Mga Batayang Estadistika
| CIK | 1463208 |
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 Transportation and Logistics Systems, 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 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 (August 26, 2025) Transportation and Logistics Systems, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 001-34970 26-3106763 (State or other Jurisdict |
|
| September 2, 2025 |
Exhibit 10.4 |
|
| September 2, 2025 |
FORM OF TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Stock Award Agreement Exhibit 10.3 FORM OF TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Stock Award Agreement This Stock Award Agreement (this “Agreement”) is made as of August 28, 2025, by and between [NAME] (the “Recipient”) and Transportation and Logistics Systems, Inc. (the “Company”). In consideration of the mutual promises and covenants contained in this Agreement, and for other valuable consideration, the receipt |
|
| September 2, 2025 |
TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Promissory Note (the “Note”) Exhibit 10.1 TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Promissory Note (the “Note”) Face Amount: $50,000.00 August 27, 2025 Jupiter, Florida FOR VALUE RECEIVED, the undersigned TRANSPORTATION AND LOGISTICS SYSTEMS, INC., a Nevada corporation (the “Borrower”), promises to pay to the order of C/M CAPITAL MASTER FUND, LP., its successors or assigns (the “Lender”), FIFTY THOUSAND DOLLARS ($50,000) (t |
|
| September 2, 2025 |
Transportation and Logistics Systems, Inc. 5500 Military Trail, Suite 22-357 Jupiter, FL 33458 Exhibit 10.2 Transportation and Logistics Systems, Inc. 5500 Military Trail, Suite 22-357 Jupiter, FL 33458 August 27, 2025 C/M Capital Master Fund, LP. 1111 Brickell Avenue | Suite 2920 | Miami, FL 33131 Re: Transportation and Logistics Systems, Inc. Ladies and Gentleman: Reference is made to that certain letter agreement, dated August 27, 2025, by and between the Borrower and the Lenders, as def |
|
| August 14, 2025 |
Form of Settlement Agreement (Outstanding Liabilities). Exhibit 10.5 FORM OF SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and Mutual Release (this “Settlement Agreement”), dated as of the [●] day of [●], 2025, is made by and between [●] (the “Creditor”) and Transportation & Logistics Systems, Inc., a Nevada corporation (“TLSS” or the “Company”). The Company and the Creditor may also be referred to each, as a “Party” and collectivel |
|
| August 14, 2025 |
Form of Exchange Agreement (Warrants Only). Exhibit 10.10 FORM OF EXCHANGE AGREEMENT (WARRANTS ONLY) This EXCHANGE AGREEMENT (this “Agreement”) is dated this [] day of [], 2025, by and between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and the undersigned holder (the “Holder”) of warrants (the “Original Securities”) to purchase shares of the Company’s common stock, par value $0.001 per share (the “Comm |
|
| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-34970 Transportation and Log |
|
| August 14, 2025 |
Form of Settlement Agreement (Outstanding Liabilities and Warrants). Exhibit 10.8 FORM OF SETTLEMENT AGREEMENT AND MUTUAL RELEASE (OUTSTANDING LIABILITIES AND WARRANTS) This Settlement Agreement and Mutual Release (this “Settlement Agreement”), dated as of the day of , 2025, is made by and between [Creditor] (the “Creditor”) and Transportation & Logistics Systems, Inc., a Nevada corporation (“TLSS” or the “Company”). The Company and the Creditor may also be referre |
|
| August 14, 2025 |
Exhibit 10.9 FORM OF EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (this “Agreement”) is dated this [] day of [], 2025, by and between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and the undersigned holder (the “Holder”) of shares of the Company’s Series E Convertible Preferred Stock, par value $0.001 per share, (the “Series E Preferred Stock”), warrants to purch |
|
| July 23, 2025 |
Form of Liability Settlement Agreement (Outstanding Liabilities and Warrants) Exhibit 10.2 FORM OF SETTLEMENT AGREEMENT AND MUTUAL RELEASE (OUTSTANDING LIABILITIES AND WARRANTS) This Settlement Agreement and Mutual Release (this “Settlement Agreement”), dated as of the day of , 2025, is made by and between [Creditor] (the “Creditor”) and Transportation & Logistics Systems, Inc., a Nevada corporation (“TLSS” or the “Company”). The Company and the Creditor may also be referre |
|
| July 23, 2025 |
Litigation Settlement Agreement Exhibit 10.3 CONFIDENTIAL SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Confidential Settlement Agreement and Mutual Release (the “Settlement Agreement”), dated as of the 13th day of February 2025, is made by and between SCS, LLC (“SCS”), and Transportation & Logistics Systems, Inc. (“TLSS”) (each a “Party”, and collectively, the “Parties”). WHEREAS, SCS, as plaintiff, commenced an action on Novemb |
|
| July 23, 2025 |
Form of Exchange Agreement (Warrants Only). Exhibit 10.1 FORM OF EXCHANGE AGREEMENT (WARRANTS ONLY) This EXCHANGE AGREEMENT (this “Agreement”) is dated this [] day of [], 2025, by and between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and the undersigned holder (the “Holder”) of warrants (the “Original Securities”) to purchase shares of the Company’s common stock, par value $0.001 per share (the “Commo |
|
| July 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): July 23, 2025 (July 17, 2025) Transportation and Logistics Systems, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 001-34970 26-3106763 (State or other Jurisdiction (C |
|
| July 14, 2025 |
Form of Settlement Agreement (Outstanding Liabilities). Exhibit 10.2 FORM OF SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and Mutual Release (this “Settlement Agreement”), dated as of the [●] day of [●], 2025, is made by and between [●] (the “Creditor”) and Transportation & Logistics Systems, Inc., a Nevada corporation (“TLSS” or the “Company”). The Company and the Creditor may also be referred to each, as a “Party” and collectivel |
|
| July 14, 2025 |
Exhibit 10.1 FORM OF EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (this “Agreement”) is dated this [] day of [], 2025, by and between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and the undersigned holder (the “Holder”) of shares of the Company’s Series E Convertible Preferred Stock, par value $0.001 per share, (the “Series E Preferred Stock”), warrants to purch |
|
| July 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): July 14, 2025 (July 8, 2025) Transportation and Logistics Systems, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 001-34970 26-3106763 (State or other Jurisdiction (Co |
|
| July 8, 2025 |
Form of Exchange Agreement (Warrants Only). Exhibit 10.1 FORM OF EXCHANGE AGREEMENT (WARRANTS ONLY) This EXCHANGE AGREEMENT (this “Agreement”) is dated this [] day of [], 2025, by and between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and the undersigned holder (the “Holder”) of warrants (the “Original Securities”) to purchase shares of the Company’s common stock, par value $0.001 per share (the “Commo |
|
| July 8, 2025 |
Form of Settlement Agreement (Outstanding Liabilities and Warrants). Exhibit 10.2 FORM OF SETTLEMENT AGREEMENT AND MUTUAL RELEASE (OUTSTANDING LIABILITIES AND WARRANTS) This Settlement Agreement and Mutual Release (this “Settlement Agreement”), dated as of the day of , 2025, is made by and between [Creditor] (the “Creditor”) and Transportation & Logistics Systems, Inc., a Nevada corporation (“TLSS” or the “Company”). The Company and the Creditor may also be referre |
|
| July 8, 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 8, 2025 (July 1, 2025) Transportation and Logistics Systems, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 001-34970 26-3106763 (State or other Jurisdiction (Com |
|
| July 1, 2025 |
Form of Exchange Agreement (Warrants Only). Exhibit 10.2 FORM OF EXCHANGE AGREEMENT (WARRANTS ONLY) This EXCHANGE AGREEMENT (this “Agreement”) is dated this [] day of [], 2025, by and between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and the undersigned holder (the “Holder”) of warrants (the “Original Securities”) to purchase shares of the Company’s common stock, par value $0.001 per share (the “Commo |
|
| July 1, 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 1, 2025 (June 25, 2025) Transportation and Logistics Systems, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 001-34970 26-3106763 (State or other Jurisdiction (Co |
