What changed in this filing

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Item 9A. Controls and Procedures

2021-03-30 compared with 2020-03-30 · 29 added, 18 removed, 144 unchanged (25% of the section changed)

46 unchanged sentences

Consolidated Statements of Operations for the years ended December 31, 2020 and 2019

Consolidated Statements of Changes in Stockholders’ Equity (Deficit) for the years ended December 31, 2019 and 2018

Consolidated Statements of Cash Flows for the years ended December 31, 2019 and 2018

Notes to Consolidated Financial Statements

Consolidated Statements of Changes in Stockholders’ Equity (Deficit) for the years ended December 31, 2020 and 2019 Consolidated Statements of Cash Flows for the years ended December 31, 2020 and 2019 Notes to Consolidated Financial Statements

(a)(2) Financial Statement Schedules.

4 unchanged sentences

Certificate of Change Filed Pursuant to NRS 78.209 (included as exhibit 3.1 to the Form 8-K filed July 23, 2015, and incorporated herein by reference).

Articles of Amendment of Restated Articles of Incorporation of Usio, Inc., as amended, effective June 26, 2019 (included as exhibit 3.1 to the Form 8-K filed July 1, 2019, and incorporated herein by reference).

Certificate of Amendment of Restated Articles of Incorporation of Usio, Inc., as amended, effective June 26, 2019 (included as exhibit 3.1 to the Form 8-K filed July 1, 2019, and incorporated herein by reference).

Amended and Restated By-laws (included as exhibit 3.2 to the Form 10-KSB filed March 31, 2006, and incorporated herein by reference).

Amendment to the Amended and Restated By-laws (included as exhibit A to Schedule 14C filed April18,2007, and incorporated herein by reference).

Employment Agreement between the Company and Michael R.

21 unchanged sentences

Bank Sponsorship Agreement between the Company and Metropolitan Commercial Bank, dated December 11, 2014 (included as exhibit 10.26 to the Form 10-K filed March 30, 2015, and incorporated herein by reference).

Independent Director Agreement between the Company and Miguel A.

Chapa, dated April 24, 2015 (included as exhibit 10.29 to the Form 10-Q filed August 14, 2015, and incorporated herein by reference).

Loan and Security Agreement between C2Go, Inc., as Debtor, and FiCentive, Inc., as Lender, dated February 2, 2016 (included as exhibit 10.1 to the Form 8-K filed February 8, 2016, and incorporated herein by reference).

10 unchanged sentences

Employment Agreement between the Company and Tom Jewell, dated January 6, 2017 (included as exhibit 10.1 to the Form 8-K filed January 6, 2017, and incorporated herein by reference).

Line of Credit Promissory Note between the Company, as Lender, and Singular Payments, LLC, as Borrower, dated March 7, 2017 (included as exhibit 10.1 to the Form 8-K filed March 13, 2017, and incorporated herein by reference).

Security Agreement between the Company, as Secured Party, and Singular Payments, LLC, as Debtor, dated March 7, 2017 (included as exhibit 10.2 to the Form 8-K filed March 13, 2017, and incorporated herein by reference).

Membership Interest Pledge Agreement between the Company and Vaden Landers , dated March 7, 2017 (included as exhibit 10.3 to the Form 8-K filed March 13, 2017, and incorporated herein by reference).

Guaranty Agreement between the Company, as Lender, and Vaden Landers, as Guarantor, dated March 7, 2017 (included as exhibit 10.4 to the Form 8-K filed March 13, 2017, and incorporated herein by reference).

Independent Director Agreement between the Company and Brad Rollins, dated May 5, 2017 (included as exhibit 10.1 to the Form 8-K, filed May 11, 2017, and incorporated herein by reference).

Amendment No.

1 to Line of Credit Promissory Note between the Company and Singular Payments, LLC, dated June 6, 2017 (included as exhibit 10.1 to the Form 8-K, filed June 8, 2017, and incorporated herein by reference).

First Amended and Restated Line of Credit Promissory Note between the Company and Singular Payments, LLC, dated August 2, 2017 (included as exhibit 10.1 to the Form 8-K, filed August 7, 2017, and incorporated herein by reference).

Membership Interest Purchase Agreement among the Company, Singular Payments, LLC and Vaden Landers, dated September 1, 2017 (included as exhibit 10.1 to the Form 8-K, filed September 8, 2017, and incorporated herein by reference).

