Duos Technologies Sells $1M in Stock, Issues Warrants

TL;DR

DUOT just sold $1M in stock at $1/share and warrants at $1.20. Dilution incoming.

AI Summary

On March 22, 2024, Duos Technologies Group, Inc. entered into a material definitive agreement, specifically a Securities Purchase Agreement, with an accredited investor. This agreement involves the sale of 1,000,000 shares of common stock at a purchase price of $1.00 per share, totaling $1,000,000. The company also agreed to issue warrants to purchase an additional 1,000,000 shares of common stock at an exercise price of $1.20 per share.

Why It Matters

This transaction provides Duos Technologies with immediate capital, potentially for operational needs or growth initiatives, while also diluting existing shareholders through the issuance of new shares and warrants.

Risk Assessment

Risk Level: medium — The sale of stock at a price close to its market value and the issuance of warrants can lead to significant dilution for existing shareholders.

Key Numbers

• $1.0M — Capital Raised (From the sale of common stock)
• $1.00 — Stock Price (Per share sale price)
• $1.20 — Warrant Exercise Price (Potential future dilution)

Key Players & Entities

• Duos Technologies Group, Inc. (company) — Registrant
• March 22, 2024 (date) — Date of Securities Purchase Agreement
• $1,000,000 (dollar_amount) — Total proceeds from stock sale
• 1,000,000 shares (share_amount) — Number of shares sold
• $1.00 (dollar_amount) — Price per share
• 1,000,000 shares (share_amount) — Number of shares issuable upon warrant exercise
• $1.20 (dollar_amount) — Exercise price of warrants

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock (par value $0.001 per share) DUOT The Nasdaq Stock Ma
• $500,000 — ") and the Company received proceeds of $500,000. Pursuant to the other agreement (the "
• $2,125,002 — ") and the Company received proceeds of $2,125,002. The Series D Preferred Stock and the S
• $1,000 — e Series E Preferred Stock were sold at $1,000 a share. The Series D Purchase Agreemen

Filing Documents

• duot_8k.htm (8-K) — 32KB
• ex10x1.htm (EX-10.1) — 176KB
• ex10x2.htm (EX-10.2) — 126KB
• ex10x3.htm (EX-10.3) — 183KB
• ex10x4.htm (EX-10.4) — 124KB
• 0001079973-24-000411.txt ( ) — 966KB
• duot-20240322.xsd (EX-101.SCH) — 3KB
• duot-20240322_lab.xml (EX-101.LAB) — 33KB
• duot-20240322_pre.xml (EX-101.PRE) — 22KB
• duot_8k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive

Item 1.01 Entry into a Material Definitive Agreement On March 22, 2024, Duos Technologies Group, Inc. (the "Company") entered into two Securities Purchase Agreements with certain accredited investors. Pursuant to one agreement (the "Series D Purchase Agreement"), the Company issued an aggregate of 500 shares of Series D Convertible Preferred Stock (the "Series D Preferred Stock") and the Company received proceeds of $500,000. Pursuant to the other agreement (the "Series E Purchase Agreement" and, collectively with the Series D Purchase Agreement, the "Purchase Agreements"), the Company issued an aggregate of 2,125 shares of Series E Convertible Preferred Stock (the "Series E Preferred Stock") and the Company received proceeds of $2,125,002. The Series D Preferred Stock and the Series E Preferred Stock were sold at $1,000 a share. The Series D Purchase Agreement and the Series E Purchase Agreement each contains customary representations, warranties, agreements, and indemnification rights and obligations of the parties. The terms of the Series D Preferred Stock were previously disclosed in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") on October 3, 2022, and the Certificate of Designation of Preferences, Rights and Limitations of the Series D Preferred Stock was filed as an exhibit to that Form 8-K. The terms of the Series E Preferred Stock were previously disclosed in the Company's Current Report on Form 8-K filed with the SEC on March 28, 2023, and the Certificate of Designation of Preferences, Rights and Limitations of the Series E Preferred Stock was filed as an exhibit to that Form 8-K. The Series E Purchase Agreement also provides that the Company will not, with certain exceptions, sell or issue common stock or Common Stock Equivalents (as defined in the Series E Purchase Agreement) on or prior to December 31, 2024 that entitles any person to acquire shares of common stock at an effective price per sha

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02. The issuances of the shares of Series D Preferred Stock and Series E Preferred Stock were not registered under the Securities Act of 1933, as amended (the "Securities Act"), but qualified for an exemption under Section 4(a)(2) of the Securities Act and by Rule 506 of Regulation D promulgated thereunder as transactions by an issuer not involving a public offering.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description of Exhibit 10.1 Form of Securities Purchase Agreement for Series D Preferred Stock 10.2 Form of Registration Rights Agreement for Series D Preferred Stock 10.3 Form of Securities Purchase Agreement for Series E Preferred Stock 10.4 Form of Registration Rights Agreement for Series E Preferred Stock 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. DUOS TECHNOLOGIES GROUP, INC. Dated: March 25, 2024 By: /s/ Andrew W. Murphy Andrew W. Murphy Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR