What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2021-07-06 compared with 2020-08-13 · 144 added, 105 removed, 474 unchanged (34% of the section changed)

14 unchanged sentences

We had inadequate segregation of duties over both financial reporting and closing activities.

We had inadequate resources in the accounting department.

To address these material weaknesses, management performed additional analyses and other procedures to ensure that the financial statements included herein fairly present, in all material respects, our financial position, results of operations and cash flows for the periods presented.

Accordingly, we believe that the financial statements included in this report fairly present, in all material respects, our financial condition, results of operations and cash flows for the periods presented.

In response to the material weaknesses discussed above, we are working on implementing a new integrated ERP system.

In response to the material weaknesses discussed above, we are working on implementing a new integrated ERP system and have hired additional accounting personnel.

Once the ERP system in implemented in the second quarter of fiscal year 2022, we plan to engage a third-party consultant to develop a comprehensive control framework using the ERP and to document our internal controls based on the implementation of the ERP system.

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Our directors and executive officers, their ages, positions held, and duration of such, are as follows:

Position Held with Our

Positions Held with Our

Date First Elected or Appointed

4 unchanged sentences

July 22, 2016

September 8, 2016

Frank Lazaran

October 8, 2020

September 14, 2018

36 unchanged sentences

Keay was appointed as the chairman of the board.

Keay has been the president and managing partner of Inform Capital Partner, a corporate finance advisory and merchant banking firm, from 2008 to present.

Keay has been the president and managing partner of Inform Capital Partners, a corporate finance advisory and merchant banking firm, from 2008 to present.

Keay was a director of Vivo Cannabis Inc., a company listed on the TSXV Venture Exchange, from September 17, 2015 until June 4, 2019.

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Keay is qualified to serve on our board of directors because of his knowledge of our current operations in addition to his education and business experience described above.

Leitch has been a director of our company since September 8, 2016.

During the past five years Mr.

Leitch has been actively engaged as a management consultant with respect to business development strategies and overseeing the corporate governance requirements for various private companies.

The bulk of his time has been spent as the vice president of corporate finance and a director for Citadel LED Lighting Corp., a private company engaged in the importation of innovative LED lighting products with applications in the retail, hospitality, outdoor lighting and commercial buildings and facilities market sectors.

Leitch has extensive experience with consumer products companies, and is well versed in all aspects of branding, marketing, cross marketing through strategic relationships, interacting with advertising agencies to create highly focused and effective sales campaigns, along with being very conversant in wholesale distribution networks, logistics, managing multiple channels of product distribution and supply chain management.

Leitch has extensive experience in the capital markets and the securities industry, having worked for several major financial services institutions as well as having been an officer, director and principal of several public and private companies.

Leitch was the vice president corporate finance and a director of Canadian Glacier Beverage Corp, from 1993 to 1998, the president and director of Cool Can Technologies from 1998 to 2002 and subsequently it's successor NorPac Technologies from 2002 to 2005 and the chief operating officer of Stonepoint Global Brands from 2010 to 2012.

Frank Lazaran

Lazaran has been a director of our company since October 8, 2020.

As a 40-year veteran of the retail food industry, Mr.

Lazaran brings decades of commercial and c-suite experience in scaling organizations, optimizing operations, and driving innovation in the retail sector.

He has a solid track record for delivering operational excellence with balanced growth to companies facing unique challenges and complex situations.

He was most recently the Chairman, Chief Executive Officer, and President of Marsh Supermarkets, Inc., a multi-format regional food retailer based in Indianapolis, Indiana.

Under his leadership, he led the company through a successful turnaround.

Prior to Marsh, Mr.

Larazan served as the Chief Executive Officer, President, and Director of Winn-Dixie Stores, Inc., which was a publicly-traded company and one of the largest supermarket chains in the Southeast.

He is currently a senior industry partner in the private equity firm, New State Capital, and serves as an advisor to the retail industry through his consulting practice, Galazarano Consulting & Investments .

We believe that Mr.

Leitch is qualified to serve on our board of directors because of his knowledge of our current operations in addition to his business experience described above.

Lazaran is qualified to serve on our board of directors because of his knowledge of our current operations in addition to his business experience described above.

Sudano has been a director of our company since September 14, 2018.

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Effective February 22, 2018, our board of directors established an audit committee.

The audit committee currently consists of three directors, Aaron Keay, Bruce Leitch and Brian Sudano.

