Mga Batayang Estadistika
| LEI | 549300TVHCHY3640I014 |
| CIK | 1527613 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to CIMG Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| September 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 2, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissio |
|
| September 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 2, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissio |
|
| September 2, 2025 |
CIMG Inc. Completes the Previously Announced Sale of $55 Million of its Common Stock for 500 Bitcoin Exhibit 99.1 CIMG Inc. Completes the Previously Announced Sale of $55 Million of its Common Stock for 500 Bitcoin BEIJING, China, September 2, 2025 – CIMG Inc. (“CIMG” or the “Company”) (Nasdaq: IMG), a business group specializing in digital health and sales development, which utilizes technology and marketing to enhance its partners’ sales growth and commercial value, today announced that on Sept |
|
| August 28, 2025 |
Exhibit 99.1 CIMG Inc. Announces the execution of Securities Purchase Agreement for the sale of $55 Million its Common Stock in Exchange for 500 Bitcoin Bolstering the Company’s Digital Asset Reserves BEIJING, Aug. 27, 2025 /PRNewswire/ - CIMG Inc. (“CIMG” or the “Company”) (Nasdaq: IMG), a business group specializing in digital health and sales development, which utilizes technology and marketing |
|
| August 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 27, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| August 27, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT, dated as of August 25, 2025 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among CIMG Inc., a Nevada corporation (the “Company”), and the persons and entities listed on the schedule of investors attach |
|
| August 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 25, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| August 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission F |
|
| August 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| August 26, 2025 |
CONVERTIBLE NOTE PURCHASE AGREEMENT Exhibit 10.1 CONVERTIBLE NOTE PURCHASE AGREEMENT This Convertible Note Purchase Agreement, dated as of August 21, 2025 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among CIMG Inc., a Nevada corporation (the “Company”), and the persons and entities listed on the schedule of inve |
|
| August 26, 2025 |
CIMG INC. CONVERTIBLE PROMISSORY NOTE Note due August 31, 2026 Exhibit 10.2 THIS CONVERTIBLE PROMISSORY NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS CONVERTIBLE PROMISSORY NOTE HAS BEEN ISSUED PURSUANT TO A SAFE HARBOR FROM REGISTRATION UNDER REGULATION S PROMULGATED UNDER THE SECURITIES ACT. THE SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERS |
|
| August 26, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-39338 CIMG In |
|
| August 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission F |
|
| August 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission F |
|
| August 11, 2025 |
Exhibit 10.1 |
|
| August 6, 2025 |
CIMG Inc.’s Huomao Baijiu Launches on Major E-Commerce Platforms, Initiates Global Expansion Exhibit 99.1 CIMG Inc.’s Huomao Baijiu Launches on Major E-Commerce Platforms, Initiates Global Expansion Beijing, China, August 1, 2025–CIMG Inc. (“CIMG” or the “Company”) (NASDAQ: IMG), a company with a heritage in specialty coffee and an emerging business in broader consumer food and beverage products, today announced that its subsidiary Shanghai Huomao Cultureal Development Co., Ltd. (“Huomao” |
|
| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission F |
|
| July 30, 2025 |
Policy Relating to Recovery of Erroneously Awarded Compensation Exhibit 97.1 CIMG Inc. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION In accordance with the applicable rules of The Nasdaq Stock Market (the “Nasdaq Rules”), Section 10D and Rule 10D-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (“Rule 10D-1”), the Board of Directors (the “Board”) of CIMG Inc. (the “Company”) has adopted this Policy for Recovery of Erroneously |
|
| July 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 001-39338 CIMG Inc. (exact name of registrant as spe |
|
| July 30, 2025 |
Insider Trading Policies and Procedures Exhibit 19.1 Insider Trading Policy This Insider Trading Policy describes the standards of CIMG Inc. and its subsidiaries (the “Company”) on trading, and causing the trading of, the Company’s securities or securities of certain other publicly traded companies while in possession of confidential information. This Policy is divided into two parts: the first part prohibits trading in certain circumst |
|
| July 30, 2025 |
Exhibit 14.1 CIMG INC. Code of Ethics and Business Conduct 1. Introduction. 1.1 The Board of Directors (the “Board”) of CIMG Inc. (the “Company”) has adopted this Code of Ethics and Business Conduct (the “Code”) in order to: (a) promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest; (b) promote full, fair, accurate, timely and understandable |
|
| July 30, 2025 |
Exhibit 10.37 Cooperation agreement Party A: Zhongyan Shangyue Technology Co., Ltd(hereinafter referred to as Party A) Unified social credit code: Address: 6107, 6th Floor, Building C4, No.1 Huangchang West Road, Dougezhuang, Chaoyang District, Beijing person: Jianshuang Wang Contact number: Party B: Hangzhou Yikang Yimei Health Technology Co., LTD. (hereinafter referred to as Party B) Social cred |
|
| July 30, 2025 |
Exhibit 21.1 SUBSIDIAIRES OF CIMG INC. Subsidiaries Place of Incorporation Wewin Technology LLC State of Florida DZR Tech Limited Hong Kong SAR CIMG Pte. Ltd. Singapore Zhongyan Shangyue Technology Co., Ltd. People’s Republic of China Henan Zhongyan Shangyue Technology Co. Ltd People’s Republic of China Shanghai Huomao Cultural Development Co., Ltd. People’s Republic of China Xilin Online (Beijing |
|
| July 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement CIMG INC. (Name of Registrant A |
|
| July 21, 2025 |
Exhibit 14.1 CIMG INC. Code of Ethics and Business Conduct 1. Introduction. 1.1 The Board of Directors (the “Board”) of CIMG Inc. (the “Company”) has adopted this Code of Ethics and Business Conduct (the “Code”) in order to: (a) promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest; (b) promote full, fair, accurate, timely and understandable |
|
| July 21, 2025 |
Policy Relating to Recovery of Erroneously Awarded Compensation Exhibit 97.1 CIMG Inc. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION In accordance with the applicable rules of The Nasdaq Stock Market (the “Nasdaq Rules”), Section 10D and Rule 10D-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) (“Rule 10D-1”), the Board of Directors (the “Board”) of CIMG Inc. (the “Company”) has adopted this Policy for Recovery of Erroneously |
|
| July 21, 2025 |
Insider Trading Policies and Procedures Exhibit 19.1 Insider Trading Policy This Insider Trading Policy describes the standards of CIMG Inc. and its subsidiaries (the “Company”) on trading, and causing the trading of, the Company’s securities or securities of certain other publicly traded companies while in possession of confidential information. This Policy is divided into two parts: the first part prohibits trading in certain circumst |
|
| July 21, 2025 |
Exhibit 10.37 Cooperation agreement Party A: Zhongyan Shangyue Technology Co., Ltd(hereinafter referred to as Party A) Unified social credit code: Address: 6107, 6th Floor, Building C4, No.1 Huangchang West Road, Dougezhuang, Chaoyang District, Beijing person: Jianshuang Wang Contact number: Party B: Hangzhou Yikang Yimei Health Technology Co., LTD. (hereinafter referred to as Party B) Social cred |
