CODA / Coda Octopus Group, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Coda Octopus Group, Inc.
US ˙ NasdaqCM ˙ US19188U2069

Mga Batayang Estadistika
CIK 1334325
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Coda Octopus Group, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
August 14, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)

August 4, 2025 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)

July 18, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2025 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (Comm

June 16, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OCTOP

May 30, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 27, 2025 CODA OCTOPUS GROUP,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 27, 2025 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (Commi

March 17, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OCT

January 29, 2025 EX-10.36

Share Purchase Agreement dated October 29, 2024, between LG Motion and Others and Coda Octopus R&D Limited.

Exhibit 10.36

January 29, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-38154 CODA OCTOPUS GROUP, INC. (Exact name of registrant as specified in its char

November 15, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2024 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (

November 15, 2024 EX-99.1

Corporate Presentation

Exhibit 99.1

November 12, 2024 SC 13G/A

CODA / Coda Octopus Group, Inc. / TOCQUEVILLE ASSET MANAGEMENT L.P. Passive Investment

SC 13G/A 1 d1151583513g-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Coda Octopus Group, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 19188U206 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the ap

September 26, 2024 SC 13G/A

CODA / Coda Octopus Group, Inc. / Touchstone Capital, Inc. - TOUCHSTONE CAPITAL, INC. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Coda Octopus Group, Inc (Name of Issuer) Common Shares of Beneficial Interest, $0.01 PAR VALUE (Title of Class of Securities) 19188U107 (CUSIP Number) (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule

September 16, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OCTOPU

September 9, 2024 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2024 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (

August 12, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(

July 31, 2024 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(

June 12, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OCTOP

May 29, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2024 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (Commi

April 15, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2024 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (Com

April 15, 2024 EX-99.1

Coda Octopus Group Appoints Gwenael Rouy Poirier to its Board of Directors

Exhibit 99.1 Coda Octopus Group Appoints Gwenael Rouy Poirier to its Board of Directors ORLANDO, FL, [April 12, 2024] - Coda Octopus Group, Inc. (“CODA” or the “Company”) (Nasdaq: CODA), a global market leader in real-time 3D/4D/5D and 6D imaging sonar technology for real-time subsea intelligence and real time information platform diving technology, announced the appointment of Gwenael Rouy Poirie

March 18, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OCT

March 8, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2024 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (Comm

February 16, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2024 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (

February 12, 2024 SC 13G/A

CODA / Coda Octopus Group, Inc. / TOCQUEVILLE ASSET MANAGEMENT L.P. Passive Investment

SC 13G/A 1 d1096670713g-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Coda Octopus Group, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 19188U206 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the app

January 29, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-38154 CODA OCTOPUS GROUP, INC. (Exact name of registrant as specified in its char

October 24, 2023 SC 13G

CODA / Coda Octopus Group Inc. / Touchstone Capital, Inc. - TOUCHSTONE CAPITAL, INC. Passive Investment

SC 13G 1 coda102423.htm TOUCHSTONE CAPITAL, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Coda Octopus Group, Inc (Name of Issuer) Common Shares of Beneficial Interest, $0.01 PAR VALUE (Title of Class of Securities) 19188U107 (CUSIP Number) September 28, 2023 (Date of Event which Requires Filing of this Statement

September 13, 2023 EX-10.1

Coda Octopus Group, Inc. Clawback Policy

Exhibit 10.1 CODA OCTOPUS GROUP, INC. CLAWBACK POLICY (As adopted on September 7, 2023) 1. Introduction and Purpose a. Introduction. This document sets forth the Coda Octopus Group, Inc. Clawback Policy (the “Policy”), as adopted on September 7, 2023. b. Purpose. Coda Octopus Group, Inc. (the “Company”) has established this Policy to appropriately align the interests of the executives of the Compa

September 13, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OCTOPU

September 13, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2023 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (

September 5, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 30, 2023 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (Co

September 5, 2023 EX-10.39

Employment Agreement dated August 30, 2023, between the Company and John Price.

Exhibit 10.39 Execution Copy Dated August 30, 2023 Employment Agreement between John Price and Coda Octopus group, Inc. Contents Clause 1. Interpretation 1 2. Term of appointment 3 3. Duties 3 4. Activities 5 5. Place of work 5 6. Hours of work 6 7. Compensation and Benefits 6 8. D&O Insurance 7 9. Reimbursement of Expenses 7 10. Paid Time Off (“PTO”) 8 11. Confidential information 8 12. Intellect

August 14, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(

August 3, 2023 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(

June 29, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2023 CODA OCTOPUS GROUP,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 26, 2023 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (Comm

June 29, 2023 EX-99.1

Coda Octopus Group Restructures its Board of Directors and Appoints Brigadier General Anthony J. Tata (Ret.) and Robert Harcourt to its Board of Directors

Exhibit 99.1 Coda Octopus Group Restructures its Board of Directors and Appoints Brigadier General Anthony J. Tata (Ret.) and Robert Harcourt to its Board of Directors ORLANDO, FL, June 29, 2023 - Coda Octopus Group, Inc. (“CODA” or the “Company”) (Nasdaq: CODA), a global market leader in real-time 3D/4D/5D and 6D imaging sonar technology for real-time subsea intelligence and real time information

June 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OCTOP

May 5, 2023 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2023 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (Commis

March 16, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OCT

February 13, 2023 SC 13G/A

CODA / Coda Octopus Group, Inc. / TOCQUEVILLE ASSET MANAGEMENT L.P. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 6, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2023 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (C

February 6, 2023 EX-99.1

Corporate Presentation

Exhibit 99.1

January 30, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-38154 CODA OCTOPUS GROUP, INC. (Exact name of registrant as specified in its char

September 23, 2022 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2022 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization

September 14, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OCTOPU

August 22, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(

August 9, 2022 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission only (as permitted by Rule 14a-6(e)(

June 14, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OCTOP

May 31, 2022 EX-10.39

Employment Agreement dated May 24, 2022, between the Company and Nathan Parker.

