Statement of Changes in Beneficial Ownership (4)
October 22 2020 - 5:18PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Bhatnagar Anshu |
2. Issuer Name and Ticker or Trading Symbol
VERUS INTERNATIONAL, INC.
[
VRUS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer |
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(Last)
(First)
(Middle)
C/O VERUS INTERNATIONAL, INC., 9841 WASHINGTONIAN BOULEVARD, #390 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
1/1/2019 |
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(Street)
GAITHERSBURG, MD 20878
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock | 10/22/2020 | | P | | 25109375 | A | $0.0008 | 25109375 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Warrants | $0.006 | 1/1/2019 | | J (1) | | 45000000 | | 1/1/2019 | 12/31/2023 | Common Stock | 45000000 | $0 | 45000000 | D | |
| Warrants | $0.006 | 2/1/2019 | | J (1) | | 15000000 | | 2/1/2019 | 1/31/2024 | Common Stock | 15000000 | $0 | 15000000 | D | |
| Warrants | $0.006 | 5/1/2019 | | J (1) | | 22500000 | | 5/1/2019 | 4/30/2024 | Common Stock | 22500000 | $0 | 22500000 | D | |
| Warrants | $0.006 | 8/1/2019 | | J (1) | | 22500000 | | 8/1/2019 | 7/31/2024 | Common Stock | 22500000 | $0 | 22500000 | D | |
| Warrants | $0.006 | 11/1/2019 | | J (1) | | 37500000 | | 11/1/2019 | 10/31/2024 | Common Stock | 37500000 | $0 | 37500000 | D | |
| Warrants | $0.006 | 1/1/2020 | | J (1) | | 69173355 | | 1/1/2020 | 12/31/2024 | Common Stock | 69173355 | $0 | 69173355 | D | |
| Warrants | $0.006 | 2/1/2020 | | J (1) | | 45000000 | | 2/1/2020 | 1/31/2025 | Common Stock | 45000000 | $0 | 45000000 | D | |
| Warrants | $0.006 | 4/28/2020 | | A (2) | | 471883795 | | 4/28/2020 | 4/27/2025 | Common Stock | 471883795 | $0 | 471883795 | D | |
| Series C Convertible Preferred Stock | (3) | 9/25/2020 | | A | | 250000 | | 9/25/2020 | (4) | Common Stock | 25000000 | $0 | 645801 | D | |
| Explanation of Responses: |
| (1) | Issued to Reporting Person pursuant to the Employment Agreement between the Issuer and Reporting Person dated January 31, 2017. |
| (2) | Issued to Reporting Person pursuant to the Amended and Restated Employment Agreement between the Issuer and Reporting Person dated April 29, 2020. |
| (3) | Each share of Series C Convertible Preferred Stock is convertible into such number of shares equal to the Stated Value divided by the Conversion Price. "Stated Value" initially means $5.00 per share and "Conversion Price" initially means $0.05 per share. |
| (4) | The Series C Convertible Preferred Stock have no expiration date. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Bhatnagar Anshu
C/O VERUS INTERNATIONAL, INC.
9841 WASHINGTONIAN BOULEVARD, #390
GAITHERSBURG, MD 20878 | X |
| Chief Executive Officer |
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Signatures
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| /s/ Anshu Bhatnagar | | 10/22/2020 |
| **Signature of Reporting Person | Date |
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