|
| July 1, 2025 |
Exhibit 10.1 FORM OF EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (this “Agreement”) is dated this [] day of [], 2025, by and between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and the undersigned holder (the “Holder”) of shares of the Company’s Series E Convertible Preferred Stock, par value $0.001 per share, (the “Series E Preferred Stock”), warrants to purch |
|
| June 24, 2025 |
Form of Settlement Agreement (Accrued Dividends) Exhibit 10.3 FORM OF SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and Mutual Release (this “Settlement Agreement”), dated as of the day of , 2025, is made by and between, [Creditor] (the “Creditor”) and Transportation & Logistics Systems, Inc., a Nevada corporation (“TLSS” or the “Company”). The Company and the Creditor may also be referred to each, as a “Party” and collective |
|
| June 24, 2025 |
Form of Settlement Agreement (Outstanding Liabilities) Exhibit 10.2 FORM OF SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and Mutual Release (this “Settlement Agreement”), dated as of the [●] day of [●], 2025, is made by and between [●] (the “Creditor”) and Transportation & Logistics Systems, Inc., a Nevada corporation (“TLSS” or the “Company”). The Company and the Creditor may also be referred to each, as a “Party” and collectivel |
|
| June 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): June 24, 2025 (June 17, 2025) Transportation and Logistics Systems, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 001-34970 26-3106763 (State or other Jurisdiction (C |
|
| June 24, 2025 |
Exhibit 10.1 FORM OF EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (this “Agreement”) is dated this [] day of [], 2025, by and between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and the undersigned holder (the “Holder”) of shares of the Company’s Series E Convertible Preferred Stock, par value $0.001 per share, (the “Series E Preferred Stock”), warrants to purch |
|
| June 24, 2025 |
Form of Settlement Agreement (Accrued Dividends and Outstanding Warrants) Exhibit 10.4 FORM OF SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and Mutual Release (this “Settlement Agreement”), dated as of the day of , 2025, is made by and between [Creditor] (the “Creditor”) and Transportation & Logistics Systems, Inc., a Nevada corporation (“TLSS” or the “Company”). The Company and the Creditor may also be referred to each, as a “Party” and collectivel |
|
| 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 5, 2025 (May 30, 2025) Transportation and Logistics Systems, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 001-34970 26-3106763 (State or other Jurisdiction (Com |
|
| June 5, 2025 |
Form of Settlement Agreement (Outstanding Liabilities). Exhibit 10.1 FORM OF SETTLEMENT AGREEMENT AND MUTUAL RELEASE This Settlement Agreement and Mutual Release (this “Settlement Agreement”), dated as of the [●] day of [●], 2025, is made by and between [●] (the “Creditor”) and Transportation & Logistics Systems, Inc., a Nevada corporation (“TLSS” or the “Company”). The Company and the Creditor may also be referred to each, as a “Party” and collectivel |
|
| May 13, 2025 |
Form of Promissory Note between Transportation and Logistics Systems, Inc. and Certain Investors. Exhibit 10.1 TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Form of Promissory Note (the “Note”) Face Amount: $ [Date] Jupiter, Florida FOR VALUE RECEIVED, the undersigned TRANSPORTATION AND LOGISTICS SYSTEMS, INC., a Nevada corporation (the “Borrower”), promises to pay to the order of [], its successors or assigns (the “Lender”), [](the “Face Amount”) by the 6 month anniversary of the date hereof (th |
|
| May 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-34970 Transportation and Lo |
|
| May 13, 2025 |
Exhibit 10.5 Form of Promissory Note Amendment TRANSPORTATION AND LOGISTICS SYSTEMS,INC. 5500 Military Trail – Suite 22-357 Jupiter, Florida 33458 [Date of Amendment Agreement] Dear Noteholder: Reference is hereby made to that certain Promissory Note (the “Note”) of Transportation and Logistics Systems, Inc. (the “Company”) in the aggregate principal amount of $[Original Principal Amount], issued |
|
| May 7, 2025 |
Exhibit 10.1 TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Promissory Note (the “Note”) Face Amount: $50,000.00 May 1, 2025 Jupiter, Florida FOR VALUE RECEIVED, the undersigned TRANSPORTATION AND LOGISTICS SYSTEMS, INC., a Nevada corporation (the “Borrower”), promises to pay to the order of C/M CAPITAL MASTER FUND, LP., its successors or assigns (the “Lender”), FIFTY THOUSAND DOLLARS ($50,000) (the “ |
|
| May 7, 2025 |
Exhibit 10.3 TRANSPORTATION AND LOGISTICS SYSTEMS,INC. 5500 Military Trail – Suite 22-357 Jupiter, Florida 33458 [Date of Amendment Agreement] Dear Noteholder: Reference is hereby made to that certain Promissory Note (the “Note”) of Transportation and Logistics Systems, Inc. (the “Company”) in the aggregate principal amount of $[Original Principal Amount], issued on [Original Issue Date] and due t |
|
| May 7, 2025 |
Exhibit 10.4 |
|
| May 7, 2025 |
Exhibit 10.2 Transportation and Logistics Systems, Inc. 5500 Military Trail, Suite 22-357 Jupiter, FL 33458 May 1, 2025 C/M Capital Master Fund, LP. 1111 Brickell Avenue | Suite 2920 | Miami, FL 33131 Re: Transportation and Logistics Systems, Inc. Ladies and Gentleman: Reference is made to that certain letter agreement, dated August 12, 2024, by and between the Borrower and the Lenders, as defined |
|
| May 7, 2025 |
Exhibit 3.1 Transportation and Logistics Systems, Inc. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES J SENIOR CONVERTIBLE PREFERRED STOCK PURSUANT TO nrs 78.195 and 78.1955 OF THE NEVADA REVISED STATUTES of the state of nevada The undersigned, Sebastian Giordano, does hereby certify that: 1. He is the Chief Executive Officer of Transportation and Logistics Systems, In |
|
| May 7, 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 7, 2025 (May 1, 2025) Transportation and Logistics Systems, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 001-34970 26-3106763 (State or other Jurisdiction (Commi |
|
| April 15, 2025 |
Exhibit 4.11 Description of Our Securities Pursuant to Section 12 of the Securities Exchange Act of 1934 The following description is a description of Transportation and Logistics Systems, Inc.’s (the “Company”) securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). As of April 14, 2025, the Company has one class of securities register |
|
| April 15, 2025 |
Exhibit 10.11 Form of Promissory Note Amendment Agreement TRANSPORTATION AND LOGISTICS SYSTEMS,INC. 5500 Military Trail – Suite 22-357 Jupiter, Florida 33458 [Date of Amendment Agreement] Dear Noteholder: Reference is hereby made to that certain Promissory Note (the “Note”) of Transportation and Logistics Systems, Inc. (the “Company”) in the aggregate principal amount of $[Original Principal Amoun |
|
| April 15, 2025 |
Form of Promissory Note between Transportation and Logistics Systems, Inc. and Certain Investors. Exhibit 10.3 TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Form of Promissory Note (the “Note”) Face Amount: $ [Date] Jupiter, Florida FOR VALUE RECEIVED, the undersigned TRANSPORTATION AND LOGISTICS SYSTEMS, INC., a Nevada corporation (the “Borrower”), promises to pay to the order of [], its successors or assigns (the “Lender”), [](the “Face Amount”) by the 6 month anniversary of the date hereof (th |
|
| April 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year 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 No. 001-34970 Transportation and |
|
| March 31, 2025 |
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-SAR ☐ Form N-CSR For Period Ended: December 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 ☐ Transition Report on |
|
| March 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): March 28, 2025 (March 25, 2025) Transportation and Logistics Systems, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 001-34970 26-3106763 (State or other Jurisdiction |
|
| March 28, 2025 |