Exhibit 10.39 Dated MAY 23, 2022 Employment Agreement between Nathan Parker and Coda Octopus group, Inc. Contents Clause 1. Interpretation 1 2. Term of appointment 3 3. Duties 3 4. Other Activities 4 5. Place of work 5 6. Hours of work 5 7. Compensation and Benefits 5 8. D&O Insurance 6 9. Reimbursement of Expenses 6 10. Paid Time Off (?PTO?) 7 11. Confidential information 7 12. Intellectual prope

May 31, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 24, 2022 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (Commi

March 16, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OCT

February 25, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2022 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (

February 25, 2022 EX-99.1

Corporate Presentation

Exhibit 99.1

February 14, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31, 2021 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-38154 CODA OCTOPUS GROUP, INC. (Exact name of registrant as specified in its char

February 14, 2022 EX-10.37

Employment Agreement dated May 7, 2021 between Coda Octopus Colme, Inc and Kevin Kane *********

Exhibit 10.37

February 9, 2022 SC 13G/A

CODA / Coda Octopus Group, Inc. / Ezralow Bryan - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 4) Under the Securities Exchange Act of 1934 INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 CODA OCTOPUS GROUP, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities)

January 31, 2022 NT 10-K

Read Instruction (on back page) Before Preparing Form. Please Print or Type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response. 2.50 FORM 12b-25 SEC FILE NUMBER 001-38154 CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: 10/31/2021 ? Transit

January 25, 2022 SC 13G/A

CODA / Coda Octopus Group, Inc. / Sandy Hills BV - SCHEDULE 13G AMENDMENT NO. 5 Passive Investment

SC 13G/A 1 d270021dsc13ga.htm SCHEDULE 13G AMENDMENT NO. 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* Coda Octopus Group, Inc. (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 19188U107 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing

January 25, 2022 EX-99.1

POWER OF ATTORNEY

EXHIBIT 1 POWER OF ATTORNEY Know all by these presents, that the undersigned, on behalf of Sandy Hills BV (the ?Reporting Person?), in the undersigned?s capacity as a statutory director of Malabar Hill NV, the statutory director of the Reporting Person, hereby constitutes and appoints F.

October 14, 2021 S-8

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Coda Octopus Group, Inc. (Exact name of registrant as specified in its charter)

As filed with the Securities and Exchange Commission on October 14, 2021 Registration No.

October 4, 2021 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 4, 2021 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization (Co

September 20, 2021 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 14, 2021 CODA OCTOPUS G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 14, 2021 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-2008348 (State or other jurisdiction of incorporation or organization

September 14, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OCTOPU

August 2, 2021 DEF 14A

2021 Stock Incentive Plan*******

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission only (as permitted by Rule 1

July 28, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2021 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization (Com

July 21, 2021 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission only (as permitted by Rule 1

July 6, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2021 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization (Comm

June 14, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2021 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA O

April 20, 2021 144

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number 325-0101 Expires: June 30, 2020 Estimated average burden hours per response 1.00 FORM 144 SEC USE ONLY NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933 DOCUMENT SEQUENCE NO. ATTENTION: Transmit for filing 3 copies of this form concurrently with either placing a

March 17, 2021 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2021 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA

February 18, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2021 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization

February 16, 2021 SC 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )*

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.

February 9, 2021 EX-99.1

Joint Filing Agreement attached as Exhibit 99.1

Exhibit 99.1 JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be

February 9, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 3) Under the Securities Exchange Act of 1934 INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 3) Under the Securities Exchange Act of 1934 INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 CODA OCTOPUS GROUP, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities)

January 28, 2021 10-K

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31, 2020 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-38154 CODA OCTOPUS GROUP, INC. (Exact name of registrant as specified in its

January 12, 2021 EX-99.1

POWER OF ATTORNEY

EXHIBIT 1 EXHIBIT 1 POWER OF ATTORNEY Know all by these presents, that the undersigned, on behalf of Sandy Hills BV (the “Reporting Person”), in the undersigned’s capacity as a statutory director of Malabar Hill NV, the statutory director of the Reporting Person, hereby constitutes and appoints F.

January 12, 2021 SC 13G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Coda Octopus Group, Inc. (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of

SCHEDULE 13G AMENDMENT NO. 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Coda Octopus Group, Inc. (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 19188U107 (CUSIP Number) December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the

November 25, 2020 144

-

UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0101 Washington, D.

September 14, 2020 8-K

Submission of Matters to a Vote of Security Holders -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 8, 2020 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization

September 14, 2020 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2020 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OC

July 31, 2020 DEF 14A

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission only (as permitted by Rule 1

July 21, 2020 PRE 14A

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission only (as permitted by Rule 1

July 21, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2020 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization (Com

July 21, 2020 EX-99.1

Corporate Presentation

Exhibit 99.1

June 15, 2020 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2020 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA O

April 7, 2020 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 6, 2020 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization (Com

March 27, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 26, 2020 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization (Co

March 27, 2020 EX-99.1

Corporate Presentation

March 16, 2020 10-Q

CDOC / Coda Octopus Group, Inc. 10-Q - Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2020 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA

February 11, 2020 EX-99.1

Corporate Presentation

Exhibit 99.1

February 11, 2020 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2020 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization

February 10, 2020 SC 13G/A

CODA / Coda Octopus Group, Inc. / Ezralow Bryan - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 2) Under the Securities Exchange Act of 1934 INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 CODA OCTOPUS GROUP, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities)

February 10, 2020 EX-99.1

Joint Filing Agreement attached as Exhibit 99.1

EX-99.1 2 g081918ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The u

February 4, 2020 424B3

2,284,230 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-236029 PROSPECTUS 2,284,230 Shares of Common Stock The selling stockholders named in this prospectus are offering up to 2,284,230 shares of our common stock. We will not receive any proceeds from the resale of the shares of our common stock by the selling stockholders. The selling stockholders may offer shares of our common stock from time to t

January 29, 2020 CORRESP

CDOC / Coda Octopus Group, Inc. CORRESP - -

January 29, 2020 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.

