secwatch / observer

BIOTRICITY INC. — fact timeline

Source-grounded facts extracted from BIOTRICITY INC.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

BTCY BIOTRICITY INC. JSON
Equity Issuances

BIOTRICITY INC. issued an aggregate of 1,957,297 shares of newly created Series C Preferred Stock of preferred stock to holders of Exchange Securities (Exchange Holders) for exchange of Exchange Securities consisting of common stock, options, and warrants.

“the Exchange Holders exchanged their Exchange Securities for an aggregate of 1,957,297 shares of newly created Series C Preferred Stock of the Company (on the basis of ten Exchange Securities for one share of Series C Preferred Stock).”
Material Agreements

BIOTRICITY INC. entered into Exchange Agreement with Holders of Exchange Securities valued at Exchange of 14,144,325 common shares, options for 3,992,427 shares, and warrants for 1,436,216 share (effective 2026-05-01).

“On May 1, 2026, Biotricity Inc. (the “Company”) entered into exchange agreements with holders (the “Exchange Holders”) of an aggregate of 14,144,325 shares of the Company’s common stock (the “Exchange Shares”), options (the “Exchange Options”) to purchase 3,992,427 shares of common stock of the Company, and warrants (the “Exchange Warrants,” and together with the Exchange Shares and the Exchange Options, the “Exchange Securities”) to purchase 1,436,216 shares of common stock of the Company.”
Listing & Compliance Notices

BIOTRICITY INC. received a nasdaq deficiency notice notice regarding other (rules 5620(a)).

“May 1, 2024, Biotricity Inc. (the “Company”) received a letter from The Nasdaq Stock Market (“Nasdaq”) stating that it is not in compliance with the Nasdaq Listing Rule 5620(a) (the “Rule”) requiring that the Company hold an annual meeting of stockholders within 12 months of the end of its fiscal year. The notification received has no immediate effect on the Company’s continued listing on the Nasdaq Capital Market, subject to its compliance with the other continued listing requirements. In the letter dated May 1, 2024, Nasdaq notified the Company that this serves as an additional basis for del”
Listing & Compliance Notices

BIOTRICITY INC. received a nasdaq extension granted notice regarding market value.

“April 23, 2024, Nasdaq notified the Company that the Panel granted its request to continue its listing on Nasdaq, subject to the Company meeting certain milestones including an increase in its outstanding shares of common stock through the issuance of shares of stock in certain stock offerings and upon the conversion of certain convertible securities, the receipt of shareholder approval of certain actions and on or before July 29, 2024, the Company regaining compliance with all applicable requirements for continued listing on The Nasdaq Capital Market.”
Governance Changes

BIOTRICITY INC.: Amended Certificate of Designations for Series B Convertible Preferred Stock to remove voting rights on an as-converted basis, making the shares non-voting except as required by law (effective 2024-04-01).

“The Amended Certificate of Designations removes the provision in the original certificate of designations for the Series B Convertible Preferred Stock filed on September 19, 2023 that provided the holders of the Series B Preferred Stock with the right to vote on an as-converted basis with the Company’s common stock, subject to the beneficial ownership limitation set forth in the Certificate of Designations. The Amended Certificate of Designations provides that except as required by law, the Series B Preferred Stock is non-voting.”
Shareholder Votes

BIOTRICITY INC. shareholders approved Approval of Amended Certificate of Designations for Series B Preferred Stock at the 2024-04-01 meeting.

“the holder of the outstanding Seies B Preferred Stock approved the Amended Certificate of Designations via written consent”
Material Agreements

BIOTRICITY INC. entered into Purchase Agreement with an institutional investor (effective 2024-03-25).

“On March 25, 2024, Biotricity Inc. (the “Company”) entered into a security purchase agreement (the “Purchase Agreement”) with an institutional investor (the “Investor”) for the issuance and sale, in a private placement offering (the “Private Placement”), of 110 shares of the Company’s Series B Convertible Preferred Stock, $0.001 par value (the “Series B Preferred Stock”), at a purchase price of $9,090.91 per share of Series B Convertible Preferred Stock, for gross proceeds of $1,000,000.”
Listing & Compliance Notices

BIOTRICITY INC. received a nasdaq delisting notice notice regarding market value (rules 5550(b)(2)).

“January 30, 2024, the Company received a delisting determination letter (the “Letter”) from the Staff advising the Company that the Staff had determined that the Company did not regain compliance with the MVLS Requirement by the Compliance Date because the Company’s MVLS did not close at or above $35 million for a minimum of 10 consecutive business days prior to the Compliance Date. As a result, unless the Company requests an appeal of the Staff’s determination, trading of the Company’s common stock on the Nasdaq Capital Market will be suspended at the opening of business on February 8, 2024”
Debt Financings

BIOTRICITY INC. incurred convertible notes of $1,000,000 at 12% per annum maturing the earlier of 18 months or the 18 month anniversary of the last closing date.

