ITEM 1.01 Entry into a Material Definitive Agreement
As of August 18, 2022, each person or entity known by Focus Universal Inc. (the
"Company") to beneficially own more than five percent (5%) of any class of the
Company's outstanding shares (the "5% or Greater Stockholders") has entered into
a lock-up agreement with the Company (the "Lock-Up Agreement") pursuant to
which, among other things, the 5% or Greater Stockholders agree not to directly
or indirectly, without the prior written consent of the Company, offer, sell,
agree to offer or sell, solicit offers to purchase, grant any call option or
purchase any put option with respect to, pledge, encumber, assign, borrow or
otherwise dispose of or transfer any shares of the Company's common stock
(including, without limitation, shares of common stock that may be deemed to be
beneficially owned by them) or securities convertible into or exercisable or
exchangeable for the Company's common stock until August 30, 2023.
The foregoing description of the Lock-Up Agreement does not purport to be
complete and is qualified in its entirety by reference to the full text of the
form of Lock-Up Agreement, a copy of which is filed as Exhibit 10.1 to this
Current Report on Form 8-K, and incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits
(d) Exhibits. The following exhibits are furnished with this Form 8-K:
Exhibit No. Description
10.1 Form of Lock-Up Agreement.
99.1 Press Release dated August 18, 2022, entitled "Focus Universal
Inc. Provides Shareholder and Product Update and Celebrates One Year
Anniversary with Ringing Nasdaq Closing Bell
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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