Exhibit 10.2 Transportation and Logistics Systems, Inc. 5500 Military Trail, Suite 22-357 Jupiter, FL 33458 March 25, 2025 C/M Capital Master Fund, LP. 1111 Brickell Avenue | Suite 2920 | Miami, FL 33131 Re: Transportation and Logistics Systems, Inc. Ladies and Gentleman: Reference is made to that certain letter agreement, dated August 12, 2024, by and between the Borrower and the Lenders, as defi |
|
| March 28, 2025 |
Exhibit 10.1 TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Promissory Note (the “Note”) Face Amount: $75,000.00 March 25, 2025 Jupiter, Florida FOR VALUE RECEIVED, the undersigned TRANSPORTATION AND LOGISTICS SYSTEMS, INC., a Nevada corporation (the “Borrower”), promises to pay to the order of C/M CAPITAL MASTER FUND, LP., its successors or assigns (the “Lender”), SEVENTY FIVE THOUSAND DOLLARS ($75,0 |
|
| March 12, 2025 |
Exhibit 10.2 Transportation and Logistics Systems, Inc. 5500 Military Trail, Suite 22-357 Jupiter, FL 33458 March 10, 2025 C/M Capital Master Fund, LP. 1111 Brickell Avenue | Suite 2920 | Miami, FL 33131 Re: Transportation and Logistics Systems, Inc. Ladies and Gentleman: Reference is made to that certain letter agreement, dated August 12, 2024, by and between the Borrower and the Lenders, as defi |
|
| March 12, 2025 |
Exhibit 10.1 TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Promissory Note (the “Note”) Face Amount: $100,000.00 March 10, 2025 Jupiter, Florida FOR VALUE RECEIVED, the undersigned TRANSPORTATION AND LOGISTICS SYSTEMS, INC., a Nevada corporation (the “Borrower”), promises to pay to the order of C/M CAPITAL MASTER FUND, LP., its successors or assigns (the “Lender”), ONE HUNDRED THOUSAND DOLLARS ($100, |
|
| March 12, 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 12, 2025 (March 10, 2025) Transportation and Logistics Systems, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 001-34970 26-3106763 (State or other Jurisdiction |
|
| February 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-34970 Transportation an |
|
| February 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-34970 Transportation and Log |
|
| February 18, 2025 |
Form of Promissory Note between Transportation and Logistics Systems, Inc. and Certain Investors. Exhibit 10.1 FORM OF PROMISSORY NOTE TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Promissory Note (the “Note”) Face Amount: $ [Date] Jupiter, Florida FOR VALUE RECEIVED, the undersigned TRANSPORTATION AND LOGISTICS SYSTEMS, INC., a Nevada corporation (the “Borrower”), promises to pay to the order of [], its successors or assigns (the “Lender”), [](the “Face Amount”) by the 6 month anniversary of the |
|
| February 13, 2025 |
Exhibit 10.1 TRANSPORTATION AND LOGISTICS SYSTEMS,INC. 5500 Military Trail – Suite 22-357 Jupiter, Florida 33458 [Date of Amendment Agreement] Dear Noteholder: Reference is hereby made to that certain Promissory Note (the “Note”) of Transportation and Logistics Systems, Inc. (the “Company”) in the aggregate principal amount of $[Original Principal Amount], issued on [Original Issue Date] and due t |
|
| February 13, 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 13, 2025 (February 7, 2025) Transportation and Logistics Systems, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 001-34970 26-3106763 (State or other Jurisdic |
|
| January 23, 2025 |
Exhibit 10.1 TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Promissory Note (the “Note”) Face Amount: $50,000.00 January 21, 2025 Jupiter, Florida FOR VALUE RECEIVED, the undersigned TRANSPORTATION AND LOGISTICS SYSTEMS, INC., a Nevada corporation (the “Borrower”), promises to pay to the order of CAVALRY FUND I LP, its successors or assigns (the “Lender”), FIFTY THOUSAND DOLLARS ($50,000) (the “Face A |
|
| January 23, 2025 |
Exhibit 10.2 Transportation and Logistics Systems, Inc. 5500 Military Trail, Suite 22-357 Jupiter, FL 33458 January 21, 2025 Mercer Street Global Opportunity Fund c/o Mercer Street Capital Partners 1111 Brickell Avenue | Suite 2920 | Miami, FL 33131 Cavalry Fund I LP c/o C/M Capital Partners, LP 1111 Brickell Avenue | Suite 2920 | Miami, FL 33131 Attention: Thomas Walsh Re: Transportation and Logi |
|
| 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 23, 2025 (January 21, 2025) Transportation and Logistics Systems, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 001-34970 26-3106763 (State or other Jurisdict |
|
| January 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-34970 Transportation and Lo |
|
| December 6, 2024 |
Form of Promissory Note between Transportation and Logistics Systems, Inc. and Certain Investors. Exhibit 10.11 TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Form of Promissory Note (the “Note”) Face Amount: $ [Date] Jupiter, Florida FOR VALUE RECEIVED, the undersigned TRANSPORTATION AND LOGISTICS SYSTEMS, INC., a Nevada corporation (the “Borrower”), promises to pay to the order of [], its successors or assigns (the “Lender”), $[] (the “Face Amount”) by the 6 month anniversary of the date hereof |
|
| December 6, 2024 |
Exhibit 4.11 Description of Our Securities Pursuant to Section 12 of the Securities Exchange Act of 1934 The following description is a description of Transportation and Logistics Systems, Inc.’s (the “Company”) securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). As of December 2, 2024, the Company has one class of securities regist |
|
| December 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year 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. 001-34970 Transportation and |
|
| December 6, 2024 |
Exhibit 21 List of Subsidiaries Company Name State of Incorporation TLSS Acquisition, Inc. Delaware Shyp CX, Inc. New York Shyp FX, Inc. New Jersey JFK Cartage, Inc. New York TLSS-CE, Inc. Delaware TLSS-STI, Inc. Delaware Severance Trucking Co., Inc. Massachusetts Severance Warehousing, Inc. Massachusetts McGrath Trailer Leasing, Inc. Maine TLSS Operations Holding Company, Inc. Delaware |
|
| December 6, 2024 |
Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE 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 PURSUANT TO AN EFFECTIVE REGISTR |
|
| December 6, 2024 |
Exhibit 10.15 FORM OF PROMISSORY NOTE $[ ] Date: [ ] FOR VALUE RECEIVED, Transportation and Logistics Systems, Inc., a Nevada corporation (“Maker”), hereby promises to pay to the order of [ ] (“Payee”) at [ ] or at such other place as the holder hereof may designate in writing, the principal sum of $[ ], together with interest, from the date hereof, on the unpaid principal amount hereof outstandin |
|
| November 29, 2024 |
Exhibit 10.2 Transportation and Logistics Systems, Inc. 5500 Military Trail, Suite 22-357 Jupiter, FL 33458 November 22, 2024 Mercer Street Global Opportunity Fund c/o Mercer Street Capital Partners 1111 Brickell Avenue | Suite 2920 | Miami, FL 33131 Cavalry Fund I LP c/o C/M Capital Partners, LP 1111 Brickell Avenue | Suite 2920 | Miami, FL 33131 Attention: Thomas Walsh Re: Transportation and Log |
|
| November 29, 2024 |
Exhibit 3.1 |
|
| November 29, 2024 |
Exhibit 10.1 TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Promissory Note (the “Note”) Face Amount: $50,000.00 November 22, 2024 Jupiter, Florida FOR VALUE RECEIVED, the undersigned TRANSPORTATION AND LOGISTICS SYSTEMS, INC., a Nevada corporation (the “Borrower”), promises to pay to the order of CAVALRY FUND I LP, its successors or assigns (the “Lender”), FIFTY THOUSAND DOLLARS ($50,000) (the “Face |
|
| November 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): November 29, 2024 (November 22, 2024) Transportation and Logistics Systems, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 001-34970 26-3106763 (State or other Jurisdi |
|
| November 15, 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-SAR ☐ 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 ☐ Transition Report o |
|
| October 15, 2024 |
Exhibit 10.1 Transportation and Logistics Systems, Inc. 5500 Military Trail, Suite 22-357 Jupiter, FL 33458 October 9, 2024 Mercer Street Global Opportunity Fund c/o Mercer Street Capital Partners 1111 Brickell Avenue | Suite 2920 | Miami, FL 33131 Cavalry Fund I LP c/o C/M Capital Partners, LP 1111 Brickell Avenue | Suite 2920 | Miami, FL 33131 Attention: Thomas Walsh Re: Transportation and Logis |
|
| October 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 9, 2024 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction (Com |
|
| October 15, 2024 |