The audit committee currently consists of three directors, Aaron Keay, Frank Lazaran and Brian Sudano.

Our audit committee assists our board of directors in fulfilling its financial oversight responsibilities by reviewing the financial reports and other financial information provided by our company to regulatory authorities and stockholders, our systems of internal controls regarding finance and accounting and our auditing, accounting and financial reporting processes.

5 unchanged sentences

Audit Committee Financial Expert

Our board of directors has determined that Bruce Leitch, an independent director of our company, qualifies as an "audit committee financial expert" as defined in Item 407(d)(5)(ii) of Regulation S-K.

Our board of directors has determined that Frank Lazaran, an independent director of our company, qualifies as an "audit committee financial expert" as defined in Item 407(d)(5)(ii) of Regulation S-K.

Nomination of Directors

3 unchanged sentences

Our independent directors may engage outside search firms to identify suitable candidates.

Stockholders desiring to suggest a candidate for consideration must do so in accordance with our bylaws and applicable securities laws, and should send a letter to our Chief Financial Officer at our principal office located at 14646 N.

Kierland Blvd., Suite 255, Scottsdale, Arizona 85254, U.S.A.

Anderson Drive, Suite 100, Arizona 85255 U.S.A.

Candidates recommended by our stockholders will be considered in the same manner as other candidates.

Compensation Committee

Our board of directors has a compensation committee comprised of Aaron Keay and Bruce Leitch.

Our board of directors has a compensation committee comprised of Aaron Keay and Frank Lazaran.

Our compensation committee has the following authority and responsibilities:

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President, Chief Executive

Officer, Vice-President, Chief Operating Officer, Director and Former Secretary and

Treasurer (1)

Officer, Vice-President, Chief Operating Officer, Director

400,000 ( 2 )

Chief Financial Officer,

Secretary, Treasurer and

Ronald DaVella

Former Executive Vice President of Finance (3 )

Effective as of May 31, 2013, Mr.

Wright was appointed as vice-president, treasurer and a director of our company.

On August 7, 2013, our board of directors appointed Mr.

Wright as secretary of our company.

On August 28, 2016, our board of directors appointed Mr.

Wright as chief operating officer of our company.

On April 7, 2017, our board of directors appointed Mr.

Wright as president of our company.

On April 28, 2017, Mr.

Wright resigned as the secretary and treasurer of our company and our board of directors appointed Mr.

Wright as the chief executive officer of our company.

On April 28, 2017, our board of directors appointed Mr.

Guarino as the chief financial officer, secretary and treasurer and a director of our company.

From 2015 until April, 2017, Mr.

Guarino has been a consultant to our company.

On May 1, 2019, we appointed Ronald DaVella as our Executive Vice President of Finance.

Effective as of January 1, 2020, Mr.

DaVella resigned as our Executive Vice President of Finance.

293,500 ( 4 )

Reflects the grant date fair value computed in accordance with FASB ASC Topic 718.

Reflects the issuance of 200,000 shares of restricted stock awards effective April 30, 2020 (valued at $200,000) and the issuance of 150,000 share of restricted stock awards effective March 31, 2021 (valued at $163,500)

Reflects the grant date fair value computed in accordance with FASB ASC Topic 718.

Reflects the issues of 250,000 option awards effective April 3, 2020 (valued at $132,500) and the issuance of 250,000 option awards effective March 31, 2021 (valued at $250,000)

Reflects the grant date fair value computed in accordance with FASB ASC Topic 718.

Reflects the issuance of 100,000 shares of restricted stock awards effective April 30, 2020 (valued at $100,000) and the issuance of 100,000 share of restricted stock awards effective March 31, 2021 (valued at $109,000)

Reflects the grant date fair value computed in accordance with FASB ASC Topic 718.

Reflects the issues of 150,000 option awards effective April 3, 2020 (valued at $79,500) and the issuance of 200,000 option awards effective March 31, 2021 (valued at $214,000)

Employment Agreement with Richard A.

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We granted these shares as "restricted awards" under our 2020 equity incentive plan.

These shares vest on the one year anniversary of the date of grant.

The grantees have no rights or privileges as a stockholder of our company with respect to the unvested shares including, without limitation, the right to vote such shares and receive all dividends or other distributions paid with respect to such shares.

On March 31, 2021, we granted 250,000 stock options to Mr.

The stock options are exercisable at the exercise price of $1.09 per share until March 31, 2031.

The stock options vest as to 50% on the date of grant and 50% on the one year anniversary of the date of grant.

