Item 1.01 Entry into a Material Definitive Agreement





Background

On July 29, 2021, we filed a Form 8-K reporting that on July 27, 2021 we entered into a Common Stock Purchase Agreement ("CSPA") with Triton Funds, LP, a Delaware limited partnership ("Triton"), giving us the option to sell up to $1,000,000 worth of our common stock to Triton, in increments, pursuant to Purchase Notices that we issue to Triton and filing an S-1 Registration Statement, which S-1 the SEC declared effective on August 13, 2021.

No Further Purchase Notices

On October 20, 2021, our Board of Directors determined not to deliver any Purchase Notices to Triton setting forth the Purchase Notice Shares, which we would have otherwise required Triton to purchase.

Item 9.01 Financial Statements and Exhibits.

Exhibit Description



10.1      Common Stock Purchase Agreement dated July 27, 2021   (previously filed
        as Exhibit 10.1 on Form 8-K on July 29, 2021)

104     Cover Page Interactive Data File (embedded within the Inline XBRL
        document)

© Edgar Online, source Glimpses