January 28, 2020 10-K

COGI / Coda Octopus Group, Inc. 10-K - Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31, 2019 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-38154 CODA OCTOPUS GROUP, INC. (Exact name of registrant as specified in its

January 27, 2020 SC 13G/A

CODA / Coda Octopus Group, Inc. / Sandy Hills Bv - SCHEDULE 13G AMENDMENT NO. 3 Passive Investment

SCHEDULE 13G AMENDMENT NO. 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Coda Octopus Group, Inc. (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 19188U107 (CUSIP Number) December 31, 2019 (Date of Event which Requires Filing of this Statement) Check the

January 27, 2020 EX-99.1

Power of Attorney granted by F.H. Fentener van Vlissingen

EX-99.1 2 d858536dex991.htm EX-99.1 EXHIBIT 1 POWER OF ATTORNEY Know all by these presents, that the undersigned, on behalf of Sandy Hills BV (the “Reporting Person”), in the undersigned’s capacity as a statutory director of Malabar Hill NV, the statutory director of the Reporting Person, hereby constitutes and appoints F. Douglas Raymond as the undersigned’s true and lawful attorney-in-fact to: 1

January 23, 2020 S-3

COGI / Coda Octopus Group, Inc. S-3 - -

As filed with the Securities and Exchange Commission on January 23, 2020 Registration No.

January 6, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 1, 2020 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization (C

December 2, 2019 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 27, 2019 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization

September 16, 2019 10-Q

COGI / Coda Octopus Group, Inc. 10-Q - Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2019 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OC

September 13, 2019 8-K

Submission of Matters to a Vote of Security Holders, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 10, 2019 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization

September 9, 2019 CORRESP

COGI / Coda Octopus Group, Inc. CORRESP - -

September 9, 2019 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.

August 29, 2019 S-3

COGI / Coda Octopus Group, Inc. S-3 - -

As filed with the Securities and Exchange Commission on August 29, 2019 Registration No.

August 5, 2019 SC 13G/A

CODA / Coda Octopus Group, Inc. / Sandy Hills Bv - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Coda Octopus Group, Inc. (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 19188U107 (CUSIP Number) August 2, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to desi

August 5, 2019 EX-99.1

Power of Attorney granted by F.H. Fentener van Vlissingen

EX-99.1 EXHIBIT 1 POWER OF ATTORNEY Know all by these presents, that the undersigned, on behalf of Sandy Hills BV (the “Reporting Person”), in the undersigned’s capacity as a statutory director of Malabar Hill NV, the statutory director of the Reporting Person, hereby constitutes and appoints F. Douglas Raymond as the undersigned’s true and lawful attorney-in-fact to: 1. execute for and on behalf

August 2, 2019 DEF 14A

COGI / Coda Octopus Group, Inc. DEF 14A - -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission only (as permitted by Rule 1

July 26, 2019 EX-99.1

Corporate Presentation

July 26, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 26, 2019 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization (Com

July 23, 2019 PRE 14A

COGI / Coda Octopus Group, Inc. PRE 14A - -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission only (as permitted by Rule 1

July 3, 2019 10-Q/A

COGI / Coda Octopus Group, Inc. 10-Q/A - Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2019 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA

June 21, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2019 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization (Com

June 21, 2019 EX-99.1

Corporate Presentation

June 18, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2019 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization (Com

June 13, 2019 10-Q

COGI / Coda Octopus Group, Inc. 10-Q - Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2019 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA O

June 4, 2019 EX-99.1

Power of Attorney granted by F.H. Fentener van Vlissingen

EX-99.1 2 d689373dex991.htm EX-99.1 EXHIBIT 1 POWER OF ATTORNEY Know all by these presents, that the undersigned, on behalf of Sandy Hills BV (the “Reporting Person”), in the undersigned’s capacity as a statutory director of Malabar Hill NV, the statutory director of the Reporting Person, hereby constitutes and appoints F. Douglas Raymond as the undersigned’s true and lawful attorney-in-fact to: 1

June 4, 2019 SC 13G/A

CODA / Coda Octopus Group, Inc. / Sandy Hills Bv - SC 13G/A Passive Investment

SC 13G/A 1 d689373dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Coda Octopus Group, Inc. (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 19188U107 (CUSIP Number) April 3, 2019 (Date of Event which Requires Filing of this Statement) Chec

May 13, 2019 10-Q/A

COGI / Coda Octopus Group, Inc. 10-Q/A Quarterly Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2019 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Num

April 23, 2019 CORRESP

COGI / Coda Octopus Group, Inc. CORRESP - -

Louis A. Brilleman, P.C. 1140 Avenue of the Americas, 9th Floor New York, NY 10036 Phone: 212-584-7805 Fax: 646-380-6635 April 23, 2019 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Melissa Gilmore Melissa Raminpour Re: Coda Octopus Group, Inc. (the “Company”) Form 10-K for the Fiscal Year Ended October 31, 2018 Filed February 1, 2019 File No. 001-38154 De

April 23, 2019 10-K/A

COGI / Coda Octopus Group, Inc. (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 2 [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31, 2018 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-38154 CODA OCTOPUS GROUP, INC. (Exact name of registrant as

April 17, 2019 CORRESP

COGI / Coda Octopus Group, Inc. CORRESP - -

Louis A. Brilleman, P.C. 1140 Avenue of the Americas, 9th Floor New York, NY 10036 Phone: 212-584-7805 Fax: 646-380-6635 April 17, 2019 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Melissa Gilmore Melissa Raminpour Re: Coda Octopus Group, Inc. (the “Company”) Form 10-K for the Fiscal Year Ended October 31, 2018 Filed February 1, 2019 File No. 001-38154 De

March 18, 2019 10-Q

COGI / Coda Octopus Group, Inc. (Quarterly Report)

10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2019 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File N

February 14, 2019 SC 13G/A

CODA / Coda Octopus Group, Inc. / Ezralow Bryan - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 1) Under the Securities Exchange Act of 1934 INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 CODA OCTOPUS GROUP, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities)

February 14, 2019 EX-99.1

Joint Filing Agreement attached as Exhibit 99.1

Exhibit 99.1 JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be

February 7, 2019 10-K/A

COGI / Coda Octopus Group, Inc. 10-K/A (Annual Report)