Exhibit 10.2 TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Promissory Note (the “Note”) Face Amount: $50,000.00 October 9, 2024 Jupiter, Florida FOR VALUE RECEIVED, the undersigned TRANSPORTATION AND LOGISTICS SYSTEMS, INC., a Nevada corporation (the “Borrower”), promises to pay to the order of MERCER STREET GLOBAL OPPORTUNITY FUND, its successors or assigns (the “Lender”), FIFTY THOUSAND DOLLARS ($5 |
|
| October 15, 2024 |
Exhibit 10.3 TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Promissory Note (the “Note”) Face Amount: $50,000.00 October 9, 2024 Jupiter, Florida FOR VALUE RECEIVED, the undersigned TRANSPORTATION AND LOGISTICS SYSTEMS, INC., a Nevada corporation (the “Borrower”), promises to pay to the order of CAVALRY FUND I LP, its successors or assigns (the “Lender”), FIFTY THOUSAND DOLLARS ($50,000) (the “Face Am |
|
| August 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 12, 2024 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of i |
|
| August 16, 2024 |
Exhibit 10.1 Transportation and Logistics Systems, Inc. 5500 Military Trail, Suite 22-357 Jupiter, FL 33458 August 12, 2024 Mercer Street Global Opportunity Fund c/o Mercer Street Capital Partners 1111 Brickell Avenue | Suite 2920 | Miami, FL 33131 Cavalry Fund I LP c/o C/M Capital Partners, LP 1111 Brickell Avenue | Suite 2920 | Miami, FL 33131 Attention: Thomas Walsh Re: Transportation and Logis |
|
| August 16, 2024 |
Exhibit 10.2 EXECUTION VERSION TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Promissory Note (the “Note”) Face Amount: $75,000.00 August 12, 2024 Jupiter, Florida FOR VALUE RECEIVED, the undersigned TRANSPORTATION AND LOGISTICS SYSTEMS, INC., a Nevada corporation (the “Borrower”), promises to pay to the order of MERCER STREET GLOBAL OPPORTUNITY FUND, its successors or assigns (the “Lender”), SEVENTY |
|
| August 16, 2024 |
Exhibit 10.3 EXECUTION VERSION TRANSPORTATION AND LOGISTICS SYSTEMS, INC. Promissory Note (the “Note”) Face Amount: $75,000.00 August 12, 2024 Jupiter, Florida FOR VALUE RECEIVED, the undersigned TRANSPORTATION AND LOGISTICS SYSTEMS, INC., a Nevada corporation (the “Borrower”), promises to pay to the order of CAVALRY FUND I MANAGEMENT, LLC, its successors or assigns (the “Lender”), SEVENTY FIVE TH |
|
| August 15, 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-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 ☐ Transition Report on For |
|
| May 16, 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-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 ☐ Transition Report on Fo |
|
| April 1, 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-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 ☐ Transition Report on |
|
| March 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 29,2024 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| February 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 16, 2024 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| January 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 28, 2023 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| January 3, 2024 |
Exhibit 3.1 |
|
| January 3, 2024 |
Exhibit 3.2 |
|
| December 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 1, 2023 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| November 14, 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 September 30, 2023 ☐ 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. 001-34970 Transportation and Logi |
|
| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 6, 2023 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| November 13, 2023 |
Exhibit 99.2 |
|
| November 13, 2023 |
Exhibit 10.2 FIRST AMENDMENT TO SECURED PROMISSORY NOTE THIS FIRST AMENDMENT TO SECURED PROMISSORY NOTE (this “First Amendment”) is entered into by and between TLSS-STI, Inc., a Delaware corporation, Severance Trucking Co., Inc. a Massachusetts corporation, Severance Warehousing, Inc., a Massachusetts corporation and McGrath Trailer Leasing, Inc., a Maine corporation (individually, a “Maker” and c |
|
| November 13, 2023 |
Exhibit 10.1 POST-CLOSING AGREEMENT THIS POST-CLOSING AGREEMENT (this “Agreement”) is made effective as of the 8th day of November, 2023 (the “Effective Date”), by and among Kathryn Boyd (the “Lender’s Representative”), Clyde J. Severance and Robert H. Severance, Jr. (collectively with the Lender’s Representative, the “Lender”) with an address at 10 North Jebb Road, Merrimack, NH 03054, and TLSS-S |
|
| November 13, 2023 |
Exhibit 99.1 |
|
| November 13, 2023 |
Exhibit 10.3 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”), dated effective November 8, 2023 is by and among Kathryn Boyd (the “Indemnitee”); TLSS-STI, Inc., a Delaware corporation (“Buyer”); and Severance Trucking Co., Inc., a Massachusetts corporation, Severance Warehousing, Inc., a Massachusetts corporation and McGrath Trailer Leasing, Inc., a Maine corporation (each an |
|
| November 3, 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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 1, 2023 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| November 3, 2023 |
Promissory Note made in favor of John Mercadante, dated as of November 1, 2023 Exhibit 10.1 PROMISSORY NOTE $500,000.00 Date: November 1, 2023 FOR VALUE RECEIVED, Transportation and Logistics Systems, Inc., a Nevada corporation (“Maker”), hereby promises to pay to the order of John Mercadante (“Payee”) at [REDACTED] or at such other place as the holder hereof may designate in writing, the principal sum of $500,000.00, together with interest, from the date hereof, on the unpa |
|
| September 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 15, 2023 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction o |
|
| September 14, 2023 |
Transportation and Logistics Systems, Inc. Update to Stakeholders, dated September 14, 2023. Exhibit 20.1 TLSS Issues Interim Update JUPITER, FLORIDA - (Accesswire) – September 14, 2023 - Transportation and Logistics Systems, Inc. (OTC PINK: TLSS), (“TLSS” or the “Company”), the parent company of certain wholly-owned operating subsidiaries, which together, provide a suite of logistics and transportation services, is pleased to issue the following update to its stakeholders from its Chairm |
|
| September 14, 2023 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 14, 2023 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction o |
|
| August 24, 2023 |
Exhibit 107 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered (1)(4) Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common Stock, par value $0. |
|
| August 24, 2023 |
Exhibit 21 Subsidiaries of Registrant Company Name State of Incorporation TLSS Acquisition, Inc. |
|
| August 24, 2023 |
Exhibit 4.3 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 The following description is a description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. As of July 31, 2023, the Registrant has one class of securities registered under Section 12 of the Securities Exchange Act o |
|
| August 24, 2023 |
Registration No. 333-251059 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Transportation and Logistics Systems, Inc. (Name of Issuer in Its Charter) Nevada 4215 26-3106763 (State or other jurisdiction of incorporation) (Primary Standard Industrial Classification Code Numbe |
|
| August 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION INFORMATION STATEMENT Pursuant to Section 14(c) of the Exchange Act of 1934 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 TRANSPORTATION AND LOGISTICS SYSTEMS, INC. (Nam |
|
| 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 ☐ 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. 001-34970 Transportation and Logistics |
|
| August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION INFORMATION STATEMENT Pursuant to Section 14(c) of the Exchange Act of 1934 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 TRANSPORTATION AND LOGISTICS SYSTEMS, INC. (Nam |
|
| August 2, 2023 |
Exhibit 107 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered (1)(4) Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common Stock, par value $0. |
|
| August 2, 2023 |
Exhibit 4.3 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 The following description is a description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. As of July 31, 2023, the Registrant has one class of securities registered under Section 12 of the Securities Exchange Act o |