1 unchanged sentence

First Amendment to Employment Agreement between the Company and Tom Jewell, dated November 27, 2017 (included as exhibit 10.1 to the Form 8-K, filed November 28, 2017, and incorporated herein by reference).

Placement Agency Agreement between the Company and Maxim Group, LLC, dated December 21, 2017 (included as exhibit 10.1 to the Form 8-K, filed December 22, 2017, and incorporated herein by reference).

Share Purchase Agreement among the Company, CVI Investments, Inc., Hudson Bay Maser Fund Ltd., Special Situations Fund III QP, L.P., Special Situations Private Equity Fund, L.P.

and Special Situations Cayman Fund, L.P., dated December 21, 2017 (included as exhibit 10.2 to the Form 8-K, filed December 22, 2017, and incorporated herein by reference).

Settlement Agreement among C2Go.

8 unchanged sentences

Independent Director Agreement between the Company and Blaise Bender, dated April 1, 2019 (included as exhibit 10.2 to the Form 8-K filed April 3, 2019, and incorporated herein by reference).

Securities Purchase Agreement between Company and Topline Capital Partners, L.P.

dated July 1, 2020 (included as exhibit 10.1 and incorporated by reference)

2015 Equity Incentive Plan (included as Appendix B to the Definitive Proxy Statement on Schedule 14A filed on June 5, 2015 and incorporated herein by reference)

Warrant Agreement between the Company and University FanCards, LLC dated August 21, 2018 (included as exhibit 10.41 to the form 10-Q filed on November 12, 2020, and incorporated by reference)

Independent Director Agreement dated August 29,2020, by and between the Company and Ernesto Beyer (included as exhibit 10.1 to the Form 8-K filed on August 31, 2020, and incorporated by reference)

Underwriting Agreement between the Company and Ladenburg Thalmann &Co., Inc.

as representative, dated September 23, 2020 (included as exhibit 1.1 to the Form 8-K filed on September 25, 2020, and incorporated herein by reference)

Third Amendment to the Employment Agreement between the Company and Tom Jewell, effective October 12, 2020 (included as exhibit 10.1 to the Form 8-K filed on October 28, 2020, and incorporated herein by reference)

Asset Purchase Agreement between the Company and Information Management Solutions, LLC dated December 15, 2020 (included as exhibit 10.2 to the Form 8-K filed on December 18, 2020, and incorporated herein by reference)

Warrant Agreement between the Company and Information Management Solutions, LLC dated December 15, 2020, (included as exhibit 10.2 to the Form 8-K filed on December 18, 2020, and incorporated herein by reference)

Lease agreement between Information Management Systems, LLC and Industrial Properties Corp.

dated June 16, 2011 (filed herewith).

First amendment to lease between Information Management Systems, LLC and Industrial Properties Corp.

dated April 4, 2013 (filed herewith).

Second amendment to lease between Information Management Systems, LLC and Industrial Properties Corp.

dated March 5, 2018 (filed herewith).

Third amendment to lease between the Company as successor to Information Management Systems, LLC and ICON IPC TX Property Owner Pool 6 West/Southwest, LLC, dated December 22, 2020 (filed herewith).

Lease agreement between the Company and Smartyfi, LLC for Austin offices dated January 1, 2021 (filed herewith).

First amendment to lease between the Company and Paesanos Office Building, LLC for San Antonio offices dated March 15, 2021 (filed herewith).

Code of Ethics (included as exhibit 14.1 to the Form 10-Q filed August 14, 2015, and incorporated herein by reference).

1 unchanged sentence

Subsidiaries of the Company (filed herewith).

Consent of Akin Doherty Klein & Feuge, P.C.

Consent of ADKF, P.C.

(filed herewith).

10 unchanged sentences

Confidential treatment has been granted for portions of this agreement.

The schedules to the exhibit have been omitted from this filing pursuant to Item 601(a)(5) of Regulation S-K.

The Company will furnish copies of any such schedules to the SEC upon request.

Copies of the above exhibits not contained herein are available to any stockholder, upon written request to:

Chief Financial Officer, Usio, Inc., 3611 Paesanos Parkway, Suite 300, San Antonio, TX 78231.

FORM 10-K SUMMARY

21 unchanged sentences

March 30, 2021

/s/ Miguel A.

/s/ Ernesto Beyer

Ernesto Beyer

March 30, 2021

2 unchanged sentences

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 9A. Controls and Procedures