|
| July 21, 2025 |
Exhibit 21.1 SUBSIDIAIRES OF CIMG INC. Subsidiaries Place of Incorporation Wewin Technology LLC State of Florida DZR Tech Limited Hong Kong SAR CIMG Pte. Ltd. Singapore Zhongyan Shangyue Technology Co., Ltd. People’s Republic of China Henan Zhongyan Shangyue Technology Co. Ltd People’s Republic of China Shanghai Huomao Cultural Development Co., Ltd. People’s Republic of China Xilin Online (Beijing |
|
| July 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 001-39338 CIMG Inc. (exact name of registrant as specified in its charte |
|
| July 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission Fi |
|
| July 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission Fi |
|
| July 18, 2025 |
CIMG Inc. Announces Huomao Culture Global Promotion Ambassadors Exhibit 99.1 CIMG Inc. Announces Huomao Culture Global Promotion Ambassadors Beijing, China, July 17, 2025 — CIMG Inc. (“CIMG” or the “Company”) (NASDAQ: IMG), a company with a heritage in specialty coffee and an emerging business in broader consumer food and beverage products, today announced the launch of the Huomao Global Investment Promotion Plan. As part of this initiative, the Company has ap |
|
| July 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement CIMG INC. (Name of Registrant A |
|
| July 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission Fi |
|
| July 2, 2025 |
Delist Determination Letter from Nasdaq Exhibit 99.1 Delist Determination Letter from Nasdaq Beijing, China, July 2, 2025 — CIMG Inc. (“CIMG” or the “Company”) (Nasdaq: IMG), a business group specializing in digital health and sales development, which utilizes technology and marketing to enhance its partners’ sales growth and commercial value, today announced on June 27, 2025, it received a delist determination letter from the Listing Q |
|
| June 27, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission Fi |
|
| June 27, 2025 |
CIMG Inc. to Host Appreciation Dinner in Shanghai to Mark Huomao Integration Exhibit 99.1 CIMG Inc. to Host Appreciation Dinner in Shanghai to Mark Huomao Integration Beijing, China, June 25, 2025 — CIMG Inc. (“CIMG” or the “Company”) (NASDAQ: IMG), a company with a heritage in specialty coffee and an emerging business in broader consumer food and beverage products, today announced that it will host an Appreciation Dinner on July 13, 2025, in Shanghai. The event is organiz |
|
| June 10, 2025 |
Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission Fil |
|
| June 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission Fil |
|
| June 5, 2025 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT, dated as of June 2, 2025 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among CIMG Inc., a Nevada corporation (the “Company”), and the persons and entities listed on the schedule of investors attached |
|
| June 5, 2025 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), dated as of June 2, 2025 is by and among each person named on the signature page hereto (each, an “Investor” and collectively, the “Investors”), and CIMG Inc., a Nevada corporation (the “Company”). RECITALS WHEREAS, the Company and the Investors have entered into that certain Securities Purchase Agree |
|
| May 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission Fil |
|
| May 22, 2025 |
Notification of Non-Compliace from Nasdaq Exhibit 99.1 Notification of Non-Compliace from Nasdaq Beijing, China, May 22, 2025 — CIMG Inc. (“CIMG” or the “Company”) (NASDAQ: IMG), a business group specializing in digital health and sales development, which utilizes technology and marketing to enhance its partners’ sales growth and commercial value, today announced on May 19, 2025, the Company received a notice (the “Quarterly Report Notice |
|
| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission Fil |
|
| May 15, 2025 |
EX-10.1 2 ex10-1.htm EX-10.1 Exhibit 10.1 |
|
| May 2, 2025 |
Exhibit 99.1 CIMG Inc. Completes Acquisitions of Shanghai Huomao and Beijing Xilin and Appoints Mr. Xiaocheng Hao as its Chief Operating Officer Beijing, China, April 30, 2025 — CIMG Inc. (“CIMG” or the “Company”) (NASDAQ: IMG), a company with a heritage in specialty coffee and an emerging business in broader consumer food and beverage products, today announced the completion its acquisitions of S |
|
| May 2, 2025 |
Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of April 30, 2025 (the “Effective Date”), by and between CIMG Inc, a Nevada corporation (the “Company”), and Mr. Xiaocheng Hao, an individual (the “Executive”) (individually, each a “Party” and collectively, the “Parties”). Except with respect to the direct employment of the Executive by the Company, |
|
| May 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission F |
|
| April 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission F |
|
| March 28, 2025 |
Regulation FD Disclosure, Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission F |
|
| March 28, 2025 |
Exhibit 99.1 CIMG Inc. entered into a Business Cooperation Intent Agreement with Xilin Online (Beijing) E-commerce Co., Ltd. Beijing, China, March 27, 2025 — CIMG Inc. (“CIMG” or the “Company”) (NASDAQ: IMG), a company with a heritage in specialty coffee and an emerging business in broader consumer food and beverage products, today announced that its wholly-owned subsidiary in China, Zhongyan Shan |
|
| March 19, 2025 |
Exhibit 99.1 CIMG Inc. entered into a Business Cooperation Intent Agreement with Shanghai Huomao Cultural Development Co., Ltd. Beijing, China, March 19, 2025 — CIMG Inc. (“CIMG” or the “Company”) (NASDAQ: IMG), a company with a heritage in specialty coffee and an emerging business in broader consumer food and beverage products, today announced that its wholly-owned subsidiary in China, Zhongyan S |
|
| March 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission F |
|
| March 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission F |
|
| February 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement CIMG INC. (Name of Registrant A |
|
| February 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 19, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissio |
|
| February 24, 2025 |
CIMG Inc. Received Letters from Nasdaq regarding Deficiencies in the Periodic Report Exhibit 99.1 CIMG Inc. Received Letters from Nasdaq regarding Deficiencies in the Periodic Report Beijing, China, February 24, 2025 — CIMG Inc. (“CIMG” or the “Company”) (NASDAQ: IMG), a company with a heritage in specialty coffee and an emerging business in broader consumer food and beverage products, announced that it received letters from Nasdaq regarding deficiencies in the periodic report. Pe |
|
| February 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement CIMG INC. (Name of Registrant A |
|
| February 12, 2025 |
Amendment No. 1 to the Convertible Note and Warrant Purchase Agreement dated February 11, 2025 Exhibit 10.1 AMENDMENT NO. 1 TO THE CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT This Amendment No. 1 (the “Amendment”) to the Convertible Note and Warrant Purchase Agreement (the “SPA”) dated December 12, 2024, is made and entered into as of February 11, 2025, by and between CIMG Inc., a Nevada corporation (the “Company”), and the persons and entities listed on the schedule of investors attach |
|
| February 12, 2025 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or orga |
|
| February 12, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissio |
|
| January 24, 2025 |
