed: the symbol “CLOK.”
−Removed: of December 16, 2021, there were 82,927,311 shares of our common stock issued and outstanding, and there were 1,127 holders of our common
−Removed: did not declare any dividends for the fiscal year ended September 30, 2021.
−Removed: Our board of directors does not intend to declare dividends
−Removed: in the foreseeable future.
−Removed: The declaration, payment, and amount of any future dividends will be made at the discretion our board of directors,
−Removed: and will depend upon, among other things, the results of our operations, cash flows and financial condition, operating and capital requirements,
−Removed: and other factors as our board of directors considers relevant.
−Removed: We currently expect to use all available funds to finance the future
−Removed: development and expansion of our business, and do not anticipate paying dividends on our common stock in the foreseeable future.
+Added: common stock is traded on the over-the-counter market and is quoted on the OTCQB Venture Market run by OTC Markets Group under the symbol
+Added: over-the-counter market quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily
+Added: represent actual transactions.
+Added: of December 14, 2022, there were 148,724,056 shares of our common stock issued and outstanding, and there were more than 3,000 record
+Added: holders of our common stock.
+Added: as of December 14, 2022, there were 100 shares of Series A Preferred Stock issued and outstanding and held by five (5) individuals .
+Added: have never declared any dividends on our common stock;
+Added: however, prior to December 29, 2021 we operated as a limited liability company
+Added: (“LLC”) and made distributions of profits to LLC members.
+Added: There were equity distributions to LLC members of $210,000 in 2021
+Added: and $461,000 in 2022 (from October 1, 2021 to December 29, 2021).
+Added: Board of Directors does not intend to declare dividends in the foreseeable future.
+Added: The declaration, payment, and amount of any future
+Added: dividends will be made at the discretion our Board of Directors, and will depend upon, among other things, the results of our operations,
+Added: cash flows and financial condition, operating and capital requirements, and such other factors as our Board of Directors considers relevant
+Added: at that time.
+Added: We currently expect to use all available funds to finance the future development and expansion of our business, and do
+Added: not anticipate paying dividends on our common stock in the foreseeable future.
Transfer Agent and Registrar for our common stock is Pacific Stock Transfer Company located in Las Vegas, Nevada.
Sales of Unregistered Securities
−Removed: Issued for Cash
−Removed: March 31, 2021 and April 16, 2021, we sold an aggregate of 55,549,615 shares of our common stock, and warrants to purchase an equal number
−Removed: shares of our common stock, for $0.18 per share of common stock sold, in a private placement.
−Removed: We received gross proceeds of from the
−Removed: private placement of $9,998,931, $8,558,339 net of issuance costs.
−Removed: The offer and sale of these securities were exempt from registration
−Removed: under Section 4(a)(2) of the Securities Act.
−Removed: The resale of the shares were registered under the Securities Act through the filing of
−Removed: a registration statement on Form S-1, which became effective on May 7, 2021.
+Added: refer to the information contained in Item 1.
+Added: Business under the caption “Business Combination Between Cipherloc Corporation and
+Added: SideChannel, Inc.
+Added: (now known as SCS, Inc.)” of this Form 10-K with respect to shares of our equity securities issued during the
+Added: twelve-month period ended September 30, 2022.
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.