Item 3.02 Recent Sales of
OnDecember 30, 2021 ,John A. DiBella , the chief executive officer ofEnviro Technologies U.S., Inc. (the "Company"), andRaynard Veldman , a member of the Company's board of directors and consultant to the Company, entered into conversion agreements with the Company and agreed to accept a portion of their accrued salary and consulting fees, respectively, in shares common stock of the Company at a price of$0.25 per share, which reflects a price per share of 127% above theDecember 29, 2021 closing stock price of$0.11 . Pursuant to the conversion agreements the Company issued an aggregate of 620,000 shares of restricted common stock in satisfaction of an aggregate of$155,000 of accrued salary and consulting fees payable toMr. DiBella andMr. Veldman . The issuances were exempt from registration under the Securities Act of 1933, as amended, in reliance on an exemption provided by Section 4(a)(2) of that act.
The foregoing description of the terms and conditions of the conversion agreements is qualified in its entirety by references to such agreements which are filed as Exhibit 10.1 and Exhibit 10.2 to this report.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. OnDecember 30, 2021 ,John A. DiBella , the Company's chief executive officer, agreed to accept 500,000 shares of restricted common stock of the Company in satisfaction of$125,000 of accrued salary payable toMr. DiBella under the terms of a conversion agreement. The information set forth in Item 3.02 of this report is hereby incorporated by reference into this Item 5.02. Item 8.01 Other Events.
OnJanuary 5, 2022 ,John A. DiBella , the Company's chief executive officer, advanced the Company$30,000 pursuant to the terms of a 4% unsecured promissory note. The note is payable onDecember 31, 2022 and accrues interest at a rate of 4% per annum. The foregoing description of the note is qualified in its entirety by references to the form of such note which is filed as Exhibit 10.3 to this report.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Incorporated by Reference Filed or Furnished No. Exhibit Description Form Date Filed Number Herewith
10.1 John A. DiBella Conversion Agreement dated Filed December 30, 2021 10.2 Raynard Veldman Conversion Agreement dated Filed December 30, 2021 10.3 Form of Promissory Note dated January 5, Filed 2022
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