10-K/A 1 form10ka.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31, 2018 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-38154 CODA OCTOPUS GROUP, INC. (Exact

February 1, 2019 10-K

COGI / Coda Octopus Group, Inc. 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31, 2018 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-38154 CODA OCTOPUS GROUP, INC. (Exact name of registrant as specified in its

January 29, 2019 NT 10-K

COGI / Coda Octopus Group, Inc. NT 10-K

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: August 31, 2015 Estimated average burden hours per response. 2.50 FORM 12b-25 SEC FILE NUMBER 001-38154 CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: October

January 17, 2019 SC 13G/A

CDOC / Coda Octopus Group, Inc. / BRONSON STEVEN N - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.1) CODA OCTOPUS GROUP, INC. (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 19188U206 (CUSIP Number) Dec

December 14, 2018 EX-99.1

Power of Attorney granted by F.H. Fentener van Vlissingen

EX-99.1 2 d671905dex991.htm EX-99.1 EXHIBIT 1 POWER OF ATTORNEY Know all by these presents, that the undersigned, on behalf of Sandy Hills BV (the “Reporting Person”), in the undersigned’s capacity as a statutory director of Malabar Hill NV, the statutory director of the Reporting Person, hereby constitutes and appoints F. Douglas Raymond as the undersigned’s true and lawful attorney-in-fact to: 1

December 14, 2018 SC 13G

CODA / Coda Octopus Group, Inc. / Sandy Hills Bv - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Coda Octopus Group, Inc. (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 19188U107 (CUSIP Number) December 12, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to design

December 14, 2018 SC 13G/A

CODA / Coda Octopus Group, Inc. / Forest Manor N.V. - SC 13G/A Passive Investment

SC 13G/A 1 d668456dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Coda Octopus Group, Inc. (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 19188U107 (CUSIP Number) December 12 , 2018 (Date of Event which Requires Filing of this Statement) C

October 4, 2018 S-8

COGI / Coda Octopus Group, Inc. S-8

As filed with the Securities and Exchange Commission on October 4, 2018 Registration No.

September 13, 2018 10-Q

COGI / Coda Octopus Group, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2018 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OC

July 27, 2018 8-K

Submission of Matters to a Vote of Security Holders, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 24, 2018 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization (Com

July 2, 2018 DEF 14A

2017 Stock Incentive Plan, incorporated by reference to Annex A to Definitive Proxy Statement on Schedule 14A filed on July 2, 2018

DEF 14A 1 def14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission only (a

June 19, 2018 PRE 14A

COGI / Coda Octopus Group, Inc. PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant [X] Filed by a party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission only (as permitted by Rule 1

June 14, 2018 10-Q

COGI / Coda Octopus Group, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2018 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA O

May 23, 2018 EX-99.1

Corporate Presentation

May 23, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2018 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization (Comm

May 3, 2018 424B3

2,588,738 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-224408 PROSPECTUS 2,588,738 Shares of Common Stock The selling stockholders named in this prospectus are offering up to 2,588,738 shares of our common stock. We will not receive any proceeds from the resale of the shares of our common stock by the selling stockholders. The selling stockholders may offer shares of our common stock from time to t

April 30, 2018 CORRESP

COGI / Coda Octopus Group, Inc. CORRESP

April 30, 2018 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.

April 23, 2018 S-3

COGI / Coda Octopus Group, Inc. S-3

S-3 1 forms-3.htm As filed with the Securities and Exchange Commission on April 23, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Coda Octopus Group, Inc. (Exact name of registrant as specified in its charter) Delaware 34-2008348 (State or other jurisdiction of incorporation or org

March 19, 2018 10-Q

CODA / Coda Octopus Group, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2018 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA

February 13, 2018 EX-99.1

Joint Filing Agreement attached as Exhibit 99.1

Exhibit 99.1 JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be

February 13, 2018 SC 13G

CODA / Coda Octopus Group, Inc. / Ezralow Bryan - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 CODA OCTOPUS GROUP, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 19188U107 (CUSIP Num

February 8, 2018 8-K

Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 5, 2018 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization (

February 7, 2018 EX-24

EX-24

POWER OF ATTORNEY Know all by these presents, that the undersigned, on behalf of Forest Manor NV (the "Reporting Person"), in the undersigned's capacity as a statutory director of Malabar Hill NV, the statutory director of the Reporting Person, hereby constitutes and appoints F.

February 7, 2018 SC 13G

CDOC / Coda Octopus Group, Inc. / BRONSON STEVEN N - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )* CODA OCTOPUS GROUP, INC. (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 19188U206 (CUSIP Number) De

February 7, 2018 EX-99.1

POWER OF ATTORNEY

EX99.1 EXHIBIT 1 POWER OF ATTORNEY Know all by these presents, that the undersigned, on behalf of Forest Manor NV (the “Reporting Person”), in the undersigned’s capacity as a statutory director of Malabar Hill NV, the statutory director of the Reporting Person, hereby constitutes and appoints F. Douglas Raymond as the undersigned’s true and lawful attorney-in-fact to: 1. execute for and on behalf

February 7, 2018 SC 13G/A

CODA / Coda Octopus Group, Inc. / Forest Manor N.V. - SCHEDULE 13G AMENDMENT NO. 1 Passive Investment

SC 13G/A 1 d529593dsc13ga.htm SCHEDULE 13G AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Coda Octopus Group, Inc. (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 19188U107 (CUSIP Number) February 5, 2018 (Date of Event which Requires Filing of

February 2, 2018 SC 13G

CODA / Coda Octopus Group, Inc. / Forest Manor N.V. - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Coda Octopus Group, Inc. (Name of Issuer) Common stock, par value $0.001 per share (Title of Class of Securities) 19188U107 (CUSIP Number) January 29, 2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designa

February 1, 2018 EX-10.37

Form of Subscription Agreement

Execution Version SUBSCRIPTION AGREEMENT SUBSCRIPTION AGREEMENT (this ?Agreement?), dated as of January 29, 2018, by and between Coda Octopus Group, Inc.

