SEC Info - TOMI Environmental Solutions, Inc. - ‘10-Q’ for 3/31/21

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TOMI Environmental Solutions, Inc. – ‘10-Q’ for 3/31/21 – ‘EX-4.2’

On: Monday, 5/17/21, at 4:03pm ET · For: 3/31/21 · Accession #: 1654954-21-5868 · File #: 1-39574

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 5/17/21  TOMI Environmental Solutions, Inc 10-Q        3/31/21   82:5.1M                                   Blueprint/FA

Quarterly Report — Form 10-Q

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    474K 
 2: EX-4.1      Form of Warrant to Purchase Common Stock            HTML     80K 
 3: EX-4.2      Form of Non-Qualified Stock Option Agreement        HTML     35K 
 4: EX-31.1     Certification Pursuant to Rule 13A-14(A)/15D-14(A)  HTML     27K 
                Certifications Section 302 of the Sarbanes-Oxly                  
                Act of 2002                                                      
 5: EX-31.2     Certification Pursuant to Rule 13A-14(A)/15D-14(A)  HTML     27K 
                Certifications Section 302 of the Sarbanes-Oxly                  
                Act of 2002                                                      
 6: EX-32.1     Certificate Pursuant to Section 18 U.S.C. Pursuant  HTML     23K 
                to Section 906 of the Sarbanes-Oxley Act of 2002                 
 7: EX-32.2     Certificate Pursuant to Section 18 U.S.C. Pursuant  HTML     24K 
                to Section 906 of the Sarbanes-Oxley Act of 2002                 
14: R1          Document and Entity Information                     HTML     54K 
15: R2          Condensed Consolidated Balance Sheet (Unaudited)    HTML    119K 
16: R3          Condensed Consolidated Balance Sheet (Unaudited)    HTML     44K 
                (Parenthetical)                                                  
17: R4          Condensed Consolidated Statement of Operations      HTML    101K 
                (Unaudited)                                                      
18: R5          Condensed Consolidated Statement of Stockholders'   HTML     58K 
                Equity (Unaudited)                                               
19: R6          Condensed Consolidated Statement of Cash Flows      HTML    111K 
                (Unaudited)                                                      
20: R7          1. Description of Business                          HTML     26K 
21: R8          2. Summary of Significant Accounting Policies       HTML    130K 
22: R9          3. Inventories                                      HTML     30K 
23: R10         4. Vendor Deposits                                  HTML     23K 
24: R11         5. Property and Equipment                           HTML     38K 
25: R12         6. Intangible Assets                                HTML     40K 
26: R13         7. Leases                                           HTML     58K 
27: R14         8. Capitalized Software Development Costs           HTML     31K 
28: R15         9. Cloud Computing Service Contract                 HTML     24K 
29: R16         10. Shareholders' Equity                            HTML    137K 
30: R17         11. Commitments and Contingencies                   HTML     27K 
31: R18         12. Contracts and Agreements                        HTML     40K 
32: R19         13. Accrued Expenses and Other Current Liabilities  HTML     40K 
33: R20         14. Accrued Warranty                                HTML     32K 
34: R21         15. Loan Payable                                    HTML     25K 
35: R22         16. Income Taxes                                    HTML     27K 
36: R23         17. Customer Concentration                          HTML     24K 
37: R24         18. Subsequent Events                               HTML     24K 
38: R25         2. Summary of Significant Accounting Policies       HTML    137K 
                (Policies)                                                       
39: R26         2. Summary of Significant Accounting Policies       HTML     51K 
                (Tables)                                                         
40: R27         3. Inventories (Tables)                             HTML     30K 
41: R28         5. Property and Equipment (Tables)                  HTML     37K 
42: R29         6. Intangible Assets (Tables)                       HTML     44K 
43: R30         7. Leases (Tables)                                  HTML     60K 
44: R31         8. Capitalized Software Development Costs (Tables)  HTML     28K 
45: R32         10. Shareholders' Equity (Tables)                   HTML    129K 
46: R33         12. Contracts and Agreements (Tables)               HTML     29K 
47: R34         13. Accrued Expenses and Other Current Liabilities  HTML     40K 
                (Tables)                                                         
48: R35         14. Accrued Warranty (Tables)                       HTML     31K 
49: R36         2. Summary of Significant Accounting Policies       HTML     54K 
                (Details)                                                        
50: R37         2. Summary of Significant Accounting Policies       HTML     62K 
                (Details 1)                                                      
51: R38         2. Summary of Significant Accounting Policies       HTML     45K 
                (Details 2)                                                      
52: R39         2. Summary of Significant Accounting Policies       HTML     33K 
                (Details 3)                                                      
53: R40         2. Summary of Significant Accounting Policies       HTML     57K 
                (Details Narrative)                                              
54: R41         3. Inventories (Details)                            HTML     28K 
55: R42         4. Vendor Deposits (Details Narrative)              HTML     24K 
56: R43         5. Property and Equipment (Details)                 HTML     42K 
57: R44         5. Property and Equipment (Details Narrative)       HTML     26K 
58: R45         6. Intangible Assets (Details)                      HTML     29K 
59: R46         6. Intangible Assets (Details 1)                    HTML     26K 
60: R47         6. Intangible Assets (Details 2)                    HTML     38K 
61: R48         6. Intangible Assets (Details Narrative)            HTML     25K 
62: R49         7. Leases (Details)                                 HTML     31K 
63: R50         7. Leases (Details 1)                               HTML     23K 
64: R51         7. Leases (Details 2)                               HTML     26K 
65: R52         7. Leases (Details 3)                               HTML     24K 
66: R53         7. Leases (Details 4)                               HTML     46K 
67: R54         8. Capitalized Software Development Costs           HTML     28K 
                (Details)                                                        
68: R55         8. Capitalized Software Development Costs (Details  HTML     24K 
                Narrative)                                                       
69: R56         10. Shareholders' Equity (Details)                  HTML     42K 
70: R57         10. Shareholders' Equity (Details 1)                HTML     48K 
71: R58         10. Shareholders' Equity (Details 2)                HTML     41K 
72: R59         10. Shareholders' Equity (Details 3)                HTML     75K 
73: R60         10. Shareholders' Equity (Details Narrative)        HTML     33K 
74: R61         12. Contracts and Agreements (Details)              HTML     33K 
75: R62         13. Accrued Expenses and Other Current Liabilities  HTML     41K 
                (Details)                                                        
76: R63         14. Accrued Warranty (Details)                      HTML     28K 
77: R64         15. Loan Payable (Details Narrative)                HTML     23K 
78: R65         16. Income Taxes (Details Narrative)                HTML     28K 
79: R66         17. Customer Concentration (Details Narrative)      HTML     29K 
81: XML         IDEA XML File -- Filing Summary                      XML    146K 
80: EXCEL       IDEA Workbook of Financial Reports                  XLSX     89K 
 8: EX-101.INS  XBRL Instance -- tomi-20210331                       XML   1.27M 
10: EX-101.CAL  XBRL Calculations -- tomi-20210331_cal               XML    200K 
11: EX-101.DEF  XBRL Definitions -- tomi-20210331_def                XML    269K 
12: EX-101.LAB  XBRL Labels -- tomi-20210331_lab                     XML    766K 
13: EX-101.PRE  XBRL Presentations -- tomi-20210331_pre              XML    601K 
 9: EX-101.SCH  XBRL Schema -- tomi-20210331                         XSD    143K 
82: ZIP         XBRL Zipped Folder -- 0001654954-21-005868-xbrl      Zip    108K

