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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