Delaware
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98-0551945
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(State
or other jurisdiction of incorporation or
organization)
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(I.R.S.
Employer Identification Number)
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Large
Accelerated Filer [ ]
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Accelerated
filer [ ]
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Non-accelerated filer
[X]
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Smaller reporting company
[X]
Emerging growth company
[X]
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(a) List of documents filed as a part of this
report:
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(3) Index to Exhibits
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The
exhibits listed on the accompanying index to exhibits immediately
following the financial statements are filed as part of, or hereby
incorporated by reference into, this Form 10-K.
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Exhibit Number
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Description
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Stock Purchase
Agreement, dated March 22, 2017, by and between Wrap Technologies,
LLC, Petro River Oil Corp., and Megawest Energy Montana Corp.
Incorporated by reference to Exhibit 2.1 to the Registration
Statement on Form S-1, filed on April 17, 2017.
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Merger Agreement
between Wrap Technologies, LLC and Megawest Energy Montana Corp.,
dated March 30, 2017. Incorporated by reference to Exhibit 2.2 to
the Registration Statement on Form S-1, filed on April 17,
2017.
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Amended and
Restated Certificate of Incorporation of the Registrant.
Incorporated by reference to Exhibit 3.1 to the Registration
Statement on Form S-1, filed on April 17, 2017.
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Bylaws of the
Registrant. Incorporated by reference to Exhibit 3.2 to the
Registration Statement on Form S-1, filed on April 17,
2017.
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Form of Common
Stock Certificate. Incorporated by reference to Exhibit 4.1 to
Amendment No. 1 to the Registration Statement on Form S-1, filed on
May 30, 2017.
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Form of Investor
Warrant, dated October 30, 2018. Incorporated by reference to
Exhibit 4.1 to the Current Report on Form 8-K, filed on November 5,
2018.
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Form of Placement
Agent Warrant, dated October 30, 2018. Incorporated by reference to
Exhibit 4.2 to the Current Report on Form 8-K, filed on November 5,
2018.
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Form of Investor Warrant, dated June 18,
2019. Incorporated by reference
to Exhibit 4.1 to the Current Report on Form 8-K, filed on June 18,
2019.
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Form of Offering
Agent Warrant, dated June 18, 2019. Incorporated by reference to Exhibit 4.1 to the
Current Report on Form 8-K, filed on June 18,
2019.
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Form
of Warrant Agreement. Incorporated by reference to Exhibit 4.2 to
the Current Report on Form 8-K, filed on June 2, 2020.
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Amended and
Restated Intellectual Property License Agreement, dated September
30, 2016, by and between Wrap Technologies, LLC and Syzygy
Licensing LLC. Incorporated by reference to Exhibit 10.1 to the
Registration Statement on Form S-1, filed on April 17,
2017.
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2017 Equity
Compensation Plan. Incorporated by reference to Exhibit 10.2 to the
Registration Statement on Form S-1, filed on April 17,
2017.
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Form
of Placement Agent Agreement, dated October 30, 2018. Incorporated
by reference to Exhibit 10.1 to the Current Report on Form 8-K,
filed on November 5, 2018.
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Form
of Registration Rights Agreement, dated October 30, 2018.
Incorporated by reference to Exhibit 10.2 to the Current Report on
Form 8-K, filed on November 5, 2018.
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Supplemental
Engagement Letter by and between Wrap Technologies, Inc. and
Katalyst Securities LLC, dated June 7, 2019. Incorporated by reference to Exhibit 10.1 to the
Current Report on Form 8-K, filed on June 13,
2019.
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Engagement Letter by
and between Wrap Technologies, Inc., Dinosaur Financial Group, LLC
and Katalyst Securities LLC, dated June 12 , 2019.
Incorporated by reference to Exhibit
10.2 to the Current Report on Form 8-K, filed on June 18,
2019.
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Amended 2017 Equity Compensation Plan.
Incorporated by reference to Exhibit 10.1 to the Registration
Statement on Form S-8, filed on June 24, 2019.
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Industrial Real Estate
Lease, dated May 10, 2019, by and between Wrap Technologies, Inc.
and JM Sky Harbor Properties LLC. Incorporated by reference from
Exhibit 10.1 to the Current Report on Form 8-K, filed on June 6,
2019.
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Promissory Note by
and between Wrap Technologies, Inc. and Bank of America, N.A. dated
May 1, 2020. Incorporated by reference to Exhibit 10.1 to the
Current Report on Form 8-K, filed on May 5, 2020.