Letter from MaloneBailey, LLP to the Securities and Exchange Commission dated January 23, 2025. Exhibit 16.1 January 23, 2025 U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 We have read the statements under Item 4.01 of the Current Report on Form 8-K of CIMG Inc. to be filed with the Securities and Exchange Commission on or about January 24, 2025. We agree with all statements pertaining to us. We have no basis on which to agree or disagree with the other stat |
|
| January 24, 2025 |
Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 20, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| January 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| January 23, 2025 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2024 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or org |
|
| January 21, 2025 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 14, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| January 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 9, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| January 15, 2025 |
Exhibit 99.1 CIMG Inc. Announces that Maca Beverages Has Been Awarded the 2024 China Annual Most Innovative New Consumer Brand Award Beijing, China, January 15, 2025 — CIMG Inc. (“CIMG” or the “Company”) (NASDAQ: IMG), a company with a heritage in specialty coffee and an emerging business in broader consumer food and beverage products, today announced that Maca Noli , a beverage product of CIMG, h |
|
| January 15, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2025 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| December 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition P |
|
| December 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2024 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissio |
|
| December 17, 2024 |
Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), dated as of December 12, 2024 is by and among each person named on the signature page hereto (each, an “Investor” and collectively, the “Investors”), and CIMG Inc., a Nevada corporation (the “Company”). RECITALS WHEREAS, the Company and the Investors have entered into that certain Convertible Note and |
|
| December 17, 2024 |
Exhibit 10.3 THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE TRANSFERRED EXCEPT UPON DELIVERY TO THE COMPANY OF AN OPINION OF COUNSEL SATISFACTORY IN FORM AND SUBSTANCE TO IT THAT SUCH TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT MAY |
|
| December 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2024 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissio |
|
| December 17, 2024 |
Exhibit 10.1 CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT This Convertible Note and Warrant Purchase Agreement, dated as of December 12, 2024 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among CIMG Inc., a Nevada corporation (the “Company”), and the persons and entities list |
|
| December 17, 2024 |
Exhibit 10.2 THIS CONVERTIBLE PROMISSORY NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS CONVERTIBLE PROMISSORY NOTE HAS BEEN ISSUED PURSUANT TO A SAFE HARBOR FROM REGISTRATION UNDER REGULATION S PROMULGATED UNDER THE SECURITIES ACT. THE SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERS |
|
| December 6, 2024 |
Exhibit 4.1 CIMG INC. 2024 SHARE INCENTIVE PLAN 1. Purpose of the Plan. This 2024 Equity Incentive Plan (the “Plan”) is intended as an incentive, to retain in the employment of and as directors, officers, consultants, advisors and employees to CIMG Inc., a Nevada corporation (the “Company”), and any Subsidiary of the Company, within the meaning of Section 424(f) of the United States Internal Reven |
|
| December 6, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) CIMG Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees |
|
| December 6, 2024 |
As filed with the Securities and Exchange Commission on December 6, 2024 As filed with the Securities and Exchange Commission on December 6, 2024 Registration No. |
|
| December 5, 2024 |
IMG / CIMG Inc. / Yang Yalan Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1) * Under the Securities Exchange Act of 1934 CIMG Inc. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Yalan Yang No. 1288, Xuelin Street, Qiantang District, Hangzhou City, Zhejiang Province, China +86 |
|
| December 5, 2024 |
IMG / CIMG Inc. / Chen Yanqin Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1) * Under the Securities Exchange Act of 1934 CIMG Inc. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Yanqin Chen 4-104, JingJiLuFu, Changping District Beijing, China +86 13501274842 (Name, Address and |
|
| December 5, 2024 |
IMG / CIMG Inc. / Liu Yujie Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 2) * Under the Securities Exchange Act of 1934 CIMG Inc. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Yujie Liu Sertus Incorporations (Cayman) Limited, P.O. Box 2547, Sertus Chambers, Governors Square, |
|
| December 5, 2024 |
IMG / CIMG Inc. / Perez Dai Dixon Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1) * Under the Securities Exchange Act of 1934 CIMG INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Dixon Perez Dai UNIT 2111 CITYLAND HERRERA TOWER VA RUFINO STREET MAKATI CITY 1227 +63 9065 196 304 |
|
| November 29, 2024 |
Exhibit 10.33 CONVERTIBLE NOTE PURCHASE AGREEMENT This Convertible Note Purchase Agreement, dated as of August 20, 2024 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among NuZee, Inc., a Nevada corporation (the “Company”), and the persons and entities listed on the schedule of i |
|
| November 29, 2024 |
Exhibit 10.38 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), dated as of September 24, 2024 is by and among each person named on the signature page hereto (each, an “Investor” and collectively, the “Investors”), and NuZee, Inc., a Nevada corporation (the “Company”). RECITALS WHEREAS, the Company and the Investors have entered into that certain Securities Purch |
|
| November 29, 2024 |
Exhibit 10.40 CIMG INC. 2024 SHARE INCENTIVE PLAN 1. Purpose of the Plan. This 2024 Equity Incentive Plan (the “Plan”) is intended as an incentive, to retain in the employment of and as directors, officers, consultants, advisors and employees to CIMG Inc., a Nevada corporation (the “Company”), and any Subsidiary of the Company, within the meaning of Section 424(f) of the United States Internal Rev |
|
| November 29, 2024 |
Exhibit 10.35 THIS CONVERTIBLE PROMISSORY NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS CONVERTIBLE PROMISSORY NOTE HAS BEEN ISSUED PURSUANT TO A SAFE HARBOR FROM REGISTRATION UNDER REGULATION S PROMULGATED UNDER THE SECURITIES ACT. THE SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PER |
|
| November 29, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) CIMG Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1)(2) Proposed Maximum Offering Price Per Unit (3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fe |
|
| November 29, 2024 |
Exhibit 10.37 THIS CONVERTIBLE PROMISSORY NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS CONVERTIBLE PROMISSORY NOTE HAS BEEN ISSUED PURSUANT TO A SAFE HARBOR FROM REGISTRATION UNDER REGULATION S PROMULGATED UNDER THE SECURITIES ACT. THE SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PER |
|
| November 29, 2024 |
Exhibit 21.1 List of Company Subsidiaries Entity State of Incorporation/Formation WEWIN TECHNOLOGY LLC State of Florida DZR Tech Limited Hong Kong Zhongyan Shangyue Technology Co., Ltd. People’s Republic of China |
|
| November 29, 2024 |
As filed with the Securities and Exchange Commission on November 29, 2024 As filed with the Securities and Exchange Commission on November 29, 2024 Registration No. |
|
| November 29, 2024 |
