Item 3.02 Unregistered Sales of Equity Securities.
On December 27, 2019, Recruiter.com Group, Inc. (the "Company") entered into an
Amended and Restated Consulting Agreement (the "Agreement") with a consultant,
pursuant to which the Company agreed to issue to the consultant in exchange for
services a total of 312,500 restricted stock units (the "RSUs"), each
representing the right to receive one share of the Company's restricted common
stock upon vesting. 62,500 RSUs were vested as of the date of the Agreement and
the remaining 250,000 RSUs vest in equal monthly increments over a period of 11
months beginning January 1, 2020. The issuance of the RSUs is exempt from
registration under the Securities Act of 1933 (the "Securities Act") pursuant to
Section 4(a)(2) of the Securities Act.
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