|
||||||||||||||||||||||||||
| SEC Info℠ | | | Home | | | Search | | | My Interests | | | Help | | | Sign In | | | Please Sign In | |||||||
|
||||||||||||||||||||||||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 12/28/16 Cemtrex Inc 10-K 9/30/16 79:4.2M M2 Compliance/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 461K
2: EX-10.13 Material Contract HTML 37K
3: EX-21.1 Subsidiaries List HTML 27K
4: EX-31.1 Certification -- §302 - SOA'02 HTML 30K
5: EX-31.2 Certification -- §302 - SOA'02 HTML 30K
6: EX-32.1 Certification -- §906 - SOA'02 HTML 25K
7: EX-32.2 Certification -- §906 - SOA'02 HTML 25K
14: R1 Document and Entity Information HTML 52K
15: R2 Consolidated Balance Sheets HTML 131K
16: R3 Consolidated Balance Sheets (Parenthetical) HTML 41K
17: R4 Consolidated Statements of Operations and HTML 87K
Comprehensive Income
18: R5 Consolidated Statements of Shareholders' Equity HTML 68K
19: R6 Consolidated Statements of Cash Flows HTML 125K
20: R7 Organization and Plan of Operations HTML 31K
21: R8 Basis of Presentation and Critical Accounting HTML 113K
Policies
22: R9 Liquidity HTML 29K
23: R10 Segment And Geographic Information HTML 49K
24: R11 Fair Value Measurements HTML 44K
25: R12 Restricted Cash HTML 25K
26: R13 Accounts Receivable, Net HTML 30K
27: R14 Inventory, Net HTML 28K
28: R15 Property and Equipment HTML 34K
29: R16 Prepaid and Other Current Assets HTML 25K
30: R17 Convertible Notes Payable HTML 37K
31: R18 Long-Term Liabilities HTML 29K
32: R19 Business Combination HTML 52K
33: R20 Related Party Transactions HTML 27K
34: R21 Stockholders' Equity HTML 38K
35: R22 Commitments and Contingencies HTML 29K
36: R23 Income Tax Provision HTML 37K
37: R24 Subsequent Events HTML 25K
38: R25 Basis of Presentation and Critical Accounting HTML 181K
Policies (Policies)
39: R26 Basis of Presentation and Critical Accounting HTML 38K
Policies (Tables)
40: R27 Segment And Geographic Information (Tables) HTML 46K
41: R28 Fair Value Measurements (Tables) HTML 42K
42: R29 Accounts Receivable, Net (Tables) HTML 27K
43: R30 Inventory, Net (Tables) HTML 29K
44: R31 Property and Equipment (Tables) HTML 29K
45: R32 Convertible Notes Payable (Tables) HTML 34K
46: R33 Business Combination (Tables) HTML 48K
47: R34 Income Tax Provision (Tables) HTML 34K
48: R35 Organization and Plan of Operations (Details HTML 71K
Narrative)
49: R36 Basis of Presentation and Critical Accounting HTML 38K
Policies (Details Narrative)
50: R37 Basis of Presentation and Critical Accounting HTML 53K
Policies - Schedule of Consolidated Subsidiaries
(Details)
51: R38 Basis of Presentation and Critical Accounting HTML 29K
Policies - Schedule of Estimated Useful Lives
(Details)
52: R39 Liquidity (Details Narrative) HTML 30K
53: R40 Segment and Geographic Information - Schedule of HTML 36K
Segment Information (Details)
54: R41 Segment and Geographic Information - Schedule of HTML 26K
Revenue (Details)
55: R42 Fair Value Measurements - Schedule of Fair Value HTML 34K
Measurements (Details)
56: R43 Restricted Cash (Details Narrative) HTML 28K
57: R44 Accounts Receivable, Net - Schedule of Trade HTML 31K
Receivables (Details)
58: R45 Inventory, Net - Schedule of Inventory (Details) HTML 36K
59: R46 Property and Equipment (Details Narrative) HTML 25K
60: R47 Property and Equipment - Summary of Property and HTML 44K
Equipment (Details)
61: R48 Prepaid and Other Current Assets (Details HTML 27K
Narrative)
62: R49 Convertible Notes Payable (Details Narrative) HTML 32K
63: R50 Convertible Notes Payable - Schedule of HTML 59K
Convertible Notes Payable (Details)
64: R51 Long-Term Liabilities (Details Narrative) HTML 84K
65: R52 Business Combination (Details Narrative) HTML 27K
66: R53 Business Combination - Schedule of Business HTML 37K
Acquisitions by Acquisition, Contingent
Consideration (Details)
67: R54 Business Combination - Schedule of Fair Values of HTML 68K
the Assets Acquired and Liabilities Assumed
(Details)
68: R55 Business Combination - Schedule of Business HTML 34K
Acquisitions, Fair Value of Assets and Liabilities
Acquired (Details)
69: R56 Business Combination - Schedule of Business HTML 36K
Acquisition, Pro Forma Information (Details)