February 1, 2018 EX-99.1

Coda Octopus Closes $4,514,180 Financing

Coda Octopus Closes $4,514,180 Financing Coda Octopus Group, Inc. (CODA) announced today that it has closed an initial $4,514,180 investment by Forest Manor N.V., a Dutch investment firm with a focus on high-quality small-caps globally, in a private placement of an aggregate of 1,125,950 shares of common stock at a price of $4.40 per share, in which Forest Manor purchased 1,025,950 shares. The ter

February 1, 2018 8-K

Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2018 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization (

January 30, 2018 NT 10-K

CDOC / Coda Octopus Group, Inc. 0-K

NT 10-K 1 nt10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC File Number 001-38154 NOTIFICATION OF LATE FILING (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: October 31, 2017 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report o

January 30, 2018 10-K

CODA / Coda Octopus Group, Inc. 10-K (Annual Report)

10-K 1 form10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31, 2017 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-38154 CODA OCTOPUS GROUP, INC. (Exact name of registrant

January 30, 2018 EX-10.36

2017 Stock Incentive Plan*******

CODA OCTOPUS GROUP, INC. 2017 STOCK INCENTIVE PLAN 1. Purpose of Plan. The purpose of the Coda Octopus Group, Inc. 2017 Stock Incentive Plan (the “Plan”) is to advance the interests of Coda Octopus Group, Inc. (the “Company”) and its stockholders by enabling the Company and its Subsidiaries to attract and retain qualified individuals through opportunities for equity participation in the Company, a

January 30, 2018 EX-14

Code of Ethics*******

CODA OCTOPUS GROUP, INC. Code of Ethics Date: July 19, 2017 CODA OCTOPUS GROUP, INC. CODE OF ETHICS We Comply With the Law As employees, officers and directors of a public company, each of us must comply with the letter and spirit of every applicable local, state, federal and foreign law or regulation. Violations of these laws can be extremely costly to Coda Octopus Group, Inc. and its subsidiarie

January 16, 2018 EX-99.1

Coda Octopus Launches Next-Generation Real-Time 3D Sonar Reimagined, reengineered and repackaged, debut fourth-generation product in Coda’s 4G line, Echoscope4G® Surface, is 50% lighter and 40% smaller Shallow water applications range from port and h

Coda Octopus Launches Next-Generation Real-Time 3D Sonar Reimagined, reengineered and repackaged, debut fourth-generation product in Coda?s 4G line, Echoscope4G? Surface, is 50% lighter and 40% smaller Shallow water applications range from port and harbor security to breakwater construction ORLANDO, FL, January 16, 2018 ? Coda Octopus Group, Inc.

January 16, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2018 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of (Commission (I.R.S. Employer in

December 12, 2017 EX-99.1

Coda Octopus Group Inc. Names Michael Midgley Chief Financial Officer

Coda Octopus Group Inc. Names Michael Midgley Chief Financial Officer ORLANDO, FL, December 12, 2017 ? Coda Octopus Group, Inc. (CODA) (Nasdaq:CODA) announced that its Board of Directors has appointed Michael Midgley as the Group?s Chief Financial Officer. Mr. Midgley has served as the Company?s Acting CFO since 2013, and has been with the Coda Octopus Group for nearly ten years. In addition to hi

December 12, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2017 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 001-38154 34-200-8348 (State or other jurisdiction of incorporation or organization (

September 14, 2017 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38154 CODA OC

July 20, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2017 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission (I.R.S. Employer incor

July 20, 2017 EX-99.1

EX-99.1

July 18, 2017 EX-99.1

Coda Octopus Group, Inc. Announces Uplisting to the NASDAQ Capital Market Company to Commence Trading on NASDAQ on July 19, 2017 Under New Ticker Symbol: CODA

Coda Octopus Group, Inc. Announces Uplisting to the NASDAQ Capital Market Company to Commence Trading on NASDAQ on July 19, 2017 Under New Ticker Symbol: CODA ORLANDO, FL, July 18, 2017 – Coda Octopus Group, Inc. (OTCQX:COGI), a global leader in real-time 3D sonar technology and subsea intelligence, announced that its common stock has been approved for listing on the NASDAQ Capital Market. The Com

July 18, 2017 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 13, 2017 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission (I.R.S. Employer incor

July 18, 2017 8-A12B

Coda Octopus Group 2B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Coda Octopus Group, Inc. (Exact name of registrant as specified in its charter) Delaware 34-2008348 (State of incorporation or organization) (I.R.S. Employer Identification No.) 7380 Sand Lake Ro

July 17, 2017 EX-99

Coda Octopus Group Appoints Mary M. Losty to its Board of Directors

Coda Octopus Group Appoints Mary M. Losty to its Board of Directors ORLANDO, FL, July 17, 2017 ? Coda Octopus Group, Inc. (OTCQX: COGI), a global leader in real-time 3D sonar technology and real time subsea intelligence, announces the appointment of Ms. Mary M. Losty to its Board of Directors. Ms. Losty?s appointment brings the Company?s Board composition to five independent directors and one exec

July 17, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 form8-k.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 11, 2017 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (

June 14, 2017 10-Q

Coda Octopus Group (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-52815 CODA O

June 2, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2017 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission (I.R.S. Employer incorp

May 31, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2017 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission (I.R.S. Employer incorp

May 2, 2017 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K 1 form8-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2017 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission (I.

May 2, 2017 EX-3.3

Certificate of Designation of Preferences, Rights and Limitations of Series C Convertible Preferred Stock******

EX-3.3 2 ex3-3.htm coda octopus group, inc. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES C CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE delaware GENERAL CORPORATION LAW The undersigned, Annmarie Gayle does hereby certify that: 1. She is the Chief Executive Office of Coda Octopus Group, Inc. a Delaware corporation (the “Corporation”). 2. The Corporation

May 2, 2017 EX-99.1

Coda Octopus Group, Inc. and US Subsidiaries Enter Into Loan Agreement with HSBC Bank

Coda Octopus Group, Inc. and US Subsidiaries Enter Into Loan Agreement with HSBC Bank ORLANDO, FL, May X, 2017 ? Coda Octopus Group, Inc. (CODA) (OTCQX: COGI), a global leader in real-time 3D sonar technology, today announced that on April 28, 2017, the Company together with its wholly owned subsidiaries, Coda Octopus Products, Inc. and Coda Octopus Colmek, Inc., entered into a loan agreement with

May 2, 2017 EX-10.34

Form of Security Agreement, dated April 28, 2017******

SECURITY AGREEMENT This SECURITY AGREEMENT (this ?Security Agreement?), dated as of this day of April, 2017, is executed by and between CODA OCTOPUS GROUP, INC.