Exhibit 10.36 THIS CONVERTIBLE PROMISSORY NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS CONVERTIBLE PROMISSORY NOTE HAS BEEN ISSUED PURSUANT TO A SAFE HARBOR FROM REGISTRATION UNDER REGULATION S PROMULGATED UNDER THE SECURITIES ACT. THE SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PER |
|
| November 29, 2024 |
Exhibit 10.39 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT, dated as of September 24, 2024 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among NuZee, Inc., a Nevada corporation (the “Company”), and the persons and entities listed on the schedule of investors |
|
| November 29, 2024 |
Exhibit 10.34 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “ Agreement”), dated as of August 20, 2024 is by and among each person named on the signature page hereto (each, an “Investor” and collectively, the “Investors”), and NuZee, Inc., a Nevada corporation (the “Company”). RECITALS WHEREAS, the Company and the Investors have entered into that certain Convertible Note P |
|
| November 21, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 21, 2024 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissio |
|
| November 21, 2024 |
Exhibit 99.1 CIMG Inc. Announces Agreements with Certain Distributors to Sell Maca Beverage in Lawson and uSmile PetroChina Stores Beijing, China, November 21, 2024 — CIMG Inc. (“CIMG” or the “Company”) (NASDAQ: IMG), a company with a heritage in specialty coffee and an emerging business in broader consumer food and beverage products, today announced that Zhongyan Shangyue Technology Co., Ltd (“Zh |
|
| November 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2024 CIMG Inc. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| November 4, 2024 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with resp |
|
| November 4, 2024 |
NUZE / NuZee, Inc. / LI MIN Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 2)* Under the Securities Exchange Act of 1934 CIMG Inc. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Min Li 37−111 YIANMEN NO.1, NANAN, CHAOYANG DIST, BEIJING CHINA +86 18518575992 (Name, Address and T |
|
| November 4, 2024 |
NUZE / NuZee, Inc. / Yu Wenwen Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 2) * Under the Securities Exchange Act of 1934 CIMG Inc. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Wenwen Yu Coastal Building, Wickham’s Cay II, P. O. Box 2221, Road Town, Tortola, VG1110, British V |
|
| November 4, 2024 |
NUZE / NuZee, Inc. / Liu Xiaodong Passive Investment SC 13G 1 formsc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CIMG Inc. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Xiaodong Liu FLAT 01A1, 10/F CARNIVAL COMM BLDG, 18 JAVA RD, NORTH POINT, HONG KONG + 86 16619757338 (Name, Address and Tele |
|
| October 28, 2024 |
Exhibit 3.1 |
|
| October 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissi |
|
| October 28, 2024 |
NUZEE, INC. to Change its Name to CIMG Inc. and Trading Symbol to IMG Exhibit 99.1 NUZEE, INC. to Change its Name to CIMG Inc. and Trading Symbol to IMG Beijing, China, October 28, 2024——NUZEE, INC., (the “Company”) (NASDAQ：NUZE) a company with a heritage in specialty coffee and an emerging business in broader consumer food and beverage products, today announced that the Company has filed with the Secretary of State of the State of Nevada a Certificate of Amendment |
|
| October 24, 2024 |
NUZE / NuZee, Inc. / Liu Yumei Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 4)* Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Yumei Liu Chaoyang District, Yi An Men 37-111, 100000, Beijing, China. +86-18825235796 (Name, Addr |
|
| October 24, 2024 |
NUZE / NuZee, Inc. / Zhang Xiang Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 3) * Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Xiang Zhang Room 507-1, Building 2, No. 3, Liansheng Road, Wuchang Street, Yuhang District, Hangzhou City, Zhejiang Provinc |
|
| October 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissi |
|
| October 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissi |
|
| October 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissi |
|
| October 18, 2024 |
NUZEE, INC. Establishes Offices in Multiple Regions around the World to Expand its Global Business Exhibit 99.1 NUZEE, INC. Establishes Offices in Multiple Regions around the World to Expand its Global Business Beijing, China, October 17, 2024——NUZEE, INC., (“NUZEE” or the “Company”) (NASDAQ：NUZE) a company with a heritage in specialty coffee and an emerging business in broader consumer food and beverage products, today announced that the Company has moved its U.S. operations from California to |
|
| October 17, 2024 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the common sto |
|
| October 17, 2024 |
NUZE / NuZee, Inc. / YANG YUBO Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Yubo Yang UNIT 3709, 37/F, TOWER 2, LIPPO CENTRE 89 QUEENSWAY, ADMIRALTY,HK + 86 15611602308 (Name, Address and Telephone Number of Person Author |
|
| October 16, 2024 |
NUZE / NuZee, Inc. / Jiang Shelei Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 2) * Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Shelei Jiang 112 ROBINSON ROAD #03-01, ROBINSON 112 Singapore +852 52617523 (Name, Address and Telephone Number of Person A |
|
| October 16, 2024 |
NUZE / NuZee, Inc. / DAI XIANGRONG Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 2)* Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Xiangrong Dai No. 4-104, Jingjilufu, Changping Dist, Beijing China +86 19164713048 (Name, Address and Telephone Number of Pe |
|
| October 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissi |
|
| October 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive Information Statement NUZEE, INC. (Name of Registrant |
|
| October 2, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commis |
|
| September 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 24, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commis |
|
| September 30, 2024 |
Form of Securities Purchase Agreement Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT, dated as of September 24, 2024 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among NuZee, Inc., a Nevada corporation (the “Company”), and the persons and entities listed on the schedule of investors a |
|
| September 30, 2024 |
Form of Registration Rights Agreement Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), dated as of September 24, 2024 is by and among each person named on the signature page hereto (each, an “Investor” and collectively, the “Investors”), and NuZee, Inc., a Nevada corporation (the “Company”). RECITALS WHEREAS, the Company and the Investors have entered into that certain Securities Purcha |
|
| September 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive Information Statement NUZEE, INC. (Name of Registrant |
|
| September 20, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 20, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commis |
|
| September 20, 2024 |
Nuzee, Inc. Announces Endorsement Agreement Between Macanuoli and Five Sports Champions Exhibit 99.1 Nuzee, Inc. Announces Endorsement Agreement Between Macanuoli and Five Sports Champions VISTA, California, September 20, 2024——NUZEE, INC., (“NUZEE”or the “Company”) (NASDAQ：NUZE) a Company with a heritage in specialty coffee and an emerging business in broader consumer food and beverage products, today announced that the Company has signed an endorsement agreement with five sports ch |
|
| September 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 10, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commis |
|
| September 9, 2024 |
Exhibit 10.1 |
|
| September 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commiss |
|
| September 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commiss |