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Consulting
Agreement by and between the Company and V3, effective April 1,
2020. Incorporated by reference to Exhibit 10.1 to the Registration
Statement on Form S-8, filed on May 29, 2020.
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Amendment No. 2 to the Wrap Technologies, Inc.
2017 Equity Compensation Plan. Incorporated by reference to
Exhibit 10.1 to the Registration Statement on Form S-8, filed on
June 17, 2020.
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Form
of Subscription Agreement. Incorporated by reference to Exhibit
10.1 to the Current Report on Form 8-K, filed on June 2,
2020.
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Employment
Agreement by and between Wrap Technologies, Inc., and Marc T.
Thomas, dated July 30, 2020. Incorporated by reference to Exhibit 10.1 to the
Current Report on Form 8-K, filed on July 31,
2020.
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At-Will Employment,
Confidential Information, Non-Compete/Non-Solicitation, Invention
Assignment, and Arbitration Agreement, dated September 9, 2020
between the Company and Thomas Smith. Incorporated by reference to Exhibit 10.1 to the
Current Report on Form 8-K, filed on September 14,
2020.
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Asset Purchase
Agreement between NSENA Inc. and Wrap Reality, Inc. dated as of
December 14, 2020. In accordance with the instructions to Item
601(b)(2) of Regulation S-K, the schedules and exhibits to
the Asset Purchase Agreement are not filed
herewith. The Asset Purchase Agreement identifies
such schedules and exhibits, including the general nature of their
content. The Company undertakes to provide such
schedules and exhibits to the SEC upon request. Incorporated by reference to Exhibit 2.1 to the
Current Report on Form 8-K, filed on September 14,
2020.
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Form of At-Will
Employment, Confidential Information, Non-Compete/
Non-Solicitation, Invention Assignment, and Arbitration Agreement
between the Key Employees and the Company dated December 14, 2020.
Incorporated by reference to Exhibit
2.2 to the Current Report on Form 8-K, filed on September 14,
2020.
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Code of Ethics of
the Registrant Applicable to Directors, Officers and
Employees.*
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Subsidiaries of Wrap
Technologies, Inc.*
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Consent of
Independent Registered Public Accounting Firm - Rosenberg Rich Baker Berman, P.A.
*
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Certification
pursuant to Rule 13a-14(a) under the Securities Exchange Act of
1934
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Certification
pursuant to Rule 13a-14(a) under the Securities Exchange Act of
1934
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Certifications
pursuant to 18 U.S.C. Section 1350. This certification is being
furnished solely to accompany this Annual Report on Form 10-K and
is not being filed for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, and is not to be incorporated by
reference into any filing of the Company.*
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101.INS
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XBRL
Instance Document.
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101.SCH
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XBRL
Taxonomy Extension Schema.
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101.CAL
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XBRL
Taxonomy Extension Calculation Linkbase.
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101.DEF
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XBRL
Taxonomy Extension Definition Linkbase.
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101.LAB
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XBRL
Taxonomy Extension Labels Linkbase.
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101.PRE
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XBRL
Taxonomy Extension Presentation Linkbase.
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WRAP TECHNOLOGIES, INC
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Date: March 19,
2021
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By:
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/s/ Thomas Smith
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Thomas
Smith
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Chief Executive
Officer
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Name
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Position
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Date
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/s/
THOMAS SMITH
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Chief
Executive Officer
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March 19, 2021
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Thomas
Smith
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(Principal
Executive Officer)
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/s/
JAMES A. BARNES
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Chief
Financial Officer, Secretary and Treasurer
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March 19, 2021
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James
A. Barnes
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(Principal
Accounting Officer)
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/s/
SCOT COHEN
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Executive
Chair of Board
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March 19, 2021
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Scot
Cohen
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/s/DAVID
G. NORRIS
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Director
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March 19, 2021
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David
G. Norris
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/s/PATRICK
KINSELLA
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Director
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March 19, 2021
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Patrick
Kinsella
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/s/MICHAEL
PARRIS
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Director
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March 19, 2021
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Michael
Parris
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/s/WAYNE
R. WALKER
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Director
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March 19, 2021
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Wayne
R. Walker
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WRAP TECHNOLOGIES INC
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Date: March 19,
2021
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By:
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/s/ Thomas P.
Smith
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Thomas P.
Smith
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Chief Executive
Officer
(Principal
Executive Officer)
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WRAP TECHNOLOGIES INC
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Date: March 19,
2021
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By:
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/s/ James A.
Barnes
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James A.
Barnes
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Chief Financial
Officer, Secretary and Treasurer
(Principal
Accounting Officer)
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