|
| August 2, 2023 |
Registration No. 333-262408 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Transportation and Logistics Systems, Inc. (Name of Issuer in Its Charter) Nevada 4215 26-3106763 (State or other jurisdiction of incorporation) (Primary Standard Industrial Classification Code Numbe |
|
| August 2, 2023 |
Exhibit 21 Subsidiaries of Registrant Company Name State of Incorporation TLSS Acquisition, Inc. |
|
| July 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 17, 2023 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of inc |
|
| July 19, 2023 |
EXHIBIT 4.1 CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES I PREFERRED STOCK OF TRANSPORTATION AND LOGISTICS SYSTEMS, INC. It is hereby certified that: 1. The name of the Corporation (hereinafter called the “Corporation”) is Transportation and Logistics Systems, Inc. a Nevada corporation. 2. The Articles of Incorporation of the Corporation authorize the issuance of Ten |
|
| July 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 11, 2023 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of inc |
|
| June 20, 2023 |
Exhibit 99.2 Pro Forma Financial Information. The following unaudited pro forma combined balance sheet has been derived from the unaudited consolidated balance sheet of Transportation and Logistics Systems, Inc. and Subsidiaries. (the “Company” or “we”) on June 30, 2022, and adjusts such information to give the effect of 1) the acquisition of Freight Connections, Inc. (“Freight Connections”), as i |
|
| June 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 16, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or |
|
| June 20, 2023 |
Exhibit 99.1 FREIGHT CONNECTIONS, INC. FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2021 AND 2020 FREIGHT CONNECTIONS, INC. INDEX TO FINANCIAL STATEMENTS DECEMBER 31, 2021 AND 2020 Page Report of Independent Registered Public Accounting Firm F-2 Financial Statements: Balance Sheets as of December 31, 2021 and 2020 F-3 Statements of Operations – For the Years Ended December 31, 2021 and 2020 F-4 S |
|
| May 15, 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 March 31, 2023 ☐ 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. 001-34970 Transportation and Logistic |
|
| April 24, 2023 |
Exhibit 10.1 PROMISSORY NOTE $.00 Date: April , 2023 FOR VALUE RECEIVED, Transportation and Logistics Systems, Inc., a Nevada corporation (“Maker”), hereby promises to pay to the order of (“Payee”) at or at such other place as the holder hereof may designate in writing, the principal sum of $.00, together with interest, from the date hereof, on the unpaid principal amount hereof outstanding from t |
|
| April 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 17, 2023 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of in |
|
| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 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. 001-34970 Transportation and |
|
| March 31, 2023 |
Exhibit 21 List of Subsidiaries Company Name State of Incorporation TLSS Acquisition, Inc. |
|
| February 6, 2023 |
Exhibit 10.3 THIS LOAN IS PAYABLE IN FULL AT MATURITY. THE UNDERSIGNED MUST REPAY THE ENTIRE PRINCIPAL BALANCE OF THE LOAN AND UNPAID INTEREST THEN DUE. THE LENDER IS UNDER NO OBLIGATION TO REFINANCE THE LOAN AT THAT TIME. THE UNDERSIGNED WILL THEREFORE BE REQUIRED TO MAKE PAYMENT OUT OF OTHER ASSETS THAT THE UNDERSIGNED MAY OWN, OR THE UNDERSIGNED WILL HAVE TO FIND A LENDER WILLING TO LEND THE UN |
|
| February 6, 2023 |
Exhibit 10.1 ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Assignment and Assumption”) is made as of the 31st day of January, 2023, by and between TLSS Acquisition, Inc., a Delaware corporation (the “Assignor”) and TLSS-STI, Inc., a Delaware corporation (the “Assignee”). A. Assignor has entered into that certain Stock Purchase and Sale Agreement with Severance |
|
| February 6, 2023 |
Exhibit 10.4 SECURITY AGREEMENT THIS SECURITY AGREEMENT (the “Security Agreement”) dated as of February 1, 2023 is by and among TLSS-STI, Inc., a Delaware corporation, Severance Trucking Co., Inc., a Massachusetts corporation, Severance Warehousing, Inc., a Massachusetts corporation and McGrath Trailer Leasing, Inc., a Maine corporation (individually, a “Debtor”, and collectively, the “Debtors”) a |
|
| February 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 3, 2023 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| February 6, 2023 |
Exhibit 10.2 FIRST AMENDMENT TO STOCK PURCHASE AND SALE AGREEMENT THIS FIRST AMENDMENT TO STOCK PURCHASE AND SALE AGREEMENT (this “First Amendment”) is dated as of the 1st of February, 2023, by and among TLSS-STI, Inc., a Delaware corporation (the “Buyer”), and Severance Trucking Co., Inc., a Massachusetts corporation, Severance Warehousing, Inc., a Massachusetts corporation and McGrath Trailer Le |
|
| February 6, 2023 |
Exhibit 10.6 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (this “Agreement”) is being made as of February 1, 2023 between Severance Trucking Co., Inc., a Massachusetts corporation (“STI”), a wholly-owned subsidiary of TLSS-STI, Inc., a Delaware corporation (“TLSS-STI”), a wholly owned subsidiary of Transportation and Logistics Systems, Inc., a Nevada corporation (the “Corporation”), having its p |
|
| February 6, 2023 |
Exhibit 10.5 ABSOLUTE, UNCONDITIONAL AND CONTINUING GUARANTY THIS ABSOLUTE, UNCONDITIONAL AND CONTINUING GUARANTY, dated as of the 1st day of February, 2023 (this “Guaranty”), is executed by Transportation and Logistics Systems, Inc., a Nevada corporation (herein referred to as the “Guarantor”), in favor of Kathryn Boyd, Clyde J. Severance and Robert H. Severance, Jr. (individually, a “Shareholder |
|
| January 10, 2023 |
Exhibit 10.1 Execution Version STOCK PURCHASE AND SALE AGREEMENT dated as of January 4, 2023 by and among TLSS Acquisition, Inc., a Delaware corporation; Severance Trucking Co., Inc., a Massachusetts corporation, Severance Warehousing, Inc., a Massachusetts corporation, and McGrath Trailer Leasing, Inc., a Maine corporation (collectively, the “Companies”); The Shareholders of the Companies; Kathry |
|
| January 10, 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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 4, 2023 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of i |
|
| December 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 21, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| December 28, 2022 |
EX-3.1 2 ex3-1.htm Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF TRANSPORTATION AND LOGISTICS SYSTEMS, INC. a Nevada corporation (the “Corporation”) ARTICLE I Name; Offices Section 1. Name. The name of the Corporation is “Transportation and Logistics Systems, Inc.” Section 2. Principal Executive Office. The principal executive office of the Corporation hereby is fixed and located at 5500 Military Tra |
|
| November 14, 2022 |
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 September 30, 2022 ☐ 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. 001-34970 Transportation and Logi |
|
| September 20, 2022 |
EX-10.3 4 ex10-3.htm Exhibit 10.3 CERTIFICATE OF DESIGNATION, PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES H CONVERTIBLE PREFERRED STOCK OF TRANSPORTATION AND LOGISTICS SYSTEMS, INC. I, Sebastian Giordano, hereby certify that I am the Chief Executive Officer of Transportation and Logistics Systems, Inc. (the “Corporation”), a corporation organized and existing under the Nevada Revised Statutes, a |
|
| September 20, 2022 |
Completion of Acquisition or Disposition of Assets, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 16, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction o |
|
| September 20, 2022 |
Exhibit 10.1 FIRST AMENDMENT TO STOCK PURCHASE AND SALE AGREEMENT THIS FIRST AMENDMENT TO STOCK PURCHASE AND SALE AGREEMENT (this “First Amendment”) is dated as of the 15th day of September, 2022, by and among TLSS Acquisition, Inc., a Delaware corporation (“TA” or the “Buyer”), Transportation and Logistics Systems, Inc., a Nevada corporation (“TLSS”), and Joseph J. Corbisiero (the “Shareholder,” |
|
| September 20, 2022 |
Form of Employment Agreement, between TLSS-FC, Inc. and Joseph Corbisiero. Exhibit 10.2 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this ?Agreement?) is being made as of this September 16, 2022 between Freight Connections, Inc., a New Jersey corporation (the ?FC?), a wholly-owned subsidiary of TLSS-FC, Inc., a Delaware corporation (the ?Corporation?), having its principal offices at 1 Bell Drive, Ridgefield, NJ 07657, and Joseph J. Corbisiero (the ?Employee? or ?You? |
|
| September 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 12, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction o |
|
| August 22, 2022 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 22, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of i |
|
| August 12, 2022 |
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, 2022 ? 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. 001-34970 Transportation and Logistics |
|
| August 10, 2022 |
TLSS Chairman Issues Fourth Update in 2022 Exhibit 99.1 TLSS Chairman Issues Fourth Update in 2022 JUPITER, FLORIDA - (Accesswire) ? August 10, 2022 - Transportation and Logistics Systems, Inc. (OTCQB: TLSS), (?TLSS? or the ?Company?), a logistics service provider, is pleased to issue the following update to its stakeholders from its Chairman and Chief Executive Officer, Mr. Sebastian Giordano, his fourth communication in eight months sinc |
|
| August 10, 2022 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 10, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of i |
|
| August 4, 2022 |
Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 4, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of in |
|
| July 7, 2022 |
EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS AGREEMENT (the ?Agreement?) is being made as of this July 1, 2022 between Transportation and Logistics Systems, Inc., a Nevada corporation (the ?Corporation?), having its principal offices at 5500 Military Trail, Suite 22-357, Jupiter, Florida 33458, and James Giordano (the ?Employee?) an individual with an address at [address redacted]. W I T N E S S E T H: |
|
| July 7, 2022 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 6, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of inco |
|
| June 30, 2022 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 30, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of inc |
|
| June 30, 2022 |
EX-99.1 2 ex99-1.htm EXHIBIT 99.1 STOCK PURCHASE AND SALE AGREEMENT dated as of May 24, 2022 by and among Cougar Express, Inc., a New York corporation and Joan Ton, the sole stockholder of JFK Cartage, Inc., a New York corporation and JFK Cartage, Inc., a New York corporation STOCK PURCHASE AND SALE AGREEMENT This Stock Purchase and Sale Agreement (this “Agreement”), dated as of May 24, 2022 (the |
|
| June 24, 2022 |
Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 21, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of inc |
|
| June 7, 2022 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 7, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of inco |
|
| June 7, 2022 |
EXHIBIT 99.1 TLSS Provides Instructions for Corporate Update Conference Call Stockholders and Other Interested Parties Invited to Attend June 8, 2022 Event JUPITER, FLORIDA - (ACCESSWIRE) ? June 7, 2022 - Transportation and Logistics Systems, Inc. (OTCQB: TLSS), (?TLSS? or the ?Company?), a logistics service provider, is pleased to provide instructions for joining its corporate update conference c |
|
| May 26, 2022 |
EX-10.1 2 ex10-1.htm Exhibit 10.1 STOCK PURCHASE AND SALE AGREEMENT dated as of May 23, 2022 by and among TLSS Acquisition, Inc., a Delaware corporation and Joseph Corbisiero, the sole stockholder of Freight Connections, Inc., a New Jersey corporation and Freight Connections, Inc., a New Jersey corporation STOCK PURCHASE AND SALE AGREEMENT This Stock Purchase and Sale Agreement (this “Agreement”), |
|
| May 26, 2022 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 23, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of inco |
|
| May 24, 2022 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 23, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of inco |
|
| May 13, 2022 |
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, 2022 ? 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. 001-34970 Transportation and Logistic |
|
| May 10, 2022 |
CORRESP 1 filename1.htm Transportation and Logistics Systems, Inc. 5500 Military Trail Suite 22-357 Jupiter, FL 33458 May 10, 2022 VIA EDGAR United States Securities and Exchange Commission Washington, DC 20549 Attn: Anuja A. Majmudar, Attorney-Adviser Karina Dorin, Attorney-Adviser Re: Transportation and Logistics Systems, Inc. Registration Statement on Form S-1/A Filed May 6, 2021 File No. 333-2 |
|
| May 9, 2022 |
CORRESP 1 filename1.htm Transportation and Logistics Systems, Inc. 5500 Military Trail Suite 22-357 Jupiter, FL 33458 May 9, 2022 VIA EDGAR United States Securities and Exchange Commission Washington, DC 20549 Attn: Anuja A. Majmudar, Attorney-Adviser Karina Dorin, Attorney-Adviser Re: Transportation and Logistics Systems, Inc. Registration Statement on Form S-1/A Filed May 6, 2021 File No. 333-26 |
|
| May 6, 2022 |
Exhibit 4.3 Description of the Registrant?s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 The following description is a description of the Registrant?s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. As of May 6, 2022, the Registrant has one class of securities registered under Section 12 of the Securities Exchange Act of |
|
| May 6, 2022 |
Registration No. 333-262408 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 1 to FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Transportation and Logistics Systems, Inc. (Name of Issuer in Its Charter) Nevada 4215 26-3106763 (State or other jurisdiction of incorporation) (Primary Standard Industrial Classification Code Number) (IRS Employe |
|
| May 6, 2022 |
Transportation and Logistics Systems, Inc. 5500 Military Trail Suite 22-357 Jupiter, FL 33458 May 6, 2022 VIA EDGAR United States Securities and Exchange Commission Washington, DC 20549 Attn: Anuja A. Majmudar, Attorney-Adviser Karina Dorin, Attorney-Adviser Re: Transportation and Logistics Systems, Inc. Registration Statement on Form S-1/A Filed May 6, 2021 File No. 333-262408 REQUEST FOR ACCELER |
|
| May 6, 2022 |
Exhibit 21 Subsidiaries of Registrant Cougar Express, Inc. Delaware Shyp FX Inc. New Jersey Shyp CX, Inc. New York TLSS Acquisition, Inc. Delaware |
|
| May 6, 2022 |
Exhibit 107 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered (1)(4) Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Amount of Registration Fee Common Stock, par value $0. |
|
| March 31, 2022 |
EX-21 2 ex21.htm Exhibit 21 List of Subsidiaries Company Name State of Incorporation Shyp FX, Inc. New Jersey TLSS Acquisition, Inc. Delaware Shyp CX, Inc. New York Cougar Express, Inc. New York |
|
| March 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 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. 001-34970 Transportation and |
|
| February 3, 2022 |
CORRESP 1 filename1.htm Transportation and Logistics Systems, Inc. 5500 Military Trail Suite 22-357 Jupiter, FL 33458 February 3, 2022 VIA EDGAR United States Securities and Exchange Commission Washington, DC 20549 Re: Transportation and Logistics Systems, Inc. Registration Statement on Form S-1 Filed January 28, 2021 File No. 333-262408 WITHDRAWAL OF REQUEST FOR ACCELERATION OF EFFECTIVENESS Tran |
|
| February 2, 2022 |
Transportation and Logistics Systems, Inc. 5500 Military Trail Suite 22-357 Jupiter, FL 33458 February 3, 2022 VIA EDGAR United States Securities and Exchange Commission Washington, DC 20549 Re: Transportation and Logistics Systems, Inc. Registration Statement on Form S-1 Filed January 28, 2021 File No. 333-262408 REQUEST FOR ACCELERATION OF EFFECTIVENESS Pursuant to Rule 461 promulgated under the |
|
| January 28, 2022 |
Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Transportation and Logistics Systems, Inc. (Name of Issuer in Its Charter) Nevada 4215 26-3106763 (State or other jurisdiction of incorporation) (Primary Standard Industrial Classification Code Number) (IRS Employer Identification No.) 5500 |
|
| January 28, 2022 |
EX-4.1 3 ex4-1.htm Exhibit 4.1 |
|
| January 28, 2022 |
EX-4.3 4 ex4-3.htm Exhibit 4.3 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 The following description is a description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. As of January 28, 2022, the Registrant has one class of securities registered under Section 12 of the Sec |