|
| September 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 31, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissio |
|
| September 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
|
| August 27, 2024 |
NUZE / NuZee, Inc. / Zhang Xiang Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 2) * Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Xiang Zhang Room 507-1, Building 2, No. 3, Liansheng Road, Wuchang Street, Yuhang District, Hangz |
|
| August 27, 2024 |
NUZE / NuZee, Inc. / Liu Yumei Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 3)* Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Yumei Liu Chaoyang District, Yi An Men 37-111, 100000, Beijing, China. +86-18825235796 (Name, Addr |
|
| August 27, 2024 |
NUZE / NuZee, Inc. / DAI XIANGRONG Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1)* Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Xiangrong Dai No. 4-104, Jingjilufu, Changping Dist, Beijing China +86 19164713048 (Name, Address |
|
| August 27, 2024 |
NUZE / NuZee, Inc. / LI MIN Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1)* Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Min Li 37−111 YIANMEN NO.1, NANAN, CHAOYANG DIST, BEIJING CHINA +86 18518575992 (Name, Address and |
|
| August 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissio |
|
| August 26, 2024 |
Form of Convertible Note Purchase Agreement Exhibit 10.1 CONVERTIBLE NOTE PURCHASE AGREEMENT This Convertible Note Purchase Agreement, dated as of August 20, 2024 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among NuZee, Inc., a Nevada corporation (the “Company”), and the persons and entities listed on the schedule of in |
|
| August 26, 2024 |
Form of Registration Rights Agreement Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), dated as of August 20, 2024 is by and among each person named on the signature page hereto (each, an “Investor” and collectively, the “Investors”), and NuZee, Inc., a Nevada corporation (the “Company”). RECITALS WHEREAS, the Company and the Investors have entered into that certain Convertible Note Pur |
|
| August 26, 2024 |
Form of Convertible Promissory Note Exhibit 10.2 THIS CONVERTIBLE PROMISSORY NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS CONVERTIBLE PROMISSORY NOTE HAS BEEN ISSUED PURSUANT TO A SAFE HARBOR FROM REGISTRATION UNDER REGULATION S PROMULGATED UNDER THE SECURITIES ACT. THE SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERS |
|
| August 21, 2024 |
NuZee, Inc. 2865 Scott St. Suite 107 Vista, California 92081 August 21, 2024 NuZee, Inc. 2865 Scott St. Suite 107 Vista, California 92081 August 21, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Jenna Hough Re: NuZee, Inc. Registration Statement on Form S-1 File 333-281450 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), NuZee, Inc. ( |
|
| August 20, 2024 |
NUZEE, INC. Reports Fiscal Third Quarter 2024 Results Exhibit 99.1 NUZEE, INC. Reports Fiscal Third Quarter 2024 Results VISTA, California, August 20, 2024——NUZEE, INC., (“NUZEE” or the “Company”) (NASDAQ：NUZE) a Company with a heritage in specialty coffee and an emerging business in broader consumer food and beverage products, today announced financial and operating results for the fiscal third quarter ended June 30, 2024. Ms. Jianshuang Wang, Co- C |
|
| August 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissio |
|
| August 19, 2024 |
Convertible Promissory Note dated April 30, 2024, between the Company and Xiang Zhang Exhibit 10.4 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Redacted information is indicated by [***]. NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY |
|
| August 19, 2024 |
Common Stock Purchase Warrant dated April 30, 2024, issued to Future science and Technology Co. Ltd. Exhibit 10.7 THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE TRANSFERRED EXCEPT UPON DELIVERY TO THE COMPANY OF AN OPINION OF COUNSEL SATISFACTORY IN FORM AND SUBSTANCE TO IT THAT SUCH TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT MAY |
|
| August 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39338 NUZEE, INC. (exact name o |
|
| August 19, 2024 |
Common Stock Purchase Warrant dated April 30, 2024, issued to Xiang Zhang Exhibit 10.6 THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE TRANSFERRED EXCEPT UPON DELIVERY TO THE COMPANY OF AN OPINION OF COUNSEL SATISFACTORY IN FORM AND SUBSTANCE TO IT THAT SUCH TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT MAY |
|
| August 19, 2024 |
Exhibit 10.5 Certain identified information has been excluded from this exhibit because it is both not material and is the type that the registrant treats as private or confidential. Redacted information is indicated by [***]. NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY |
|
| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-39338 (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Tr |
|
| August 9, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) NuZee, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1)(2) Proposed Maximum Offering Price Per Unit (3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee |
|
| August 9, 2024 |
Exhibit 21.1 List of Company Subsidiaries Entity State of Incorporation/Formation DZR Tech Limited Hong Kong Zhongyan Shangyue Technology Co., Ltd. People Republic of China |
|
| August 9, 2024 |
Exhibit 10.29 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), dated as of July 11, 2024 is by and among each person named on the signature page hereto (each, an “Investor” and collectively, the “Investors”), and NuZee, Inc., a Nevada corporation (the “Company”). RECITALS WHEREAS, the Company and the Investors have entered into that certain Securities Purchase A |
|
| August 9, 2024 |
Exhibit 10.28 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT, dated as of July 11, 2024 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among NuZee, Inc., a Nevada corporation (the “Company”), and the persons and entities listed on the schedule of investors attac |
|
| August 9, 2024 |
As filed with the Securities and Exchange Commission on August 9, 2024 As filed with the Securities and Exchange Commission on August 9, 2024 Registration No. |
|
| August 9, 2024 |
Exhibit 10.31 THIS CONVERTIBLE PROMISSORY NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS CONVERTIBLE PROMISSORY NOTE HAS BEEN ISSUED PURSUANT TO A SAFE HARBOR FROM REGISTRATION UNDER REGULATION S PROMULGATED UNDER THE SECURITIES ACT. THE SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PER |
|
| August 9, 2024 |
Exhibit 10.32 THIS CONVERTIBLE PROMISSORY NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS CONVERTIBLE PROMISSORY NOTE HAS BEEN ISSUED PURSUANT TO A SAFE HARBOR FROM REGISTRATION UNDER REGULATION S PROMULGATED UNDER THE SECURITIES ACT. THE SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PER |
|
| August 9, 2024 |
Exhibit 10.30 CONVERTIBLE NOTE PURCHASE AGREEMENT This Convertible Note Purchase Agreement, dated as of July 24, 2024 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among NuZee, Inc., a Nevada corporation (the “Company”), and the persons and entities listed on the schedule of inv |
|
| August 7, 2024 |
NUZEE, INC. Announced Change of Senior Management and Adding New Business Exhibit 99.1 NUZEE, INC. Announced Change of Senior Management and Adding New Business VISTA, California, August 7, 2024——NUZEE, INC., （”NUZEE” or the “Company”) （NASDAQ：NUZE）a Company that used to focus on specialty coffee and technologies, is expanding its sales and distribution channels in Asia for various types of consumer food and beverage products, fueled with its online sales platform utili |
|