On March 31, 2021, we granted an award of 150,000 shares of our common stock to Mr.

We granted these shares as "restricted awards" under our 2020 equity incentive plan.

These shares vest on the one year anniversary of the grant date.

8 unchanged sentences

We granted these shares as "restricted awards" under our 2020 equity incentive plan.

These shares vest on the one year anniversary of the grant date.

These shares vest on the one year anniversary of the date of grant.

Ronald DaVella

On May 1, 2019, we appointed Ronald DaVella as our Executive Vice President of Finance.

On April 25, 2019, we entered into an employment agreement with Ronald DaVella pursuant to which Mr.

DaVella agreed to act as our Executive Vice President of Finance and to perform such duties as are regularly and customarily performed by the executive vice president of finance of a corporation, and any other duties consistent with Mr.

Da Vella's position in our company.

Pursuant to the terms of the employment agreement we agreed to:

DaVella $14,000 per month or such other amount as may be determined by our board of directors from time to time, (ii) pay a monthly car allowance of $800, and (iii) pay a monthly cell phone allowance of $150.

In addition, we agreed to grant Mr.

DaVella (i) 75,000 shares of restricted common stock, with 50,000 shares vesting on the six month anniversary of the effective date of his employment agreement and 25,000 shares vesting on the one year anniversary of the effective date of his employment agreement and (ii) 200,000 stock options vesting over three years, with one-third vesting on each yearly anniversary date of his employment agreement.

In addition, Mr.

DaVella was entitled to participate in all of our employee benefit plans provided by our company to our senior officers.

If we did not provide such plans at any time, we agreed to reimburse Mr.

DaVella for the reasonable cost of any such plans obtained privately.

We also agreed to reimburse Mr.

DaVella for any expenses that he incurred in connection with his duties under his employment agreement.

Effective as of January 1, 2020, Mr.

DaVella resigned as our Executive Vice President of Finance.

In addition, effective as of January 1, 2020, we entered into a separation agreement & release of all claims with Mr.

DaVella, pursuant to which the parties agreed that Mr.

Davella's employment with Alkaline 88, LLC ended effective January 1, 2020 and the employment agreement dated April 25, 2019 between Mr.

DaVella and The Alkaline Water Company Inc.

is terminated effective January 1, 2020.

Pursuant to the separation agreement & release of all claims, we agreed to pay Mr.

Davella five full months of severance at his then compensation level of $14,000 monthly plus $950 per month for auto and cell phone allowance, less all applicable deductions and withholdings.

We also agreed to maintain Mr.

Davella and his family on our corporate health plan until June 30, 2020 at our sole cost and expense.

In addition, we agreed to issue Mr.

Davella 50,000 shares of our common stock (issued on April 30, 2020).

On March 31, 2021, we granted 200,000 stock options to Mr.

The stock options are exercisable at the exercise price of $1.09 per share until March 31, 2031.

The stock options vest as to 50% on the date of grant and 50% on the one year anniversary of the date of grant.

On March 31, 2021, we granted an award of 100,000 shares of our common stock to Mr.

We granted these shares as "restricted awards" under our 2020 equity incentive plan.

These shares vest on the one year anniversary of the date of grant.

Retirement or Similar Benefit Plans

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Other than the provisions of the employment agreement with Mr.

Wright described below, we have no contract, agreement, plan or arrangement, whether written or unwritten, that provides for payments to our directors or named executive officers at, following, or in connection with the resignation, retirement or other termination of our named directors or executive officers, or a change in control of our company or a change in our directors' or named executive officers' responsibilities following a change in control.

Wright described below, we have no contract, agreement, plan or arrangement, whether written or unwritten, that provides for payments to our directors or named executive officers at, following, or in connection with the resignation, retirement or other termination of our directors or named executive officers, or a change in control of our company or a change in our directors' or named executive officers' responsibilities following a change in control.

If, within 90 days of the occurrence of a change of control event, Mr.

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reimbursement for any unreimbursed expenses incurred through to the date of termination;

and any outstanding amounts due under any awards which will be dealt with in accordance with our 2013 equity incentive plan or 2018 stock option plan and the award agreement.

and any outstanding amounts due under any awards which will be dealt with in accordance with our 2013 equity incentive plan, 2018 stock option plan or 2020 equity incentive plan and the award agreement.

In the event Mr.

7 unchanged sentences

Wright will not be entitled to any additional payments or benefits (except as otherwise provided in his employment agreement), other than for amounts due and owing to Mr.

