Item 1.01 Entry into a Material Definitive Agreement.

On July 24, 2020, NeuroOne Medical Technologies Corporation (the "Company") entered into a Securities Purchase Agreement ("Purchase Agreement") with an accredited investor (the "Purchaser"), pursuant to which the Company, in a private placement (the "Private Placement"), agreed to issue and sell 75,000 shares ("Shares") of the Company's common stock, par value $0.001 per share ("Common Stock") to the Purchaser, in exchange for $135,000.

Under the Purchase Agreement, the Company has agreed to use the net proceeds from the Private Placement for funding operations or working capital and general corporate purposes. The Company has granted the Purchaser indemnification rights with respect to its representations, warranties and agreements under the Purchase Agreement. The foregoing summary description of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the Purchase Agreement, which is attached as Exhibit 10.1 hereto and incorporated herein by reference.

The representations, warranties and covenants contained in the Purchase Agreement were made solely for the benefit of the parties to the Purchase Agreement and may be subject to limitations agreed upon by the contracting parties. Accordingly, the Purchase Agreement is incorporated herein by reference only to provide investors with information regarding the terms of such documents and not to provide investors with any other factual information regarding the Company or its business, and should be read in conjunction with the disclosures in the Company's periodic reports and other filings with the Securities and Exchange Commission.

Item 3.02. Unregistered Sales of Equity Securities.

The description set forth in Item 1.01 above is hereby incorporated by reference into this Item 3.02.

In connection with the Private Placement, the Company issued Shares to the Purchaser, who is an accredited investor, in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"), and Rule 506 of Regulation D promulgated thereunder. The Company will rely on this exemption from registration based in part on representations made by the Purchaser. The Shares have not been registered under the Securities Act or applicable state securities laws and may not be offered or sold in the United States absent registration under the Securities Act or an exemption from such registration requirements. Neither this Current Report on Form 8-K nor any exhibit attached hereto shall constitute an offer to sell or the solicitation of an offer to buy the Shares or any other securities of the Company.

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