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Recruitercom Group Inc

For the period ended Dec 31, 2023. Filed Apr 16, 2024.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Apr 16, 2024

NIXX$0.20-4.7%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Exhibit Index

Exhibit · Incorporated by Reference · Filed or Furnished
No.Exhibit DescriptionFormDateNumberHerewith
2.1Agreement and Plan of Merger, by and between Recruiter.com Group, Inc., a Delaware corporation and Recruiter.com Group, Inc., a Nevada corporation, and a wholly owned subsidiary of the Company, resulting in the Company’s reincorporation from the State of Delaware to the State of Nevada10-K3/9/212.1
3.1(a)Articles of Incorporation10-Q6/25/203.1(a)
3.1(b)Certificate of Designation of Series E Convertible Preferred Stock10-Q6/25/203.1(c)
3.1(c)Certificate of Change pursuant to NRS 78.209, filed with Nevada Secretary of State on June 17, 20218-K6/24/213.1
3.2Bylaws, as amended10-Q6/25/203.2
4.1Warrant Agent Agreement by and between Recruiter.com Group, Inc., and Philadelphia Stock Transfer, Inc., dated July 2, 2021, including global certificate and form of Warrant used for issuance of Unit Warrants8-K7/6/214.3
4.2Promissory Note issued to Parrut, Inc. on July 7, 20218-K7/12/214.1
4.3Promissory Note issued to Novo Group, Inc. on August 27, 20218-K9/2/214.1
4.4Form of Representative Warrants8-K7/6/214.1
4.5Form of Placement Agent Warrants8-K7/6/214.2
4.6Form of Amended and Restated WarrantS-112/17/214.5
4.7Description of securities registered under Section 12 of the Exchange Act of 1934Filed
4.8Form of Common Stock Purchase Warrant granted on August 17, 20228-K08/17/224.1
4.9Form of Common Stock Purchase Warrant granted on August 30, 20228-K08/31/224.1
4.10Warrant to Purchase Stock issued on October 19, 2022+8-K10/20/224.1
4.11Form of First Amendment to Common Stock Purchase Warrant, dated as of February 3, 20238-K02/08/234.1
10.12017 Equity Incentive Plan*10-K6/29/1810.11
10.2Employment Agreement, by and among Recruiter.com Group, Inc. and Miles Jennings*8-K9/17/2110.2
10.3Employment Agreement, by and among Recruiter.com Group, Inc. and Judy Krandel*8-K9/17/2110.3
10.4Employment Agreement, by and among Recruiter.com Group, Inc. and Evan Sohn*8-K9/17/2110.4
10.5Technology Services Agreement, dated January 17, 2020, by and between Recruiter.com Group, Inc. and Recruiter.com (Mauritius) Ltd.8-K1/23/2010.1
10.6Director Agreement, by and between Recruiter.com Group, Inc. and Deborah Leff*8-K9/11/2010.2
10.7Amendment 1 to Director Agreement, dated January 13, 2021, by and between Recruiter.com Group, Inc. and Deborah Leff*8-K1/21/2110.1
10.8Director Agreement, by and between Recruiter.com Group, Inc. and Steve Pemberton*8-K4/2/2110.1
10.9Director Agreement, by and between Recruiter.com Group, Inc. and Robert Heath*8-K4/2/2110.2
10.10Asset Purchase Agreement, dated January 22, 2021, by and among Recruiter.com Group, Inc., Recruiter.com Scouted, Inc., RLJ Talent Consulting, Inc., and Jacqueline Loeb10-Q5/14/2110.5
10.11Asset Purchase Agreement and Plan of Reorganization, dated March 25, 2021, by and among Recruiter.com Group, Inc., Recruiter.com Upsider, Inc., Upsider, Inc., and Josh McBride8-K3/31/2110.1
10.12Registration Rights Agreement, dated March 25, 2021, by and between Recruiter.com Group, Inc. and Upsider, Inc.8-K3/31/2110.2
10.13Asset Purchase Agreement, dated May 10, 2021, by and among Recruiter.com Group, Inc., Recruiter.com Onewire, Inc., OneWire Holdings, LLC., and Eric Stutzke10-Q5/14/2110.8
10.14Asset Purchase Agreement, dated July 7, 2021, by and among Recruiter.com Group, Inc., Parrut, Inc., and the individuals named therein+8-K7/12/2110.1