Wright by our company as of the date of termination, except for any awards under our 2013 equity incentive plan or 2018 stock option plan will be dealt with in accordance with the plan and award agreement.

Wright by our company as of the date of termination, except for any awards under our 2013 equity incentive plan, 2018 stock option plan or 2020 equity incentive plan will be dealt with in accordance with the plan and award agreement.

Outstanding Equity Awards at Fiscal Year-End

3 unchanged sentences

unearned shares,

Ronald DaVella

April 3, 2030

Compensation of Directors

The particulars of compensation paid to our directors who are not named executive officers for the fiscal year ended March 31, 2021 are set out in the following director compensation table:

On April 3, 2020, we granted 10,000 stock options to Bruce Leitch, a director of our company.

These stock options are exercisable at the exercise price of $0.53 per share until April 2, 2030 and will vest as to one third on each anniversary of the grant date.

Bruce Leitch ( 3 )

Frank Lazaran (8)

Reflects the grant date fair value computed in accordance with FASB ASC Topic 718.

Reflects the issuance of 200,000 of restricted stock awards effective April 30, 2020 (valued at $200,000).

Reflects the grant date fair value computed in accordance with FASB ASC Topic 718.

Reflects the issuance of 250,000 stock options with an exercise price of $0.53 per share effective April 3, 2020 (valued at $132,500) and the issuance of 250,000 stock options with an exercise price of $1.07 effective March 31, 2021 (valued at $267,500).

Bruce Leitch resigned as a director of our company effective October 8, 2020.

Reflects the grant date fair value computed in accordance with FASB ASC Topic 718.

Reflects the issuance of 25,000 of restricted stock awards effective April 30, 2020 (valued at $25,000).

Reflects the grant date fair value computed in accordance with FASB ASC Topic 718.

Reflects the issuance of 50,000 stock options with an exercise price of $1.07 effective March 31, 2021 (valued at $53,500).

Effective October 8, 2020, Frank Lazaran was appointed as a director of our company.

Reflects the grant date fair value computed in accordance with FASB ASC Topic 718.

Reflects the issuance of 25,000 of restricted stock awards effective April 30, 2020 (valued at $25,000).

Reflects the grant date fair value computed in accordance with FASB ASC Topic 718.

Reflects the issuance of 50,000 stock options with an exercise price of $1.07 effective March 31, 2021 (valued at $53,500).

On April 3, 2020, we granted 10,000 stock options to Bruce Leitch, a former director of our company.

These stock options are exercisable at the exercise price of $0.53 per share until April 2, 2030.

Leitch's resignation as a director of our company effective October 8, 2020, these stock options were terminated.

On April 3, 2020, we granted 100,000 stock options to Brian Sudano, a director of our company.

These stock options are exercisable at the exercise price of $0.53 per share until April 2, 2030 and will vest as to one third on the grant date and one third will vest on each anniversary of the grant date.

These stock options are exercisable at the exercise price of $0.53 per share until April 2, 2030 and vested as to one third on the date of grant and one third vest or will vest on each anniversary of the date of grant.

On April 3, 2020, we granted 250,000 stock options to Aaron Keay, a director of our company.

These stock options are exercisable at the exercise price of $0.53 per share until April 2, 2030 and vest as to 50% on the date of grant and 50% on the one-year anniversary of the date of grant.

On April 30, 2020, we granted an award of 25,000 shares of our common stock to Bruce Leitch, a director of our company.

These shares vested on the grant date.

These stock options are exercisable at the exercise price of $0.53 per share until April 2, 2030 and vested as to 50% on the date of grant and 50% on the one-year anniversary of the date of grant.

On April 30, 2020, we granted an award of 25,000 shares of our common stock to Bruce Leitch, a former director of our company.

These shares vested on the date of grant.

On April 30, 2020, we granted an award of 25,000 shares of our common stock to Brian Sudano, a director of our company.

50% of these shares vest on the one-year anniversary of grant and 50% of these shares vest on the second year anniversary of the grant date.

50% of these shares vested on the one-year anniversary of grant and 50% of these shares will vest on the second year anniversary of the date of grant.

On April 30, 2020, we granted an award of 200,000 shares of our common stock to Aaron Keay, a director of our company.

These shares vest on the one-year anniversary of the grant date.

These shares vested on the one-year anniversary of the date of grant.

We granted these shares as "restricted awards" under our 2020 equity incentive plan.

