SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Bhatnagar Anshu

(Last) (First) (Middle)
C/O VERUS INTERNATIONAL, INC.
9841 WASHINGTONIAN BOULEVARD, #390

(Street)
GAITHERSBURG MD 20878

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
VERUS INTERNATIONAL, INC. [ VRUS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
01/01/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/22/2020 P 25,109,375 A $0.0008 25,109,375 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants $0.006 01/01/2019 J(1) 45,000,000 01/01/2019 12/31/2023 Common Stock 45,000,000 $0 45,000,000 D
Warrants $0.006 02/01/2019 J(1) 15,000,000 02/01/2019 01/31/2024 Common Stock 15,000,000 $0 15,000,000 D
Warrants $0.006 05/01/2019 J(1) 22,500,000 05/01/2019 04/30/2024 Common Stock 22,500,000 $0 22,500,000 D
Warrants $0.006 08/01/2019 J(1) 22,500,000 08/01/2019 07/31/2024 Common Stock 22,500,000 $0 22,500,000 D
Warrants $0.006 11/01/2019 J(1) 37,500,000 11/01/2019 10/31/2024 Common Stock 37,500,000 $0 37,500,000 D
Warrants $0.006 01/01/2020 J(1) 69,173,355 01/01/2020 12/31/2024 Common Stock 69,173,355 $0 69,173,355 D
Warrants $0.006 02/01/2020 J(1) 45,000,000 02/01/2020 01/31/2025 Common Stock 45,000,000 $0 45,000,000 D
Warrants $0.006 04/28/2020 A(2) 471,883,795 04/28/2020 04/27/2025 Common Stock 471,883,795 $0 471,883,795 D
Series C Convertible Preferred Stock (3) 09/25/2020 A 250,000 09/25/2020 (4) Common Stock 25,000,000 $0 645,801 D
Explanation of Responses:
1. Issued to Reporting Person pursuant to the Employment Agreement between the Issuer and Reporting Person dated January 31, 2017.
2. Issued to Reporting Person pursuant to the Amended and Restated Employment Agreement between the Issuer and Reporting Person dated April 29, 2020.
3. Each share of Series C Convertible Preferred Stock is convertible into such number of shares equal to the Stated Value divided by the Conversion Price. "Stated Value" initially means $5.00 per share and "Conversion Price" initially means $0.05 per share.
4. The Series C Convertible Preferred Stock have no expiration date.
/s/ Anshu Bhatnagar 10/22/2020
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.