NEUROPATHIX, INC. OTCQB Certification
I, Dean Petkanas, Chief Executive Officer of Neuropathix, Inc ("the Company"), certify that:
1. The Company is registered or required to file periodic reporting with the SEC or is exempt from SEC registration as indicated below (mark the box below that applies with an "X"):
[ X ] Company is registered under Section 12(g) of the Exchange Act
[ ] Company is relying on Exchange Act Rule 12g3-2(b)
[ ] Company is a bank that reports to a Bank Regulator under Section 12(i) of the Exchange Act
[ ] Company is a bank that is non-SEC reporting but is current in its reporting to a Banking Regulator
[ ] Company is reporting under Section 15(d) of the Exchange Act.
[ ] Company is reporting under the Alternative Reporting Company Disclosure Guidelines
[ ] Company is reporting under Regulation A (Tier 2)
[ ] Other (describe)
2. The Company is current in its reporting obligations as of the most recent fiscal year end and any subsequent quarters, and such information has been posted either on the SEC's EDGAR system or the OTC Disclosure & News Service, as applicable.
3. | The Company Profile displayed onwww.otcmarkets.com is current and complete as of | December 31, 2020 and |
includes the total shares outstanding, authorized, and in the public float as of that date. | ||
4. | Please provide the following share information as of the latest practicable date: | |
5. | The company is duly organized, validly existing and in good standing under the laws of | Delaware in which the |
Company is organized or does business. | ||
6. |
Identify any law firm and attorney(s) that acted as the Company's primary legal counsel in preparing its most recent annual report. Include the firm and attorney(s) name if outside counsel, or name and title if internal counsel. (If no attorney assisted in putting together the disclosure, the Company must identify the person or persons who prepared the disclosure and their relationship to the company.) Please also identify any other attorney, if different than the primary legal counsel, that assisted the company during the prior fiscal year on any matter including but not limited to, preparation of disclosure, press releases, consulting services, corporate action or merger assistance, etc.
The data in this chart is as of: | March 31, 2021 | |
Shares Authorized | (A) | 200,000,000 Common 5,000,000 Preferred |
Total Shares Outstanding | (B) | 93,374,531 Common 75 Series A Pfd 75 Series B Pfd. |
Restricted Shares | (C) | 72,437,611 |
Unrestricted Shares Held by Officers, Directors, 10% Holders & Affiliates | (D) | 0 |
Public Float1: Subtract Lines C and D from Line B | (E) | 20,936,920 |
% Public Float: Line E Divided by Line B (as a %) | (F) | 22.42% |
Number of Beneficial Shareholders of at least 100 shares | (G) | 755 |
1 Public Float shall mean the total number of unrestricted shares not held directly or indirectly by an officer, director, any person who is the beneficial owner of more than 10 percent of the total shares outstanding (a "control person"), or any Affiliates thereof, or any Family Members of officers, directors and control persons. Family Member shall mean a Person's spouse, parents, children and siblings, whether by blood, marriage or adoption, or anyone residing in such Person's home.
OTC Markets Group Inc.
March 25, 2020
Procopio Cory Hargreaves and Savitch LLP Christopher L. Tinen, Esq.
7. The following is a complete list of third party providers, including names and addresses, engaged by the Company, its officers, directors or controlling shareholders, during the period from the Company's prior fiscal year end to the date of this OTCQB Certification, to provide investor relations services, public relations services, marketing, brand awareness, consulting, stock promotion, or any other related services to the Company. Please describe the services provided by each third party provider listed below.
Cor IR
Investor Relations involved in managing the Company's Web IR interface on the Company's website
CMW Media LLC
Media Relations involved in assisting the company in communications with media outlets and publications
8.
Convertible DebtUse the chart and additional space below to list and describe all promissory notes, convertible notes, convertible debentures, or any other debt instruments that may be converted into a class of the issuer's equity securities that were issued or outstanding at any time during the last complete fiscal year and any interim period between the last fiscal year end and the date of this OTCQB Certification:
Check this box if there were no promissory notes, convertible notes, or other convertible debt arrangements issued or outstanding at any point during the last complete fiscal year and any interim period between the last fiscal year end and the date of this OTCQB Certification:[ ]
Date of Note Issuance | Outstanding Balance ($) | Principal Amount at Issuance ($) | Interest Accrued ($) | Maturity Date | Conversion Terms (e.g. pricing mechanism for determining conversion of instrument to shares) | # Shares Converted to Date | Name of Noteholder (entities must have individual with voting / investment control disclosed).2 | Reason for Issuance (e.g. Loan, Services, etc.) |
Decemb er 23, 2019 | 100,000 | $100,000 | $10,0 00.00) | 12/22/ 21 | Conversion price of 75% of average closing price of Company's common stock on fifteen days prior to conversion. Floor of $.75 and ceiling of $7.50 per share. Not convertible by Holder after first six months. | 0 | Robert Brooks | Loan / Investment |
2 International Reporting Companies may elect not to disclose the names of noteholders who are non-affiliates of the company. "Affiliate" is a Person that directly, or indirectly through one or more intermediaries, controls or is controlled by, or is under common control with, an officer, a director, or a shareholder beneficially-owning 10 percent or more of the Company's outstanding shares.
January 23, 2020 | $100,000 | $100,000 | $9,33 3.00) | Janua ry 22, 2022 | Conversion price of 75% of average closing price of Company's common stock on fifteen days prior to conversion. Floor of $.75 and ceiling of $7.50 per share. Not convertible by Holder after first six months. | 0 | Kettner Investments LLC Managing Member: John Huemoeller | Loan / Investment |
Februar y 3, 2020 | $100,000 | $50,000 | $4,33 3.00 | Febru ary 2, 2022 | Conversion price of 75% of average closing price of Company's common stock on fifteen days prior to conversion. Floor of $.75 and ceiling of $7.50 per share. Not convertible by Holder after first six months. | 0 | Stuart W. Titus | Loan / Investment |
March 10, 2020 March 10, 2020 | $14,000 $0 | $105,000 $105,000 | $700. 00 $0 | March 10, 2021 March 10, 2021 | No conversion for first 6 mos. Conversion price the lesser
| 774,216 792,856 | BHP Capital NY, Inc. President: Bryan Pantofel Jefferson Street Capital, LLC Managing Member: Brian Goldberg | Loan / Investment Loan / Investment |
June 6, 2020
$55,000
$55,000
$4,95 0
June 6, 2021
No conversion for first 6 mos. Conversion price the lesser
0
Crown Bridge Partners, LLC
Loan / Investment
of $.75 or 68%
Managing Member:
of the average
of the 2 lowest trading prices for the common stock during 15 days prior to conversion.
Seth Adhoot
June 19, 2020
$150,000
$150,000
$13,5 00
June 19, 2021
No conversion for first 6 mos. Conversion price the lowest trading price for the common stock during 2 days prior to conversion.
Auctus Fund, LLC
0
Loan / Investment
Managing Member:
Louis Posner
Use the space below to provide any additional details, including footnotes to the table above:
9. Officers, Directors and Control Persons
The following is a complete list of Officers, Directors and Control Persons (control persons are beneficial owners of more than five percent (5%) of any class of the issuer's equity securities), including name, address, and number of shares owned. Options and warrants that can be converted into common shares within the next 60 days should be included in the
shareholdings listed below. If any of the beneficial shareholders are corporate entities, provide the name and address of the person(s) owning or controlling such corporate entities.
Name | City and State (and Country if outside US) | Number of Shares Owned (list common, warrants and options separately) | Percentage of Class of Shares Owned |
Dean Petkanas | Lloyd Harbor, NY | 18,433,242 | 19.15% |
Golden Gate Capital Partners, LLC Managing Member: Dean Petkanas | Lloyd Harbor, NY | 6,518,095 | 6.71% |
Thomas Kikis | Flushing, NY | 5,454,125 | 6.25% |
Mark Corrao | Staten Island, NY | 1,546,875 | 1.77% |
William Kinney | Newtown, PA | 1,526,875 | 1.75% |
Robert Malasek | Lakeside, CA | 250,000 | .27% |
Blake Schroeder | Rancho Santa Fe, CA | 250,000 | .27% |
Timothy Scott | Chula Vista, CA | 250,000 | .27% |
Medical Marijuana, Inc. CEO: Blake Schroeder | San Diego, CA | 20,467,553 | 19.17% |
Kettner Investments LLC Managing Member: John Huemoeller | San Diego, CA | 6,817,067 | 7.30% |
10. Certification
Date: April 25, 2022
Name of Certifying CEO or CFO: Dean Petkanas
Title: Chief Executive Officer
Signature: /Dean Petkanas/
(Digital Signatures should appear as "/s/ [OFFICER NAME]")
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Disclaimer
Neuropathix Inc. published this content on 25 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 April 2022 17:39:06 UTC.