‘EX-4.2’ — Form of Non-Qualified Stock Option Agreement

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

C: C:

tomi_ex42

Exhibit 4.2

TOMI Environmental Solutions, Inc.

2016 Equity Incentive Plan

Non-Qualified Stock Option Agreement

Dear [●],

On [●], as a component of your Employment Agreement, the Compensation Committee approved a grant of a Non-Qualified Stock Option (the "Option") to you to purchase Common Stock of TOMI Environmental Solutions, Inc. (the "Company") pursuant to the TOMI Environmental Solutions, Inc. 2016 Equity Incentive Plan (the "Plan"). The Option shall constitute and be treated at all times by you and the Company as a “non-qualified stock option” for Federal income tax purposes and shall not constitute and shall not be treated as an “incentive stock option” as defined under Section 422(b) of the Internal Revenue Code of 1986, as amended.

You are granted an Option to purchase [●] shares of Common Stock of the Company at the price of $[●] per share which represents the Fair Market Value of the Common Stock on the date of grant. The date of grant of this Option is [●].

1. Vesting. This Option is one hundred percent (100%) vested on the date of grant.

2. Duration of Option. The Option may not be exercised after the fifth (5th) anniversary following the date of grant.

3. Exercise of Option.

(a) Right to Exercise. This Option is exercisable during its term in accordance with the Vesting Schedule set out in Section 1.

(b) Method of Exercise. This Option is exercisable by delivery of an exercise notice, in the form attached as Exhibit A (the "Exercise Notice"), which shall state the election to exercise the Option, the number of shares of Common Stock in respect of which the Option is being exercised (the "Exercised Shares"), and such other representations and agreements as may be required by the Company pursuant to the provisions of the Plan. The Exercise Notice shall be completed by you and delivered to the Corporate Secretary. The Exercise Notice shall be accompanied by payment of the aggregate exercise price as to all Exercised Shares. This Option shall be deemed to be exercised upon receipt by the Company of such fully executed Exercise Notice accompanied by such aggregate exercise price.