On March 31, 2021, we granted 250,000 stock options to Aaron Keay, a director of our company.

These stock options are exercisable at the exercise price of $1.09 per share until March 31, 2031 and vested as to 50% on the date of grant and 50% on the one-year anniversary of the date of grant.

On March 31, 2021, we granted 50,000 stock options to Brian Sudano, a director of our company.

These stock options are exercisable at the exercise price of $1.09 per share until March 31, 2031 and will vest as to 50% on each anniversary of the date of grant.

On March 31, 2021, we granted 50,000 stock options to Frank Lazaran, a director of our company.

These stock options are exercisable at the exercise price of $1.09 per share until March 31, 2031 and will vest as to 50% on each anniversary of the date of grant.

On March 31, 2021, we granted an award of 25,000 shares of our common stock to Brian Sudano, a director of our company.

These shares vest on the one-year anniversary of the date of grant.

On March 31, 2021, we granted an award of 150,000 shares of our common stock to Aaron Keay, a director of our company.

These shares vest on the one-year anniversary of the date of grant.

On March 31, 2021, we granted an award of 25,000 shares of our common stock to Frank Lazaran, a director of our company.

These shares vest on the one-year anniversary of the date of grant.

We granted these shares as "restricted awards" under our 2020 equity incentive plan.

We have no formal plan for compensating our directors for their services in their capacity as directors.

5 unchanged sentences

Title of Class

Amount and Nature of

Amount and Nature

Ownership (1)

Percentage of

1 unchanged sentence

2,259,300 (4)

Ronald DaVella

Frank Lazaran

All executive officers and directors as a group (5 persons)

7,626,799 (8)

* Less than 1%.

3 unchanged sentences

(2) Percentage of common stock is based on 89,761,122 shares of our common stock issued and outstanding as of July 1, 2021.

(3) Includes 125,000 stock options that are exercisable within 60 days of the date of this annual report.

(4) Includes 75,000 stock options that are exercisable within 60 days of the date of this annual report.

(5) Consists of 475,000 stock options that are exercisable within 60 days of the date of this annual report.

(6) Includes 100,000 stock options that are exercisable within 60 days of the date of this annual report.

(7) Consists of 33,333 stock options that are exercisable within 60 days of the date of this annual report.

(3) Includes 375,000 stock options exercisable within 60 days.

(4) Includes 250,000 stock options exercisable within 60 days.

(5) Includes 825,000 stock options exercisable within 60 days.

(6) Includes 25,000 stock options exercisable within 60 days.

(7) Includes 91,666 stock options exercisable within 60 days.

(8) Includes 1,591,666 stock options exercisable within 60 days.

Changes in Control

19 unchanged sentences

Since April 1, 2017, we paid BMCSA an aggregate of $25,145 in consideration of the consulting services provided by BMCSA under the agreement.

Ronald DaVella

On May 1, 2019, we appointed Ronald DaVella as our Executive Vice President of Finance.

On April 25, 2019, we entered into an employment agreement with Ronald DaVella pursuant to which Mr.

Da Vella's position in our company.

Pursuant to the terms of the employment agreement we agreed to:

In addition, we agreed to grant Mr.

In addition, Mr.

DaVella was entitled to participate in all of our employee benefit plans provided by our company to our senior officers.

If we did not provide such plans at any time, we agreed to reimburse Mr.

DaVella for the reasonable cost of any such plans obtained privately.

We also agreed to reimburse Mr.

DaVella for any expenses that he incurred in connection with his duties under his employment agreement.

Effective as of January 1, 2020, Mr.

DaVella resigned as our Executive Vice President of Finance.

In addition, effective as of January 1, 2020, we entered into a separation agreement & release of all claims with Mr.

DaVella, pursuant to which the parties agreed that Mr.

Davella's employment with Alkaline 88, LLC ended effective January 1, 2020 and the employment agreement dated April 25, 2019 between Mr.

DaVella and The Alkaline Water Company Inc.

is terminated effective January 1, 2020.

Pursuant to the separation agreement & release of all claims, we agreed to pay Mr.

Davella five full months of severance at his then compensation level of $14,000 monthly plus $950 per month for auto and cell phone allowance, less all applicable deductions and withholdings.

We also agreed to maintain Mr.

Davella and his family on our corporate health plan until June 30, 2020 at our sole cost and expense.

In addition, we agreed to issue Mr.

Davella 50,000 shares of our common stock (issued on April 30, 2020).