70: R57 Related Party Transactions (Details Narrative) HTML 28K
71: R58 Stockholders' Equity (Details Narrative) HTML 76K
72: R59 Commitments and Contingencies (Details Narrative) HTML 68K
73: R60 Income Tax Provision (Details Narrative) HTML 24K
74: R61 Income Tax Provision - Schedule of Components of HTML 38K
Income Tax Expense (Benefit) (Details)
75: R62 Income Tax Provision - Schedule of Effective HTML 41K
Income Tax Rate Reconciliation (Details)
76: R63 Subsequent Events (Details Narrative) HTML 34K
78: XML IDEA XML File -- Filing Summary XML 138K
77: EXCEL IDEA Workbook of Financial Reports XLSX 89K
8: EX-101.INS XBRL Instance -- cetx-20160930 XML 1.10M
10: EX-101.CAL XBRL Calculations -- cetx-20160930_cal XML 200K
11: EX-101.DEF XBRL Definitions -- cetx-20160930_def XML 455K
12: EX-101.LAB XBRL Labels -- cetx-20160930_lab XML 857K
13: EX-101.PRE XBRL Presentations -- cetx-20160930_pre XML 696K
9: EX-101.SCH XBRL Schema -- cetx-20160930 XSD 145K
79: ZIP XBRL Zipped Folder -- 0001493152-16-016244-xbrl Zip 128K
EXHIBIT 10.13
NONSTATUTORY STOCK OPTION AGREEMENT
CEMTREX Inc.
Cemtrex Inc.(the “Corporation”) and, Saagar Govil (the “Optionee”) an employee of the Corporation, in consideration of the covenants and agreements herein contained and intending to be legally bound hereby, agree as follows:
SECTION 1: Grant
1.1 Grant of Option. Subject to the terms and conditions set forth in this Nonstatutory Stock Option Agreement (this “Agreement”) the Corporation hereby grants to the Optionee a stock option (the “Option”) to purchase 200,000 (Two Hundred Thousand) shares of the Corporation’s common stock, par value $.001, (the “Common Stock”) from the Corporation at a price of $ 1 .70 (One Dollar and seventy cents) per share (the “Option Price”), which is the Fair Market Value of the shares of Common Stock covered by the Option on February 12, 2016 (the “Grant Date”).
1.2 Acceptance. The Optionee accepts the grant of the Option confirmed hereby, and agrees to be bound by the terms and provisions of this Agreement, as the Agreement may be amended from time to time; provided, however, that no alteration, amendment, revocation or termination of the Agreement shall, without the written consent of the Optionee, adversely affect the rights of the Optionee with respect to the Option.
SECTION 2: Vesting, Exercise and Expiration
2.1 Vesting. Subject to Sections 3 and 4.8 of this Agreement, the Option will vest and become exercisable in annual installments over a two-year vesting period according to the following vesting schedule:
1/2 of the Option will vest upon the 1st anniversary of the Grant Date;and balance 1/2 of the Option will vest upon the 2nd anniversary of the Grant Date;provided that the Optionee is employed by the Corporation on such anniversary, with all fractional shares, if any, rounded up and vesting as whole shares upon the earlier vesting date(s). “Corporation,” when used herein with reference to employment of the Optionee, shall include any Affiliate or subsidiary of the Corporation. To the extent vested, the Option may be exercised in whole or in part from the date of vesting through and including the Option Expiration Date, as defined in Section 2.3 hereof, subject to any limits provided in Section 3.
2.2 Exercise. This Option shall be exercised by the Optionee by delivering to the Corporation’s office at 19 Engineers Lane, Farmingdale, NY 1 1735, USA, Attention: Company Secretary (i) this Agreement signed by the Optionee, (ii) a written (including electronic) notification specifying the number of shares which the Optionee then desires to purchase, (iii) a check payable to the order of the Corporation, which may include cash forwarded through the broker or other agent-sponsored exercise or financing program approved by the Corporation, equal in value to the aggregate Option Price of such shares. As soon as practicable after each exercise of this Option and compliance by the Optionee with all applicable conditions, the Corporation will issue the number of shares of Common Stock, which the Optionee is entitled to receive upon such exercise under the provisions of this Agreement.