“On October 31, 2023, Biotricity Inc. (the “Company”) entered into a subscription agreement (the “Agreement”) pursuant to which the Company issued an unsecured convertible preferred note (the “Note”) in the principal amount of $1,000,000 to an investor (“Investor”).”
Material Agreements

BIOTRICITY INC. entered into Agreement valued at $1,000,000 (effective 2023-10-31).

“On October 31, 2023, Biotricity Inc. (the “Company”) entered into a subscription agreement (the “Agreement”) pursuant to which the Company issued an unsecured convertible preferred note (the “Note”) in the principal amount of $1,000,000 to an investor (“Investor”).”
Material Agreements

BIOTRICITY INC. entered into Purchase Agreement with an institutional investor valued at $2,000,000 (effective 2023-09-19).

“On September 19, 2023, Biotricity Inc. (the “Company”) entered into a security purchase agreement (the “Purchase Agreement”) with an institutional investor (the “Investor”) for the issuance and sale of 220 shares of the Company’s newly designated Series B Convertible Preferred Stock, $0.001 par value (the “Series B Preferred Stock”), at a purchase price of $9,090.91 per share of Preferred Stock, or gross proceeds of $2,000,000.”
Earnings Releases

BIOTRICITY INC. reported first quarter fiscal 2024 ended June 30, 2023 results: revenue $3.02 million, net income $3.6 million, EPS $0.069 per share.

“of subscription revenue, robust gross margins, and, over time, the establishment of a solid free cash flow model.” Q1-FY24 Financial Highlights ● Revenue increased 46.9% to $3.02 million compared with $2.06 million in Q1 FY24 ● Gross profit percentage was 63.5% for the three months ended June 30, 2023, as compared to 59.6% in the corresponding prior year”
Listing & Compliance Notices

BIOTRICITY INC. received a nasdaq deficiency notice notice regarding market value (rules 5550(b)(2)).

“August 1, 2023, Biotricity Inc. (the “Company”) received a deficiency letter from the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market (“Nasdaq”) notifying the Company that, for the preceding 30 consecutive business days, the Company’s Market Value of Listed Securities (“MVLS”) was below the $35 million minimum requirement for continued inclusion on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(b)(2) (the “MVLS Requirement”). The notification received has no immediate effect on the Company’s Nasdaq listing. In accordance with Nasdaq rules, the Company”
Earnings Releases

BIOTRICITY INC. reported fiscal 2023 year and (unaudited) fourth quarter ended March 31, 2023 results: revenue $9.64 million, net income $19.5 million, EPS $0.38 per share.

“Cash Flow ● Company advancing toward positive cashflow likely by end of CY 2024 ● Accelerating product sales, and customer re-order revenue, ● FY23 revenue rose 26% YOY to $9.64 million on 5% lower SG&A of $17.6 million ● Improving gross margins currently at 57% despite reduced, loss-leader device pricing to boost recurring ‘Technology Fees,’ lower customers’”
Governance Changes

BIOTRICITY INC.: Effected a 1-for-6 reverse stock split via Certificate of Amendment to Amended and Restated Articles of Incorporation (effective 2023-07-03).

“On June 29, 2023, the Company filed a Certificate of Amendment to its Amended and Restated Articles of Incorporation to effect a one-for-six (1-for-6) reverse split (the “Reverse Split”). The Reverse Split became effective on July 3, 2023.”
Material Agreements

BIOTRICITY INC. entered into Subscription Agreements with certain accredited investors (the "Investors") valued at aggregate net proceeds of $1,218,930 and a total Note principal of $1,387,700 (effective 2023-03-01).

“On March 1, 2023, through May 12, 2023, Biotricity Inc. (the “Company”) entered into subscription agreements (the “Subscription Agreements”) with certain accredited investors (the “Investors”) for the sale to the Investors of convertible promissory notes (the “Notes”) and warrants to purchase shares of common stock (the “Warrants”, and together with the Notes, the “Securities”) that resulted in an aggregate net proceeds of $1,218,930 and a total Note principal of $1,387,700 in a private placement (the “Private Placement”).”
Shareholder Votes

BIOTRICITY INC. shareholders approved Approval to grant discretionary authority to the Board to effect a reverse stock split at a ratio between 1-for-2 and 1-for-10.

“The Company’s stockholders approved the vote to grant discretionary authority”
Shareholder Votes

BIOTRICITY INC. shareholders approved Approval and ratification of the Company’s 2023 Employee Stock Purchase Plan.