No shares of Common Stock shall be issued pursuant to the exercise of this Option unless such issuance and exercise comply with applicable laws. Assuming such compliance, for income tax purposes the Exercised Shares shall be considered transferred to you on the date the Option is exercised with respect to such Exercised Shares.

4. Method of Payment. Payment of the aggregate Exercise Price shall be by any of the following, or a combination thereof, at your election:

(a) cash;

(b) check;

(c) consideration received by the Company under a cashless exercise program implemented by the Company in connection with the Plan; or

(d) surrender of other shares of Common Stock which (i) in the case of shares of Common Stock acquired upon exercise of an option, have been owned by you for more than six (6) months on the date of surrender, and (ii) have a fair market value on the date of surrender equal to the aggregate Exercise Price of the Exercised Shares.

5. Non-Assignability of Option. This Option may not be transferred in any manner otherwise than by will or by the laws of descent or distribution and may be exercised during your lifetime only by you except in the case of your disability, this Option may be exercised by your representative. The terms of the Plan and this Agreement shall be binding upon your executors, administrators, heirs, successors and assigns.

The Plan is incorporated herein by reference. The Plan and this Agreement constitute the entire agreement of the parties with respect to the subject matter hereof and supersede in their entirety all prior undertakings and agreements of the Company and you with respect to the subject matter hereof, and may not be modified adversely to your interest except by means of a writing signed by the Company and you. This Agreement is governed by the laws of the State of Florida.

By your signature and the signature of the Company's representative below, you and the Company agree that the Option is granted under and governed by the terms and conditions of the Plan and this Agreement. You have reviewed the Plan and this Agreement in their entirety, have had an opportunity to obtain the advice of counsel prior to executing this Agreement and fully understand all provisions of the Plan and this Agreement. You hereby agree to accept as binding, conclusive and final all decisions or interpretations of the Committee upon any questions relating to the Plan and Agreement. You further agree to notify the Company upon any change in your residence address indicated below.

PARTICIPANT		TOMI ENVIRONMENTAL SOLUTIONS, INC.

Signature		By: Title:
Print Name
Residence Address

Exhibit A

EXERCISE NOTICE

TOMI Environmental Solutions, Inc.

9454 Wilshire Blvd., Penthouse

Beverly Hills, CA 90212

------------------------

(date)

Re: Non-Qualified Stock Option

Notice is hereby given pursuant to Section 3 of my Agreement that I elect to purchase the number of shares set forth below at the exercise price set forth in my Agreement:

Stock Option dated:

---------------------------

Number of shares being purchased:

---------------------------

Option Exercise Price Per Share

---------------------------

Aggregate Option Exercise Price

---------------------------

A check in the amount of the aggregate price of the shares being purchased is attached or specify other method of payment.

I understand that the shares of Common Stock that I receive upon exercise of my Option may not be freely tradable.

Further, I understand that, as a result of this exercise of rights, I will recognize income in an amount equal to the amount by which the fair market value of the shares of Common Stock exceeds the exercise price. I agree to report such income in accordance with then applicable law and to cooperate with the Company in establishing the withholding and corresponding deduction to the Company for its income tax purposes.

I agree to provide to the Company such additional documents or information as may be required pursuant to the Company’s 2016 Equity Incentive Plan.

--------------------------------------------

(Signature)

--------------------------------------------

(Name of Optionee)

Dates Referenced Herein and Documents Incorporated by Reference

This ‘10-Q’ Filing	Date	Other Filings

Filed on:	5/17/21	8-K
For Period end:	3/31/21
		List all Filings

4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/01/24  TOMI Environmental Solutions, Inc 10-K       12/31/23   89:6.6M                                   Blueprint/FA
 3/16/23  TOMI Environmental Solutions, Inc 10-K       12/31/22   87:6.6M                                   Blueprint/FA
 3/29/22  TOMI Environmental Solutions, Inc 10-K       12/31/21   91:7.1M                                   Blueprint/FA
 9/28/21  TOMI Environmental Solutions, Inc 424B5                  1:265K                                   Blueprint/FA

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Filing Submission 0001654954-21-005868 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

TOMI Environmental Solutions, Inc. – ‘10-Q’ for 3/31/21 – ‘EX-4.2’

On: Monday, 5/17/21, at 4:03pm ET · For: 3/31/21 · Accession #: 1654954-21-5868 · File #: 1-39574

Quarterly Report — Form 10-QFiling Table of Contents

‘EX-4.2’ — Form of Non-Qualified Stock Option Agreement

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

4 Subsequent Filings that Reference this Filing

Quarterly Report — Form 10-Q

Filing Table of Contents