10.15Registration Rights Agreement, dated July 7, 2021, by and between Recruiter.com Group, Inc. and Parrut, Inc.8-K7/12/2110.2
10.16Asset Purchase Agreement, dated as of August 27, 2021, by and among Recruiter.com Group, Inc., Novo Group, Inc., and the individuals named therein+8-K9/2/2110.1
10.17Registration Rights Agreement, dated as of August 27, 2021, by and between Recruiter.com Group, Inc., Novo Group, Inc., and the individuals named therein8-K9/2/2110.2
10.18Recruiter.com Group, Inc. 2021 Equity Incentive Plan*DEFA7/28/21A
10.19Executive Employment, by and between the Company and Josh McBride, dated March 25, 2021*Filed
10.20Executive Employment by and between the Company and Xuan Smith, dated March 25, 2021*Filed
10.21Form of Incentive Stock Option AgreementFiled
10.22Form of Non-Qualified Stock Option AgreementFiled
10.23Novo Adjusted Agreement, dated April 1, 2022, by and among the Company, Novo Group, Inc. and Michael Harris8-K04/07/2210.1
10.24Factoring Agreement, effective April 27, 2022, by and among CSNK Working Capital Finance Corp. d/b/a Bay View Funding, Recruiter.com Group, Inc., Recruiter.com, Inc., Recruiter.com, LLC, Recruiter.com Recruiting Solutions, LLC and Recruiter.com Consulting LLC8-K05/02/2210.1
10.25Securities Purchase Agreement, dated August 17, 2022, by and among the Company and the lending parties who have executed signature pages thereto as purchasers+8-K08/17/2210.1
10.26Form of Original Issue Discount Promissory Note dated August 17, 20228-K08/17/2210.2
10.27+Securities Purchase Agreement, dated August 30, 2022, by and among the Company and the lending parties who have executed signature pages thereto as purchasers+8-K08/31/2210.1
10.28Form of Original Issue Discount Promissory Note dated August 30, 20228-K08/31/2210.2
10.29Loan and Security Agreement, dated October 19, 2022, by and among the Company, its subsidiaries, and Montage Capital II, L.P.8-K10/20/2210.1
10.30Consent and Amendment No. 1 to Promissory Note, by and between the Company, Novo Group, Inc., and Montage Capital II, L.P. dated February 2, 2023 and effective as of November 1, 2022.8-K02/08/2310.1
10.31First Amendment to Loan and Security Agreement, dated February 2, 2023, by and among the Company, its subsidiaries, and Montage Capital II, L.P.8-K02/08/2310.2
21.1Subsidiaries10-K3/9/2121.1
23.1Consent of Salberg & Company, P.A.Filed
31.1Rule 13a-14(a)/15d-14(a) certification of Chief Executive OfficerFiled
31.2Rule 13a-14/15d-14(a) certification of Chief Financial OfficerFiled
32.1Section 1350 certification of Chief Executive OfficerFurnished**
32.2Section 1350 certification of Chief Financial OfficerFurnished**
101.INSXBRL Instance DocumentFiled
101.SCHXBRL Taxonomy Extension Schema DocumentFiled
101.CALXBRL Taxonomy Extension Calculation Linkbase DocumentFiled
101.DEFXBRL Taxonomy Extension Definition Linkbase DocumentFiled
101.LABXBRL Taxonomy Extension Label Linkbase DocumentFiled
101.PREXBRL Taxonomy Extension Presentation Linkbase DocumentFiled
104Cover Page Interactive Data File (embedded within the inline document and included in Exhibit 101)Filed
*Management contract or compensatory plan or arrangement.
**This exhibit is being furnished rather than filed and shall not be deemed incorporated by reference into any filing, in accordance with Item 601 of Regulation S-K.
+Certain schedules, appendices and exhibits to this agreement have been omitted in accordance with Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished supplemental to the Securities and Exchange Commission staff upon request.
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.