| August 7, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| July 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| July 30, 2024 |
Form of Convertible Note Purchase Agreement Exhibit 10.1 CONVERTIBLE NOTE PURCHASE AGREEMENT This Convertible Note Purchase Agreement, dated as of July 24, 2024 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among NuZee, Inc., a Nevada corporation (the “Company”), and the persons and entities listed on the schedule of inve |
|
| July 30, 2024 |
NUZE / NuZee, Inc. / Chen Yanqin Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Yanqin Chen 4-104, JingJiLuFu, Changping District Beijing, China +86 13501274842 (Name, Address and Telephone Number of Person Authorized to Rece |
|
| July 30, 2024 |
Form of Convertible Promissory Note Exhibit 10.2 THIS CONVERTIBLE PROMISSORY NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS CONVERTIBLE PROMISSORY NOTE HAS BEEN ISSUED PURSUANT TO A SAFE HARBOR FROM REGISTRATION UNDER REGULATION S PROMULGATED UNDER THE SECURITIES ACT. THE SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERS |
|
| July 30, 2024 |
NUZE / NuZee, Inc. / Yang Yalan Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Yalan Yang No. 1288, Xuelin Street, Qiantang District, Hangzhou City, Zhejiang Province, China +86 13282107801 (Name, Address and Telephone Numbe |
|
| July 25, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| July 22, 2024 |
NUZE / NuZee, Inc. / Liu Yumei Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 2)* Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Yumei Liu Chaoyang District, Yi An Men 37-111, 100000, Beijing, China. +86-18825235796 (Name, Addr |
|
| July 22, 2024 |
NUZE / NuZee, Inc. / Liu Yujie Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1) * Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Yujie Liu Sertus Incorporations (Cayman) Limited, P.O. Box 2547, Sertus Chambers, Governors Squar |
|
| July 22, 2024 |
NUZE / NuZee, Inc. / Yu Wenwen Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1) * Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Wenwen Yu Coastal Building, Wickham’s Cay II, P. O. Box 2221, Road Town, Tortola, VG1110, British Virgin Islands. +1772-341 |
|
| July 22, 2024 |
NUZE / NuZee, Inc. / Jiang Shelei Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1) * Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Shelei Jiang 112 ROBINSON ROAD #03-01, ROBINSON 112 Singapore +852 52617523 (Name, Address and Te |
|
| July 19, 2024 |
Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 18, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| July 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 11, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| July 16, 2024 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), dated as of July 11, 2024 is by and among each person named on the signature page hereto (each, an “Investor” and collectively, the “Investors”), and NuZee, Inc., a Nevada corporation (the “Company”). RECITALS WHEREAS, the Company and the Investors have entered into that certain Securities Purchase Ag |
|
| July 16, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT, dated as of July 11, 2024 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among NuZee, Inc., a Nevada corporation (the “Company”), and the persons and entities listed on the schedule of investors attach |
|
| June 27, 2024 |
NuZee, Inc. 2865 Scott St. Suite 107 Vista, California 92081 June 27, 2024 NuZee, Inc. 2865 Scott St. Suite 107 Vista, California 92081 June 27, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Kate Beukenkamp Re: NuZee, Inc. Registration Statement on Form S-1 File No. 333-280251 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), NuZee, |
|
| June 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| June 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| June 17, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) NuZee, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1)(2) Proposed Maximum Offering Price Per Unit (3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee |
|
| June 17, 2024 |
As filed with the Securities and Exchange Commission on June 14, 2024 As filed with the Securities and Exchange Commission on June 14, 2024 Registration No. |
|
| June 14, 2024 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with resp |
|
| June 14, 2024 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with resp |
|
| June 14, 2024 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with resp |
|
| June 14, 2024 |
NUZE / NuZee, Inc. / Liu Yumei Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1)* Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Yumei Liu Chaoyang District, Yi An Men 37-111, 100000, Beijing, China. +86-18825235796 (Name, Addr |
|
| June 14, 2024 |
NUZE / NuZee, Inc. / DAI XIANGRONG Passive Investment SC 13G 1 formsc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Xiangrong Dai No. 4-104, Jingjilufu, Changping Dist, Beijing China +86 19164713048 (Name, Address and Telephone Number of |
|
| June 14, 2024 |
NUZE / NuZee, Inc. / Jiang Shelei Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Shelei Jiang 112 ROBINSON ROAD #03-01, ROBINSON 112 Singapore +852 52617523 (Name, Address and Telephone Number of Person Authorized to Receive N |
|
| June 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-39338 NUZEE, INC. (Exact name of registrant |
|
| June 14, 2024 |
NUZE / NuZee, Inc. / Perez Dai Dixon Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Dixon Perez Dai UNIT 2111 CITYLAND HERRERA TOWER VA RUFINO STREET MAKATI CITY 1227 +63 9065 196 304 (Name, Address and Telephone Number of Person |
|
| June 14, 2024 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with resp |
|
| June 14, 2024 |
NUZE / NuZee, Inc. / Zhang Xiang Passive Investment SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1) * Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) [67073S307] (CUSIP Number) Xiang Zhang Room 507-1, Building 2, No. 3, Liansheng Road, Wuchang Street, Yuhang District, Han |
|
| June 14, 2024 |
NUZE / NuZee, Inc. / Liu Yujie Passive Investment SC 13G 1 formsc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Yujie Liu Sertus Incorporations (Cayman) Limited, P.O. Box 2547, Sertus Chambers, Governors Square, Suite #5-204, 23 Lime |
|
| June 14, 2024 |
NUZE / NuZee, Inc. / LI MIN Passive Investment SC 13G 1 formsc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Min Li 37−111 YIANMEN NO.1, NANAN, CHAOYANG DIST, BEIJING CHINA +86 18518575992 (Name, Address and Telephone Number of Per |
|
| June 14, 2024 |
NUZE / NuZee, Inc. / Yu Wenwen Passive Investment SC 13G 1 formsc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Wenwen Yu Coastal Building, Wickham’s Cay II, P. O. Box 2221, Road Town, Tortola, VG1110, British Virgin Islands. +1772-34 |
|
| June 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission F |
|
| June 10, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT, dated as of June 4, 2024 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among NuZee, Inc., a Nevada corporation (the “Company”), and the persons and entities listed on the schedule of investors attache |
|
| June 10, 2024 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), dated as of June 4, 2024 is by and among each person named on the signature page hereto (each, an “Investor” and collectively, the “Investors”), and NuZee, Inc., a Nevada corporation (the “Company”). RECITALS WHEREAS, the Company and the Investors have entered into that certain Securities Purchase Agr |
|
| June 7, 2024 |