Compensation for Named Executive Officers and Directors

3 unchanged sentences

Wright, David A.

Guarino, Aaron Keay, Bruce Leitch and Brian Sudano.

Guarino, Aaron Keay, Frank Lazaran and Brian Sudano.

Our common stock is listed on the Nasdaq Capital Market.

Under Nasdaq Marketplace Rule 5605(a)(2), a director is not independent if he or she is also an executive officer or employee of the corporation or was, at any time during the past three years, employed by the corporation.

Using this definition of independent director, we have three independent directors, Aaron Keay, Bruce Leitch, and Brian Sudano

Using this definition of independent director, we have three independent directors, Aaron Keay, Frank Lazaran, and Brian Sudano

PRINCIPAL ACCOUNTING FEES AND SERVICES

We were notified that AMC Auditing, LLC, our former independent registered public accounting firm, was acquired by Prager Metis CPAs, LLC, and that all of the employees of AMC Auditing, LLC were joining Prager Metis CPAs, LLC.

As a result, effective as of April 25, 2019, AMC Auditing, LLC resigned as our independent registered public accounting firm.

Concurrent with such resignation, we engaged Prager Metis CPAs, LLC to serve as our independent registered public accounting firm effective April 25, 2019.

The change of our independent registered public accounting firm from AMC Auditing, LLC to Prager Metis CPAs, LLC was approved by our board of directors.

The following table sets forth the fees billed to our company for the years ended March 31, 2020 and 2019 for professional services rendered by AMC Auditing, LLC:

Audit Related Fees

Other fees for the year ended March 31, 2019 were for quarterly reviews, consents for registration statements and comfort letters.

The following table sets forth the fees billed to our company for the years ended March 31, 2021 and 2020 for professional services rendered by Prager Metis CPAs, LLC:

Audit Related Fees

Other fees for the year ended March 31, 2020 were for quarterly reviews, consents for registration statements and comfort letters.

Other fees for the years ended March 31, 2021 and 2020 were for quarterly reviews, consents for registration statements and comfort letters.

Pre-Approval Policies and Procedures

Our audit committee reviews and pre-approves all audit and audit-related services and the fees and other compensation related thereto, and any non-audit services, provided by our independent registered public accounting firm.

All of the above services and fees were reviewed and approved by our board of directors (prior to the establishment of our audit committee) and our audit committee (subsequent to the establishment of our audit committee) before the respective services were rendered.

All of the above services and fees were reviewed and approved by our audit committee before the respective services were rendered.

Our board of directors has considered the nature and amount of fees billed by Prager Metis CPAs, LLC and by AMC Auditing, LLC and believes that the provision of services for activities unrelated to the audit is compatible with maintaining their independence.

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Certificate of Withdrawal of Certificate of Designation (incorporated by reference from our Quarterly Report on Form 10-Q, filed on November 20, 2017)

Certificate of Designation (incorporated by reference from our Current Report on Form 8-K, filed on May 19, 2021)

Amended and Restated Bylaws (incorporated by reference from our Current Report on Form 8-K, filed on October 15, 2018)

72 unchanged sentences

Form of Subscription Agreement (incorporated by reference from our Current Report on Form 8-K filed on May 13, 2020)

Sales Agreement, dated as of February 22, 2021, by and between The Alkaline Water Company Inc.

and Roth Capital Partners, LLC** (incorporated by reference from our Current Report on Form 8-K filed on February 23, 2021)

Form of Subscription Agreement (incorporated by reference from our Current Report on Form 8-K filed on March 2, 2021)

Endorsement Agreement executed May 12, 2021 by The Alkaline Water Company Inc.

and ABG-Shaq, LLC (incorporated by reference from our Current Report on Form 8-K filed on May 13, 2021)

Letter regarding Change in Certifying Accountant

22 unchanged sentences

*Filed herewith.

**Non-material schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K.

The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules and exhibits upon request by the SEC.

FORM 10-K SUMMARY

4 unchanged sentences

(Principal Executive Officer)

August 13, 2020

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

2 unchanged sentences

(Principal Executive Officer)

August 13, 2020

Chief Financial Officer, Treasurer and Director

(Principal Financial Officer and Principal Accounting

August 13, 2020

/s/ Aaron Keay

August 13, 2020

/s/ Bruce Leitch

August 13, 2020

/s/ Frank Lazaran

Frank Lazaran

/s/ Brian Sudano

August 13, 2020

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