2.3 Expiration. The Option shall expire and cease to be exercisable on the earlier of (a) either (i) the last trading day immediately preceding the six year anniversary of the Grant Date or, if earlier, (ii) the date of cancellation provided for in Section 4.6 (the earlier of (i) and (ii) referred to as the “Option Expiration Date”) or (b) the expiration date provided for in Section 3.
C:
SECTION 3: Termination of Employment and Disability
3.1 Termination of Employment.
(a) General. If the Optionee’s employment with the Corporation is terminated for whatever reasons then the vested portion of the Option will not be impacted by such event and shall remain valid until the term outlined in section 2.3. In the event the Optionee is disabled or dies then his authorized representative or rightful successor shall have full right over the vested portion of the option until the term outlined in section 2.3
3.2 Specified Terminations of Employment.
(a) If the Optionee’s employment is terminated by the Corporation or if the Optionee terminates his employment with the Corporation, the unvested portion of the Option will expire on the Termination Date.
SECTION 4: Miscellaneous
4.1 No Right to Employment. Neither the grant of the Option nor anything else contained in this Agreement shall be deemed to limit or restrict the right of the Corporation to terminate the Optionee’s employment at any time, for any reason, with or without cause.
4.2 
Nontransferable.
This Option may not be transferred except by the Optionee upon his or her death or disability. No other assignment or transfer
of this Option, or of the rights represented thereby, whether voluntary or involuntary, by operation of law or otherwise shall
be permitted, but immediately upon any such assignment or transfer this Option shall terminate and become of no further effect.
During the Optionee’s life this Option shall be exercisable only by the Optionee, and after the Optionee’s death the
Option shall remain subject to any restrictions on exercise and otherwise as if held by the Optionee. Whenever the word “Optionee”
is used in any provision of this Option under circumstances where the provision should logically be construed to apply to the
executors, the administrators or other persons to whom this Option may be transferred, the word “Optionee” shall be
deemed to include such person or persons.
4.3 Compliance with Laws. Notwithstanding any other provision hereof, the Optionee hereby agrees that he or she will not exercise the Option, and that the Corporation will not be obligated to issue any shares to the Optionee hereunder, if the exercise thereof or the issuance of such shares shall constitute a violation by the Optionee or the Corporation of any provision of law or regulation of any governmental authority. Any determination in this connection by the Corporation shall be final, binding and conclusive. The Corporation shall in no event be obliged to register any securities pursuant to the Securities Act of 1 933 (as the same shall be in effect from time to time) or to take any other affirmative action in order to cause the exercise of the Option or the issuance of shares pursuant thereto to comply with any law or regulation of any governmental authority.
4.4 Nonstatutory Stock Option. The parties hereto agree that the Option granted hereby is not, and should not be construed to be, an incentive stock option under Section 422 of the Code.
4.5 Tax Consequences. In each case where the Optionee exercises this Option in whole or in part, the Optionee shall be responsible for the amount of income tax, if any, required under federal and, where applicable, state and local law, and the Optionee shall, pay such taxes and shall provide a copy of such remittance to the Corporation. The Corporation shall have no liability whatsoever for the Optionee’s tax obligations.
4.6 Forfeiture and Repayment. If:
(a) during the course of the Optionee’s employment with the Corporation or, if longer, the period during which this Option is outstanding, the Optionee engages in conduct or it is discovered that the Optionee engaged in conduct that is materially adverse to the interests of the Corporation, including failures to comply with the Corporation ‘s rules or regulations, fraud, or conduct contributing to any financial restatements or irregularities;
C:
[(c)/(d)] following termination of the Optionee’s employment with the Corporation for any reason, with or without cause, the Optionee violates any post-termination obligations or duties owed to the Corporation or its Affiliates or any agreement with the Corporation or its Affiliates, including without limitation, any employment agreement, confidentiality agreement or other agreement restricting post-employment conduct;
the Corporation may cancel all or any portion of this Option with respect to the shares not yet exercised and/or require repayment of any shares (or the value thereof) or amounts which were acquired from exercise of the Option. The Corporation shall have sole discretion to determine what constitutes such conduct.
4.7 Governing Law. This Agreement shall be construed and enforced in accordance with the laws of the State of Delaware, in USA other than any choice of Jaw rules calling for the application of Jaws of another jurisdiction.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the Grant Date.
| CEMTREX Inc. | |
| By: Name & Title | |
| Renato Dela Rama – CFO | |
| /s/ Renato Dela Rama | |
| OPTIONEE | |
| Name: | |
| Saagar Govil | |
| /s/ Saagar Govil | |
| Dated: February 12, 2016 |
C:
s
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 12/28/16 | 424B2 | ||
| For Period end: | 9/30/16 | 10-K/A, UPLOAD | ||
| 2/12/16 | ||||
| List all Filings | ||||