Exhibit 10.3 TERMINATION AND RELEASE AGREEMENT This Termination and Release Agreement, dated June 7, 2024 (the “Termination Agreement”), between NuZee, Inc., a Nevada corporation, having its principal place of business at 2865 Scott St. Suite 107, Vista, California 92081 (the “Company”), and Masateru Higashida, an individual who was the Director and Chief Executive Officer of the Company (“Mr. Hig |
|
| June 7, 2024 |
Exhibit 10.2 Employment Agreement THIS SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of June 7, 2024 (the “Commencement Date”), by and between NuZee, Inc., a Nevada Corporation (the “Company”) and Randy Weaver (“Employee”). A. WHEREAS, the Company is in the business of developing, manufacturing and marketing of high-end consumer coffee products; B. WHEREAS, the |
|
| June 7, 2024 |
Exhibit 10.1 SHARE PURCHASE AGREEMENT THIS SHARE PURCHASE AGREEMENT (this “Agreement”), dated as of June 7, 2024, is entered into between Nuzee, Inc., a corporation incorporated in Nevada (the “Seller”), and Masateru Higashida, an individual with address at 1350 East Arapaho Road, Suite #230, Richardson, Texas 75081 (the “Buyer”). WHEREAS, Seller owns all of the issued and outstanding ordinary sha |
|
| June 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission F |
|
| May 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39338 NUZEE, INC. (exact name |
|
| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 001-39338 (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ T |
|
| May 6, 2024 |
NUZE / NuZee, Inc. / Liu Yumei Passive Investment SC 13G 1 formsc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) 67073S307 (CUSIP Number) Yumei Liu Chaoyang District, Yi An Men 37-111, 100000, Beijing, China. +86-18825235796 (Name, Address and Telephone Number |
|
| May 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39338 NUZEE, INC. (exact na |
|
| May 6, 2024 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with resp |
|
| May 6, 2024 |
NUZE / NuZee, Inc. / Zhang Xiang Passive Investment SC 13G 1 formsc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 NUZEE, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Title of Class of Securities) [67073S307] (CUSIP Number) Xiang Zhang Room 507-1, Building 2, No. 3, Liansheng Road, Wuchang Street, Yuhang District, Hangzhou City, Zhejiang Prov |
|
| May 2, 2024 |
Exhibit 4.1 THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE TRANSFERRED EXCEPT UPON DELIVERY TO THE COMPANY OF AN OPINION OF COUNSEL SATISFACTORY IN FORM AND SUBSTANCE TO IT THAT SUCH TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT MAY N |
|
| May 2, 2024 |
Exhibit 10.3 NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSU |
|
| May 2, 2024 |
Exhibit 10.1 CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENT This Convertible Note and Warrant Purchase Agreement, dated as of April 27, 2024 (this “Agreement”, as the same may hereafter be modified, supplemented, extended, amended, restated or amended and restated from time to time), is entered into by and among NuZee, Inc., a Nevada corporation (the “Company”), and the persons and entities liste |
|
| May 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commission |
|
| May 2, 2024 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), dated as of April 27, 2024 is by and among each person named on the signature page hereto (each, an “Investor” and collectively, the “Investors”), and NuZee, Inc., a Nevada corporation (the “Company”). RECITALS WHEREAS, the Company and the Investors have entered into that certain Convertible Note and |
|
| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of (Commission (IRS Employer incorporation o |
|
| April 29, 2024 |
Exhibit 10.1 Employment Agreement THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of April 26, 2024 (the “Commencement Date”), by and between NuZee, Inc., a Nevada Corporation (the “Company”) and Randy Weaver (“Employee”). A. WHEREAS, the Company is in the business of developing, manufacturing and marketing of high-end consumer coffee products; B. WHEREAS, the Compa |
|
| April 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation) (Commission File Numbe |
|
| April 11, 2024 |
Exhibit 99.1 NuZee, Inc. Announces NASDAQ-Approved Extension to Regain Compliance with Nasdaq Listing Rule 5550(b) VISTA, California, April 11, 2024 /PRNewswire/ - NuZee, Inc. (NASDAQ: NUZE), a leading coffee co-packing and technology company, today announced that it had been granted an extension of time to regain compliance with Nasdaq Listing Rule 5550(b) until June 14, 2024. On January 23, 2024 |
|
| February 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction (Commission (IRS Employer of incorporatio |
|
| February 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 000-55157 (Check One) ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q |
|
| January 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2024 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of (Commission (IRS Employer incorporation |
|
| January 26, 2024 |
NuZee, Inc. Announces Receipt of NASDAQ Notification Exhibit 99.1 NuZee, Inc. Announces Receipt of NASDAQ Notification VISTA, California, January 26, 2024 /PRNewswire/ — NuZee, Inc. (NASDAQ: NUZE), a leading coffee co-packing and technology company, today announced that it has received a notice (the “Notice”) from the Listing Qualifications staff of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that the Company’s stockholders’ equity as r |
|
| January 16, 2024 |
Employment Agreement, dated as of August 16, 2023, by and between NuZee, Inc. and Randell Weaver. Exhibit 10.20 |
|
| January 16, 2024 |
Exhibit 10.21 |
|
| January 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 001-39338 NUZEE, INC. (exact name of registrant as specified in its char |
|
| December 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition P |
|
| December 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2023 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of (Commission (IRS Employer incorporation |
|
| December 12, 2023 |
NuZee, Inc. Appoints Randell Weaver as President and Chief Operating Officer Exhibit 99.1 NuZee, Inc. Appoints Randell Weaver as President and Chief Operating Officer RICHARDSON, Texas, Dec. 12, 2023 /PRNewswire/ - NuZee, Inc. (NASDAQ: NUZE), a leading coffee co-packing and technology company, today announced Randell Weaver has been appointed to serve as the company’s President and Chief Operating Officer, effective immediately. As President & COO, Weaver will have respons |
|
| November 15, 2023 |
Exhibit 4.1 |
|
| November 15, 2023 |
Exhibit 10.1 |
|
| November 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of (Commission (IRS Employer incorporation |
|
| October 30, 2023 |
NUZE / Nuzee Inc / HIGASHIDA MASATERU Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* NuZee, Inc. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 67073S208 (CUSIP Number) Masateru Higashida 1350 East Arapaho Road, Suite #230 Richardson, Texas 75081 (760) 295-2408 (Name, Address and Telephone Nu |
|
| October 20, 2023 |
Exhibit 1.1 |
|
| October 20, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2023 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization 001-39338 (Commission File No. |
|
| October 19, 2023 |
Filed Pursuant to Rule 424(b)(5) Registration No. 333-274818 PROSPECTUS SUPPLEMENT (To prospectus dated October 5, 2023) 425,000 Shares Common Stock We are offering shares of our common stock, par value $0.00001 per share, pursuant to this prospectus supplement and the accompanying prospectus. The offering price is $3.00 per share. Pursuant to General Instruction I.B.6 of Form S-3, in no event wil |
|
| October 17, 2023 |