“The Company’s stockholders approved and ratified the Company’s 2023 Employee Stock Purchase Plan”
Shareholder Votes

BIOTRICITY INC. shareholders approved Advisory vote on the frequency of future advisory votes on executive compensation.

“Year Abstain 5,211,232 189,147 12,566,007 120,883 7. The Company’s stockholders approved and ratified the Company’s 2023 Employee Stock Purchase Plan.”
Shareholder Votes

BIOTRICITY INC. shareholders approved Advisory non-binding vote to approve the compensation of the named executive officers.

“The Company’s stockholder held an advisory non-binding vote to approve the compensation”
Shareholder Votes

BIOTRICITY INC. shareholders approved Approval of potential issuance of securities of up to $10,000,000 of common stock upon conversion of convertible promissory notes.

“The Company’s stockholders approved the potential issuance of securities”
Shareholder Votes

BIOTRICITY INC. shareholders approved Ratification of the appointment of SRCO Professional Corporation as the independent registered public accounting firm for the period ending March 31, 2023.

“The Company’s stockholders ratified the appointment of SRCO Professional Corporation”
Shareholder Votes

BIOTRICITY INC. shareholders approved Approval and ratification of the Company’s 2023 Equity Incentive Plan, including the reservation of 5,000,000 shares of common stock.

“The Company’s stockholders approved and ratified the Company’s 2023 Equity Incentive Plan”
Shareholder Votes

BIOTRICITY INC. shareholders approved Election of six directors.

“Director Nominee Votes For Votes Against Votes Withheld Waqaas Al-Siddiq 17,934,880 10,746,690 152,389 David A. Rosa 16,201,827 10,746,690 1,885,442 Ronald McClurg 18,028,722 10,746,690 58,547 Chester White 17,628,790 10,746,690 458,479”
Debt Financings

BIOTRICITY INC. incurred loan of $2,000,000 with an existing investor at 10% maturing 18-months.

“On January 23 rd . 2023, Biotricity Inc. (the “Company”) received $2,000,000 in cash proceeds from an existing investor. The Company and the investor are in the process of finalizing the final documentation but Company expects to issue the investor a promissory note with matures in 18-months and has an accrued interest rate of 10%.”
Listing & Compliance Notices

BIOTRICITY INC. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).

“January 20, 2023, Biotricity Inc. (the “Company”), received a letter (the “Letter”) from the staff of The Nasdaq Capital Market LLC (the “NasdaqCapital Market”) stating that the Company’s closing bid price for the last 30 consecutive business days was less than $1.00 per share. As a result, the Company does not satisfy the continued listing requirement to maintain a minimum bid price of $1.00 per share, as set forth in Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”). The notification had no immediate effect on the listing or trading of the common stock on the Nasdaq Capital Market. Nasda”
Earnings Releases

BIOTRICITY INC. reported fiscal 2023 second quarter ended September 30, 2022 results: revenue $2.4 million, net income $4.9 million, EPS $0.094 per share.

“Q2-FY23 Financial Highlights: ● Revenue totaled $2.4 million. ● Gross profit totaled $1.3 million. ● Gross profit margins were 54%. ● Net loss totaled $4.9 million or $0.094 per share.”

Chester White was appointed as Director at BIOTRICITY INC..

“On August 11, 2022, the Board of Directors of the Company appointed Chester White to the Board of Directors to fill the vacancy created by Patricia Kennedy’s resignation.”

Norman Betts resigned as Director and member of Audit Committee at BIOTRICITY INC..

“On August 5, 2022, Norman Betts as a member of the Board of Directors of Biotricity Inc. (the “Company”) and a member of the Company’s Audit Committee, resigned from the Company’s Board of Directors effective August 5, 2022.”

Patricia Kennedy resigned as Director and member of Audit Committee and Nominating and Corporate Governance Committee at BIOTRICITY INC..

“On August 5, 2022, Patricia Kennedy as a member of the Board of Directors of Biotricity Inc. (the “Company”), a member of the Company’s Audit Committee, and a member of the Company’s Nominating and Corporate Governance Committee, resigned from the Company’s Board of Directors effective August 5, 2022.”

Ronald McClurg was appointed as Director at BIOTRICITY INC..

“On May 4, 2022, the Board of Directors of the Company appointed Ronald McClurg to the Board of Directors to fill the vacancy created by Mr. Salmon’s resignation.”

Stephen Salmon resigned as Director at BIOTRICITY INC..

“On May 2, Stephen Salmon a member of the Board of Directors of Biotricity Inc. (the “Company”) and the Company’s Compensation Committee, resigned from the Company’s Board of Directors effective May 2, 2022.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.