May 2, 2017 EX-10.35

Promissory Note dated April 28, 2017******

EX-10.35 5 ex10-35.htm PROMISSORY NOTE Date of Note: April 28, 2017 Amount of Note: EIGHT MILLION AND NO/100 DOLLARS ($8,000,000.00) Maturity Date: April 28, 2022 CODA OCTOPUS GROUP, INC., a Delaware corporation, CODA OCTOPUS PRODUCTS, INC., a Delaware corporation, and CODA OCTOPUS COLMEK, INC., a Utah Corporation (individually and/or collectively, the “Borrower, do hereby covenant and promise to

May 2, 2017 EX-10.33

Loan Agreement, dated as of April 28, 2017, by and between Coda Octopus Group, Inc., Coda Octopus Products, Inc., Coda Octopus Colmek, Inc. and HSBC Bank USA, N.A.******

EX-10.33 3 ex10-33.htm LOAN AGREEMENT THIS LOAN AGREEMENT (this “Agreement”), is dated as of this 28th day of April, 2017, by and between CODA OCTOPUS GROUP, INC., a Delaware corporation, CODA OCTOPUS PRODUCTS, INC., a Delaware corporation, and CODA OCTOPUS COLMEK, INC., a Utah Corporation (individually and/or collectively, the “Borrower”), and HSBC BANK USA, N.A., its successors and/or assigns (t

April 19, 2017 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 18, 2017 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission (I.R.S. Employer inco

March 29, 2017 EX-10.32

Employment Contract dated March 16, 2017 between the Company and Annmarie Gayle*****

Dated Employment contract between CODA OCTOPUS GROUP, INC. and ANNMARIE GAYLE Contents Clause 1. Interpretation 1 2. Term of appointment 3 3. Duties 3 4. Directorship 4 5. Directors? and Officers? Insurance and Indemnity 4 6. Salary and other benefits 5 7. Management Incentive scheme 5 8. Expenses 5 9. Holidays 5 10. Outside interests 6 11. Confidential information 6 12. Intellectual property 6 13

March 29, 2017 10-12G/A

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10/A Amendment No. 2 Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 CODA OCTOPUS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 34-200-8348 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 7380 Sand Lake Road, Suite #5

March 29, 2017 CORRESP

Coda Octopus Group ESP

Louis A. Brilleman, P.C. 1140 Avenue of the Americas, 9th Floor New York, NY 10036 Phone: 212-584-7805 Fax: 646-380-6635 March 29, 2017 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: J. Nolan McWilliams Re: Coda Octopus Group, Inc. (the ?Company?) Amendment No. 2 to Form 10, filed February 17, 2017 File No.: 000-52815 Dear Mr. McWilliams: By letter dated Ma

March 29, 2017 EX-10.31

Deed of Amendment to Loan Note Transaction Documents dated November 1, 2016 by and between the Company and CCM Holdings LLC*****

EX-10.31 2 ex10-31.htm Execution Copy DEED OF AMENDMENT TO LOAN NOTE TRANSACTION DOCUMENTS by and between CODAOCTOPUS GROUP, INC., And CCM HOLDINGS LLC Dated: November 1, 2016 Execution Copy Contents Clause 1. Interpretation 2 2. Consent to Amendment 2 3. Amendment 3 4. Further Covenants And Agreement 3 5. Representation and Warranties 4 6. Binding Effect. 4 7. Incorporation by Reference. 4 8. Fur

February 21, 2017 10-12G/A

Coda Octopus Group 2G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10/A Amendment No. 1 Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 CODA OCTOPUS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 34-200-8348 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 4020 Kidron Road, Suite #4, L

February 17, 2017 10-12G

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10-12G 1 form10-12g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10 Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 CODA OCTOPUS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 34-200-8348 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 4020 Kidron Road, Suite

February 17, 2017 EX-3.1

Restated Certificate of Incorporation**

EXHIBIT 3.1 RESTATED CERTIFICATE OF INCORPORATION OF CODA OCTOPUS GROUP, INC. Coda Octopus Group, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the ?Corporation?), hereby certifies that: FIRST, the name of the Corporation is Coda Octopus Group, Inc. SECOND, the date of filing of its original certificate of incorporation was

February 17, 2017 EX-10.30

Deed of Amendment to Loan Note Transaction Documents dated October 17, 2016 by and between the Company and CCM Holdings LLC**

EXHIBIT 10.30 DEED OF AMENDMENT TO LOAN NOTE TRANSACTION DOCUMENTS by and between CODAOCTOPUS GROUP, INC., And CCM HOLDINGS LLC Dated: 17 October 2016 Contents Clause 1. Interpretation 4 2. Consent to Amendment 4 3. Amendment 5 4. Representation and Warranties 5 5. Binding Effect. 5 6. Incorporation by Reference. 6 7. Further Assurances. 6 8. No Alteration. 6 9. Electronic Signatures and Transmiss

August 22, 2016 10-Q

Coda Octopus Group (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2011 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-52815 CODA O

August 22, 2016 10-Q

Coda Octopus Group (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2011 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-52815 CODA

August 19, 2016 10-K

Coda Octopus Group (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31, 2010 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-52815 CODA OCTOPUS GROUP, INC. (Exact name of registrant as specified in its

August 19, 2016 10-K

Coda Octopus Group (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31, 2010 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-52815 CODA OCTOPUS GROUP, INC. (Exact name of registrant as specified in its

August 19, 2016 EX-3.1D

coda octopus group, inc. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS SERIES C CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE delaware GENERAL CORPORATION LAW

EXHIBIT A coda octopus group, inc. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES C CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE delaware GENERAL CORPORATION LAW The undersigned, Annmarie Gayle, does hereby certify that: 1. She is the Chief Executive Officer of Coda Octopus Group, Inc., a Delaware corporation (the “Corporation”). 2. The Corporation is aut