|
| January 28, 2022 |
Exhibit 21 Subsidiaries of Registrant Cougar Express, Inc. Delaware Shyp FX Inc. New Jersey Shyp CX, Inc. New York TLSS Acquisition, Inc. Delaware |
|
| January 28, 2022 |
Consolidated Financial Statements for the nine months ended September 30, 2021. Exhibit 13.2 TRANSPORTATION AND LOGISTICS SYSTEMS INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS September 30, December 31, 2021 2020 (Unaudited) ASSETS CURRENT ASSETS: Cash $ 2,668,329 $ 579,283 Accounts receivable, net 474,318 - Prepaid expenses and other current assets 291,802 75,951 Assets subject to assignment for benefit of creditors, current portion - 740,381 Total Current Asse |
|
| January 28, 2022 |
Consolidated Financial Statements for the years ended December 31, 2019 and 2020. Exhibit 13.1 TRANSPORTATION AND LOGISTICS SYSTEMS, INC. AND SUBSIDIARIES INDEX TO CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2020 AND 2019 Page Report of Independent Registered Public Accounting Firm F-2 Consolidated Financial Statements: Consolidated Balance Sheets as of December 31, 2020 and 2019 F-4 Consolidated Statements of Operations ? For the Years Ended December 31, 2020 and 2019 F-5 C |
|
| January 28, 2022 |
Exhibits 10.6 |
|
| January 28, 2022 |
EX-10.5 6 ex10-5.htm Exhibits 10.5 |
|
| January 28, 2022 |
Exhibit 3.14 |
|
| January 28, 2022 |
Exhibit 10.9 |
|
| January 26, 2022 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 26, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| January 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 20, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| January 26, 2022 |
Transportation and Logistics Systems, Inc. Letter to Stakeholders, dated January 27, 2022. Exhibit 9.1 January 27, 2022 Dear Valued Stockholders and Investors, Introduction Let me first take this opportunity to wish all of you a very healthy, happy, and prosperous New Year and to extend, on behalf of the Board of Directors (?Board?) of the Company, our sincere thanks for the ongoing support that you, the Company?s stockholders and investors, have consistently provided to the Company. Ha |
|
| January 7, 2022 |
Exhibit 10.1 |
|
| January 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 3, 2022 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of i |
|
| January 7, 2022 |
EX-10.2 7 ex10-2.htm Exhibit 10.2 |
|
| January 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 31, 2021 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| January 3, 2022 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of December 31, 2021, between Transportation and Logistics Systems, Inc., a Nevada corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively the ?Purchasers?). WHEREAS, subject to the |
|
| January 3, 2022 |
EX-10.2 3 ex10-2.htm Exhibit 10.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE 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 PURSUANT T |
|
| November 15, 2021 |
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 September 30, 2021 ? 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. 001-34970 Transportation and Logi |
|
| August 13, 2021 |
EX-3.6 3 ex3-6.htm Exhibit 3.6 |
|
| August 13, 2021 |
EX-3.5 2 ex3-5.htm Exhibit 3.5 |
|
| August 13, 2021 |
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, 2021 ☐ 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. 001-34970 Transportation and Logistics |
|
| June 21, 2021 |
EX-10.1 2 ex10-1.htm Exhibit 10.1 CONFIDENTIAL Execution Version STOCK PURCHASE AND SALE AGREEMENT dated as of June 15, 2021 by and among Transportation and Logistics Systems, Inc., a Nevada corporation and Anthony Berritto, the sole stockholder of Salson Logistics, Inc. and Salson Logistics, Inc., a Georgia corporation i ARTICLE I. PURCHASE AND SALE OF SHARES 1 SECTION 1.1 PURCHASE AND SALE. 1 SE |
|
| June 21, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 15, 2021 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other j |
|
| May 17, 2021 |
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 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 [ ] 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. 001-34970 Transportation and Logi |
|
| May 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 13, 2021 (October 6, 2020) Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-310676 |
|
| April 30, 2021 |
Transportation and Logistics Systems, Inc. 5500 Military Trail Suite 22-357 Jupiter, FL 33458 April 30, 2021 VIA EDGAR United States Securities and Exchange Commission Washington, DC 20549 Attn: Ms. Anuja A. Majmudar, Attorney-Advisor Re: Transportation and Logistics Systems, Inc. Amendment No. 2 to Registration Statement on Form S-1 Filed April 22, 2021 File No. 333-251059 REQUEST FOR ACCELERATIO |
|
| April 22, 2021 |
EX-21 3 ex21.htm Exhibit 21 List of Subsidiaries Company Name State of Incorporation Prime EFS LLC New Jersey Shypdirect, LLC New Jersey TLSS Acquisition, Inc. Delaware Shyp FX, Inc. New Jersey Shyp CX, Inc. New York Cougar Express, Inc. New York |
|
| April 22, 2021 |
Registration No. 333-251059 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Transportation and Logistics Systems, Inc. (Name of Issuer in Its Charter) Nevada 4215 26-3106763 (State or other jurisdiction of incorporation) (Primary Standard Industrial Classification Code Number) (IRS Employer |
|
| April 12, 2021 |
Exhibit 10.1 EXECUTION COPY SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of April 9, 2021, between Transportation and Logistics Systems, Inc., a Nevada corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively the ?Purchasers?). WHEREAS, subj |
|
| April 12, 2021 |
From of Warrant to purchase shares of Common Stock Exhibit 10.2 EXECUTION COPY NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE 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 PURSUANT TO AN E |
|
| April 12, 2021 |
8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 9, 2021 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other j |
|
| April 7, 2021 |
EX-10.1 2 ex10-1.htm Exhibit 10.1 |
|
| April 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 24, 2021 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of in |
|
| March 23, 2021 |
EX-10.1 2 ex10-1.htm Exhibit 10.1 EXECUTION COPY SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 22, 2021, between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purch |
|
| March 23, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 22, 2021 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other |
|
| March 17, 2021 |
EX-4.23 2 ex4-23.htm Exhibit 4.23 CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES F PREFERRED STOCK OF TRANSPORTATION AND LOGISTICS SYSTEMS, INC. It is hereby certified that: 1. The name of the Corporation (hereinafter called the “Corporation”) is Transportation and Logistics Systems, Inc. a Nevada corporation. 2. The Articles of Incorporation of the Corporation authori |
|
| March 17, 2021 |
EX-21 3 ex21-1.htm Exhibit 21 List of Subsidiaries Company Name State of Incorporation Prime EFS, LLC New Jersey Shypdirect, LLC New Jersey Shyp FX, Inc. New Jersey TLSS Acquisition, Inc. Delaware Shyp CX, Inc. New York |
|
| March 17, 2021 |
10-K 1 form10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 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- |
|
| March 15, 2021 |
DEF 14C 1 formdef14-c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION INFORMATION STATEMENT Pursuant to Section 14(c) of the Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [X] Definitive Information Statement TRANSPORTATION |
|
| March 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION INFORMATION STATEMENT Pursuant to Section 14(c) of the Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [ ] Definitive Information Statement TRANSPORTATION AND LOGISTICS SYSTEMS, INC |
|
| February 19, 2021 |
Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 17, 2021 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| February 10, 2021 |
Registration No. 333-251059 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Transportation and Logistics Systems, Inc. (Name of Issuer in Its Charter) Nevada 4215 26-3106763 (State or other jurisdiction of incorporation) (Primary Standard Industrial Classification Code Number) (IRS Employer |
|
| February 10, 2021 |