Subject to Completion, Dated october 17, 2023 Filed Pursuant to Rule 424(b)(5) Registration No. 333-274818 The information contained in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement is part of an effective registration statement filed with the Securities and Exchange Commission. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell th |
|
| October 4, 2023 |
NuZee, Inc. East Arapaho Road, Suite 230, Richardson, Texas 75081 NuZee, Inc. East Arapaho Road, Suite 230, Richardson, Texas 75081 October 4, 2023 VIA EDGAR TRANSMISSION United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: NuZee, Inc. Acceleration Request Registration Statement on Form S-3 Filed September 29, 2023 File No. 333-274818 Ladies and Gentlemen: In accordance with Rule 461 unde |
|
| September 29, 2023 |
EXHIBIT 107 Calculation of Filing Fee Tables Form S-3 (Form Type) NuZee, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(3)(4) Carry Forward Fo |
|
| September 29, 2023 |
As filed with the Securities and Exchange Commission on September 29, 2023 As filed with the Securities and Exchange Commission on September 29, 2023 Registration No. |
|
| September 29, 2023 |
Form of Indenture relating to Debt Securities EXHIBIT 4.1 NUZEE, INC. INDENTURE Dated as of , 20 DEBT SECURITIES Trustee INDENTURE dated as of , 20 , among NuZee, Inc., a Nevada corporation (the “Company”), and , as trustee (the “Trustee”). WITNESSETH: WHEREAS, the Company has duly authorized the execution and delivery of this Indenture to provide for the issuance of debentures, notes, bonds or other evidences of indebtedness (the “Securities |
|
| September 25, 2023 |
NUZE / Nuzee Inc / HIGASHIDA MASATERU Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* NuZee, Inc. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 67073S208 (CUSIP Number) Masateru Higashida 1350 East Arapaho Road, Suite #230 Richardson, Texas 75081 (760) 295-2408 (Name, Address and Telephone Nu |
|
| September 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2023 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commiss |
|
| September 6, 2023 |
Director Resignation Letter, dated September 5, 2023. Exhibit 17.1 September 5, 2023 NuZee, Inc. Attn: Masa Higashida, Chairman of the Board 1350 E Arapaho Rd Ste 230 Richardson, Texas 75081 Dear Masa: Effective immediately, I hereby resign from the Board of Directors of NuZee, Inc. I have entered into a new employment arrangement that will require my full attention and prohibits other compensated engagements. I would like to reiterate that my resign |
|
| August 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2023 NUZEE, INC. (Exact name of registrant as specified in its charter) Nevada 001-39338 38-3849791 (State or other jurisdiction of incorporation or organization (Commissio |
|
| August 15, 2023 |
Employment Agreement, dated August 16, 2023, by and between NuZee, Inc. and Randell Weaver Exhibit 10.1 |
|
| August 15, 2023 |
NuZee Appoints Experienced Finance and CPG Professional Randell Weaver as Chief Financial Officer Exhibit 99.1 NuZee Appoints Experienced Finance and CPG Professional Randell Weaver as Chief Financial Officer RICHARDSON, Tex. — (August 15, 2023) — NuZee, Inc. (Nasdaq: NUZE), a leading coffee co-packing and technology company, today announces the appointment of Randell Weaver as its chief financial officer. Mr. Weaver joins NuZee with more than 30 years of well-rounded manufacturing, distributi |
|
| August 11, 2023 |
Exhibit 10.6 NUZEE, INC. STOCK OPTION AGREEMENT (2023 Equity Incentive Plan) Incentive Stock Options This Stock Option Agreement (the “Agreement”) is entered into as of [], (the “Grant Date”), by and between NuZee, Inc., a Nevada corporation (the “Company”), and [] (the “Optionee”) pursuant to the NuZee, Inc. 2023 Equity Incentive Plan (the “Plan”). Any capitalized term used herein but not defined |
|
| August 11, 2023 |
Exhibit 10.7 NUZEE, INC. RESTRICTED STOCK AWARD AGREEMENT (2023 EQUITY INCENTIVE PLAN) This Stock Award Agreement (the “Agreement”) is entered into as of [ ] (the “Grant Date”), by and between NuZee, Inc., a Nevada corporation (the “Company”), and [ ] (the “Participant”) pursuant to the Company’s 2023 Equity Incentive Plan (the “Plan”). Any capitalized term used herein but not defined in this Agre |
|
| August 11, 2023 |
Exhibit 10.5 NUZEE, INC. STOCK OPTION AGREEMENT (2023 Equity Incentive Plan) Incentive Stock Options This Stock Option Agreement (the “Agreement”) is entered into as of [], (the “Grant Date”), by and between NuZee, Inc., a Nevada corporation (the “Company”), and [] (the “Optionee”) pursuant to the NuZee, Inc. 2023 Equity Incentive Plan (the “Plan”). Any capitalized term used herein but not defined |
|
| August 11, 2023 |
Exhibit 10.4 NUZEE, INC. STOCK OPTION AGREEMENT (2023 Equity Incentive Plan) Nonqualified Stock Options This Stock Option Agreement (the “Agreement”) is entered into as of [], (the “Grant Date”), by and between NuZee, Inc., a Nevada corporation (the “Company”), and [] (the “Optionee”) pursuant to the NuZee, Inc. 2023 Equity Incentive Plan (the “Plan”). Any capitalized term used herein but not defi |
|
| August 11, 2023 |
Exhibit 10.2 NUZEE, INC. RESTRICTED STOCK AWARD AGREEMENT (2019 EQUITY INCENTIVE PLAN) This Stock Award Agreement (the “Agreement”) is entered into as of [DATE], (the “Grant Date”), by and between NuZee, Inc., a Nevada corporation (“the Company”), and [NAME] (“Participant”) pursuant to the Company’s 2019 Equity Incentive Plan (the “Plan”). Any capitalized term not defined in this Agreement shall h |
|
| August 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-39338 NUZEE, INC. (exact name o |
|
| August 11, 2023 |
Exhibit 10.3 NUZEE, INC. STOCK OPTION AGREEMENT (2023 Equity Incentive Plan) Nonqualified Stock Options This Stock Option Agreement (the “Agreement”) is entered into as of [], 20[] (the “Grant Date”), by and between NuZee, Inc., a Nevada corporation (the “Company”), and [] (the “Optionee”) pursuant to the NuZee, Inc. 2023 Equity Incentive Plan (the “Plan”). Any capitalized term used herein but not |
|
| May 15, 2023 |
Exhibit 10.7 NUZEE, INC. RESTRICTED STOCK AWARD AGREEMENT (2023 EQUITY INCENTIVE PLAN) This Stock Award Agreement (the “Agreement”) is entered into as of [ ] (the “Grant Date”), by and between NuZee, Inc., a Nevada corporation (the “Company”), and [ ] (the “Participant”) pursuant to the Company’s 2023 Equity Incentive Plan (the “Plan”). Any capitalized term used herein but not defined in this Agre |
|
| May 15, 2023 |
Exhibit 10.2 NUZEE, INC. RESTRICTED STOCK AWARD AGREEMENT (2019 EQUITY INCENTIVE PLAN) This Stock Award Agreement (the “Agreement”) is entered into as of [DATE], (the “Grant Date”), by and between NuZee, Inc., a Nevada corporation (“the Company”), and [NAME] (“Participant”) pursuant to the Company’s 2019 Equity Incentive Plan (the “Plan”). Any capitalized term not defined in this Agreement shall h |
|
| May 15, 2023 |
Exhibit 10.3 NUZEE, INC. STOCK OPTION AGREEMENT (2023 Equity Incentive Plan) Nonqualified Stock Options This Stock Option Agreement (the “Agreement”) is entered into as of [], 20[] (the “Grant Date”), by and between NuZee, Inc., a Nevada corporation (the “Company”), and [] (the “Optionee”) pursuant to the NuZee, Inc. 2023 Equity Incentive Plan (the “Plan”). Any capitalized term used herein but not |
|
| May 15, 2023 |
Exhibit 10.6 NUZEE, INC. STOCK OPTION AGREEMENT (2023 Equity Incentive Plan) Incentive Stock Options This Stock Option Agreement (the “Agreement”) is entered into as of [], (the “Grant Date”), by and between NuZee, Inc., a Nevada corporation (the “Company”), and [] (the “Optionee”) pursuant to the NuZee, Inc. 2023 Equity Incentive Plan (the “Plan”). Any capitalized term used herein but not defined |