August 19, 2016 EX-10.26

Dated 15 June 2013 Consultancy Agreement Coda Octopus Group, Inc. Pemanaco Limited

Dated 15 June 2013 Consultancy Agreement between Coda Octopus Group, Inc. and Pemanaco Limited CONTENTS Clause 1. Interpretation 1 2. Term of engagement and Restrictions on Substitution 3 3. Duties 3 4. Directorship 4 5. Directors’ and Officers’ Insurance and Indemnity 5 6. Compensation and Benefits 5 7. Other activities 6 8. Confidential information and Company property 6 9. Intellectual property

August 19, 2016 EX-3.1D

coda octopus group, inc. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS SERIES C CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE delaware GENERAL CORPORATION LAW

EXHIBIT A coda octopus group, inc. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES C CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE delaware GENERAL CORPORATION LAW The undersigned, Annmarie Gayle, does hereby certify that: 1. She is the Chief Executive Officer of Coda Octopus Group, Inc., a Delaware corporation (the “Corporation”). 2. The Corporation is aut

August 19, 2016 EX-3.1F

CERTIFICATE OF AMENDMENT CERTIFICATE OF INCORPORATION CODA OCTOPUS GROUP, INC.

CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF CODA OCTOPUS GROUP, INC.

August 19, 2016 EX-10.25

Deed of Amendment to Loan Note Transaction Documents dated October 31, 2015 by and between the Company and CCM Holdings LLC***

Execution Copy DEED OF AMENDMENT TO LOAN NOTE TRANSACTION DOCUMENTS by and between CODAOCTOPUS GROUP, INC.

August 19, 2016 EX-3.1E

CERTIFICATE OF AMENDMENT CERTIFICATE OF INCORPORATION CODA OCTOPUS GROUP, INC.

CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF CODA OCTOPUS GROUP, INC.

August 19, 2016 EX-3.1G

CERTIFICATE OF ELIMINATION OF THE SERIES A PREFERRED STOCK CODA OCTOPUS GROUP, INC.

CERTIFICATE OF ELIMINATION OF THE SERIES A PREFERRED STOCK OF CODA OCTOPUS GROUP, INC.

August 19, 2016 EX-3.1G

CERTIFICATE OF ELIMINATION OF THE SERIES A PREFERRED STOCK CODA OCTOPUS GROUP, INC.

CERTIFICATE OF ELIMINATION OF THE SERIES A PREFERRED STOCK OF CODA OCTOPUS GROUP, INC.

August 19, 2016 EX-10.27

Employment Contract between Coda Octopus Colmek, Inc. and Mike Midgley****

Dated 1 June 2011 Employment contract between Coda Octopus Colmek, Inc and Mr. Mike Midgley contents clause 1 Interpretation 1 2 Term of appointment 3 3 Duties 3 4 Place of work 4 5 Compensation and Benefits 4 6 Expenses 5 7 Holidays 5 8 Outside interests 5 9 Confidential information 6 10 Intellectual Property rights 6 11 Termination 8 12 Obligations upon termination 9 13 Post-termination restrict

August 19, 2016 EX-3.1H

CERTIFICATE OF ELIMINATION OF THE SERIES B PREFERRED STOCK CODA OCTOPUS GROUP, INC.

CERTIFICATE OF ELIMINATION OF THE SERIES B PREFERRED STOCK OF CODA OCTOPUS GROUP, INC.

August 19, 2016 EX-10.26

Dated 15 June 2013 Consultancy Agreement Coda Octopus Group, Inc. Pemanaco Limited

Dated 15 June 2013 Consultancy Agreement between Coda Octopus Group, Inc. and Pemanaco Limited CONTENTS Clause 1. Interpretation 1 2. Term of engagement and Restrictions on Substitution 3 3. Duties 3 4. Directorship 4 5. Directors’ and Officers’ Insurance and Indemnity 5 6. Compensation and Benefits 5 7. Other activities 6 8. Confidential information and Company property 6 9. Intellectual property

August 19, 2016 EX-10.27

Employment Contract between Coda Octopus Colmek, Inc. and Mike Midgley****

Dated 1 June 2011 Employment contract between Coda Octopus Colmek, Inc and Mr. Mike Midgley contents clause 1 Interpretation 1 2 Term of appointment 3 3 Duties 3 4 Place of work 4 5 Compensation and Benefits 4 6 Expenses 5 7 Holidays 5 8 Outside interests 5 9 Confidential information 6 10 Intellectual Property rights 6 11 Termination 8 12 Obligations upon termination 9 13 Post-termination restrict

August 19, 2016 EX-10.29

Employment Contract dated January 1, 2013 between Coda Octopus Products, Inc. and Blair Cunningham****

Dated 1 January 2013 Employment contract between Coda Octopus Products, Inc. and Mr. Blair Cunningham contents clause 1 Interpretation 1 2 Term of appointment 2 3 Duties 3 4 Place of work 4 5 Compensation and Benefits 4 6 Expenses 6 7 Holidays 6 8 Outside interests 6 9 Confidential information 7 10 Intellectual Property rights 7 11 Termination 9 12 Obligations upon termination 10 13 Post-terminati

August 19, 2016 EX-10.28

Consultancy Agreement dated June 15, 2013 between the Company and Taktos Limited****

Dated JUNE 15 2013 Consultancy Agreement between Coda Octopus Group, Inc. and Taktos Limited Contents Clause 1. Interpretation 1 2. Term of engagement and Restrictions on Substitution 3 3. Duties 3 4. Directorship 4 5. Directors’ and Officers’ Insurance and Indemnity 5 6. Compensation and Benefits 5 7. Other activities 6 8. Confidential information and Company .property 6 9. Intellectual property

August 19, 2016 EX-3.1F

CERTIFICATE OF AMENDMENT CERTIFICATE OF INCORPORATION CODA OCTOPUS GROUP, INC.

CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF CODA OCTOPUS GROUP, INC.