Exhibit 10.28 |
|
| February 10, 2021 |
Exhibit 21 List of Subsidiaries Company Name State of Incorporation Prime EFS LLC Shypdirect, LLC TLSS Acquisition, Inc. Shyp FX, Inc. New Jersey New Jersey Delaware New Jersey |
|
| February 9, 2021 |
Office of Energy & Transportation CORRESP 1 filename1.htm Office of Energy & Transportation Division of Corporation Finance United States Securities and Exchange Commission Washington, DC 20549 Attn: Ms. Anuja A. Majmudar, Attorney-Advisor Re: Transportation and Logistics Systems, Inc. Registration Statement on Form S-1 Filed December 1, 2020 File No. 333-251059 Securities and Exchange Commission Comment Letters Dated December 11, |
|
| January 28, 2021 |
EX-10.1 2 ex10-1.htm Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of January 21, 2021, between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHER |
|
| January 28, 2021 |
Exhibit 10.2 AMENDMENT TO TRANSACTION DOCUMENTS This Amendment (this “Amendment”) to that Securities Purchase Agreement, dated , 20 (the “SPA”), between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”), and to the |
|
| January 28, 2021 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 27, 2021 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| January 20, 2021 |
CORRESP 1 filename1.htm January 20, 2021 Office of Energy & Transportation Division of Corporation Finance United States Securities and Exchange Commission Washington, DC 20549 Attn: Ms. Anuja A. Majmudar, Attorney-Advisor Re: Transportation and Logistics Systems, Inc. Registration Statement on Form S-1 Filed December 1, 2020 File No. 333-251059 Securities and Exchange Commission Comment Letter Da |
|
| January 20, 2021 |
CORRESP 1 filename1.htm January 20, 2021 Office of Energy & Transportation Division of Corporation Finance United States Securities and Exchange Commission Washington, DC 20549 Attn: Ms. Anuja A. Majmudar, Attorney-Advisor Re: Transportation and Logistics Systems, Inc. Registration Statement on Form S-1 Filed December 1, 2020 File No. 333-251059 Securities and Exchange Commission Comment Letter Da |
|
| January 19, 2021 |
Completion of Acquisition or Disposition of Assets 8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 19, 2021 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or othe |
|
| January 8, 2021 |
Exhibit 10.1 EXECUTION COPY SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of January 5, 2021, between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, su |
|
| January 8, 2021 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 7, 2021 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of i |
|
| December 31, 2020 |
Exhibit 10.1 EXECUTION COPY SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of December 30, 2020, between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, |
|
| December 31, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 31, 2020 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or oth |
|
| December 29, 2020 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 28, 2020 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| December 29, 2020 |
EX-10.1 2 ex10-1.htm Exhibit 10.1 EXECUTION COPY SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of December 28, 2020, between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Pu |
|
| December 1, 2020 |
Exhibit 3.10 |
|
| December 1, 2020 |
Exhibit 10.29 |
|
| December 1, 2020 |
S-1 1 forms-1.htm Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Transportation and Logistics Systems, Inc. (Name of Issuer in Its Charter) Nevada 4215 26-3106763 (State or other jurisdiction of incorporation) (Primary Standard Industrial Classification Code Number) (IRS Employer Identif |
|
| December 1, 2020 |
EX-10.28 6 ex10-28.htm Exhibit 10.28 |
|
| December 1, 2020 |
EX-21 8 ex21.htm Exhibit 21 List of Subsidiaries Company Name State of Incorporation Prime EFS LLC New Jersey Shypdirect, LLC New Jersey TLSS Acquisition, Inc. Delaware |
|
| December 1, 2020 |
Exhibit 10.22 |
|
| December 1, 2020 |
Exhibit 4.2 Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 The following description is a description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. As of November 23, 2020, the Registrant has one class of securities registered under Section 12 of the Securities Exchange A |
|
| December 1, 2020 |
Exhibit 10.23 |
|
| November 16, 2020 |
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 Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 6, 2020 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of i |
|
| November 16, 2020 |
EX-10.1 2 ex10-1.htm Exhibit 10.1 |
|
| November 16, 2020 |
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 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 [ ] 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. 001-34970 Transportation and |
|
| October 9, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 6, 2020 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of i |
|
| October 9, 2020 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of October , 2020, between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the ter |
|
| October 9, 2020 |
Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE 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 PURSUANT TO AN EFFECTIVE REGISTR |
|
| October 9, 2020 |
Exhibit 3.1 |
|
| October 9, 2020 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of October , 2020, between Transportation and Logistics Systems, Inc., a Nevada corporation (the “Company”) and each of the several purchasers identified on the signature pages to the Purchase Agreement (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”) |
|
| September 4, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 1, 2020 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of |
|
| August 17, 2020 |
Exhibit 99.1 Transportation and Logistics Systems, Inc. Announces Financial Results for the Three and Six Months Ended June 30, 2020 Turnaround Efforts Lead to Positive EBITDA at Operating Subsidiaries JUPITER, FLORIDA - (Accesswire) - August 17, 2020 - Transportation and Logistics Systems, Inc. (OTC:TLSS), (?TLSS?, or the ?Company?), a leading eCommerce fulfillment service provider, today announc |
|
| August 17, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 17, 2020 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of i |
|
| August 14, 2020 |
10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 [ ] 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. 001-34970 Tran |
|
| August 7, 2020 |
Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities 8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 3, 2020 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other |
|
| August 5, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 30, 2020 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of inc |
|
| July 24, 2020 |
Exhibit 4.1 EXCHANGE AGREEMENT This Exchange Agreement (this “Agreement”), dated as of , 2020, is made by and among Transportation and Logistics Systems Inc., a Nevada corporation (the “Company”), and as the holder of the Exchange Securities (as defined below) (the “Holder”). WHEREAS, the Holder holds Original Issue Discount Senior Secured Convertible Promissory Notes and Warrants to purchase shar |
|
| July 24, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 22, 2020 Transportation and Logistics Systems, Inc. (Exact name of registrant as specified in its charter) Nevada 001-34970 26-3106763 (State or other jurisdiction of inc |
|
| July 24, 2020 |
Exhibit 3.1 CERTIFICATE OF DESIGNATION, PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES D CONVERTIBLE PREFERRED STOCK OF TRANSPORTATION AND LOGISTICS SYSTEMS, INC. I, John Mercadante, hereby certify that I am the Chief Executive Officer of Transportation and Logistics Systems, Inc. (the “Corporation”), a corporation organized and existing under the Nevada Revised Statutes and further do hereby certi |
|
| July 24, 2020 |
EX-10.1 4 ex10-1.htm Exhibit 10.1 TRANSPORTATION & LOGISTICS SYSTEMS, INC. 5500 Military Trail, Suite 22-357 Jupiter, Florida 33458 July , 2020 [Investor] Dear Sirs: This agreement (the “Leak-Out Agreement”) by and between Transportation & Logistics Systems, Inc., a Nevada corporation (the “Company”) and the undersigned (the “Holder”) is being delivered to you in connection with that certain Excha |