August 19, 2016 EX-10.29

Employment Contract dated January 1, 2013 between Coda Octopus Products, Inc. and Blair Cunningham****

Dated 1 January 2013 Employment contract between Coda Octopus Products, Inc. and Mr. Blair Cunningham contents clause 1 Interpretation 1 2 Term of appointment 2 3 Duties 3 4 Place of work 4 5 Compensation and Benefits 4 6 Expenses 6 7 Holidays 6 8 Outside interests 6 9 Confidential information 7 10 Intellectual Property rights 7 11 Termination 9 12 Obligations upon termination 10 13 Post-terminati

August 19, 2016 EX-10.25

Deed of Amendment to Loan Note Transaction Documents dated October 31, 2015 by and between the Company and CCM Holdings LLC***

Execution Copy DEED OF AMENDMENT TO LOAN NOTE TRANSACTION DOCUMENTS by and between CODAOCTOPUS GROUP, INC.

August 19, 2016 EX-3.1H

CERTIFICATE OF ELIMINATION OF THE SERIES B PREFERRED STOCK CODA OCTOPUS GROUP, INC.

CERTIFICATE OF ELIMINATION OF THE SERIES B PREFERRED STOCK OF CODA OCTOPUS GROUP, INC.

August 19, 2016 EX-10.28

Consultancy Agreement dated June 15, 2013 between the Company and Taktos Limited****

Dated JUNE 15 2013 Consultancy Agreement between Coda Octopus Group, Inc. and Taktos Limited Contents Clause 1. Interpretation 1 2. Term of engagement and Restrictions on Substitution 3 3. Duties 3 4. Directorship 4 5. Directors’ and Officers’ Insurance and Indemnity 5 6. Compensation and Benefits 5 7. Other activities 6 8. Confidential information and Company .property 6 9. Intellectual property

August 19, 2016 EX-3.1E

CERTIFICATE OF AMENDMENT CERTIFICATE OF INCORPORATION CODA OCTOPUS GROUP, INC.

CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF CODA OCTOPUS GROUP, INC.

July 28, 2011 15-12G

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-52815 Coda Octopus Group, Inc. (Exact name of registrant as specified i

February 14, 2011 SC 13G/A

Passive Investment -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* Coda Octopus Group, Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 19188U107 (CUSIP Number) December 31, 2010 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur

February 11, 2011 8-K

Other Events -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2011 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission File Number) (I.R.

February 4, 2011 8-K

Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 5, 2010 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission File Number) (I.R.S

January 28, 2011 NT 10-K

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number: 000-52502 CUSIP Number: N/A FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Fiscal Year Ended: October 31, 2010 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Tra

September 20, 2010 10-Q

Quarterly Report -

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2010 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-52815 CODA OCTOPUS GROUP, INC.

September 14, 2010 NT 10-Q

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number: 000-52502 CUSIP Number: N/A FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Fiscal Quarter Ended: July 31, 2010 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Tra

August 27, 2010 8-K

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 27, 2010 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission File Number) (I.R.S.

August 10, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2010 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission File Number) (I.R.S.

June 30, 2010 CORRESP

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Louis A. Brilleman, P.C. 110 Wall Street, 11th Floor New York, NY 10005-3817 Phone: 212-709-8210 Fax: 212-943-2300 June 30, 2010 VIA EDGAR Mr. David R. Humphrey Branch Chief United States Securities and Exchange Commission Washington, D.C. 20549 Re: Coda Octopus Group, Inc. (the “Company”) Form 10-K for the year ended October 31, 2008 (the “Form 10-K”) File No. 000-52815 Dear Mr. Humphrey: This le

June 14, 2010 EX-10.29

EX-10.29

EX-10.29 21 v188136ex10-29.htm

June 14, 2010 EX-10.28

EX-10.28

EX-10.28 2 v188136ex10-28.htm

June 14, 2010 EX-10.30

EX-10.30

June 14, 2010 10-Q

Quarterly Report -

10-Q 1 v18813610q.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2010 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-52815 CO

June 9, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 7, 2010 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission File Number) (I.R.S. Em

June 8, 2010 CORRESP

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Louis A. Brilleman, P.C. 110 Wall Street, 11th Floor New York, NY 10005-3817 Phone: 212-709-8210 Fax: 212-943-2300 June 8, 2010 VIA EDGAR Mr. David R. Humphrey Branch Chief United States Securities and Exchange Commission Washington, D.C. 20549 Re: Coda Octopus Group, Inc. (the “Company”) Form 10-K for the year ended October 31, 2008 (the “Form 10-K”) File No. 000-52815 Dear Mr. Humphrey: This let

May 13, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2010 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission File Number) (I.R.S.

May 3, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2010 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission File Number) (I.R.S. Emp

April 30, 2010 CORRESP

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Louis A. Brilleman, P.C. 110 Wall Street, 11th Floor New York, NY 10005-3817 Phone: 212-709-8210 Fax: 212-943-2300 April 30, 2010 VIA EDGAR Mr. David R. Humphrey Branch Chief United States Securities and Exchange Commission Washington, D.C. 20549 Re: Coda Octopus Group, Inc. (the “Company”) Form 10-K for the year ended October 31, 2009 (the “Form 10-K”) File No. 000-52815 Dear Mr. Humphrey: This l

March 17, 2010 10-Q

Quarterly Report -

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-52815 CODA OCTOPUS GROUP, IN

February 16, 2010 SC 13G/A

Passive Investment -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Coda Octopus Group, Inc. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 19188U107 (CUSIP Number) December 31, 2009 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pur

February 12, 2010 CORRESP

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CORRESP 1 filename1.htm Louis A. Brilleman, P.C. 110 Wall Street, 11th Floor New York, NY 10005-3817 Phone: 212-709-8210 Fax: 212-943-2300 February 12, 2010 VIA EDGAR Mr. David R. Humphrey Branch Chief United States Securities and Exchange Commission Washington, D.C. 20549 Re: Coda Octopus Group, Inc. (the “Company”) Form 10-K for the year ended October 31, 2008 (the “Form 10-K”) File No. 000-5281

January 29, 2010 8-K/A

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 15, 2009 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission File Number) (I

January 29, 2010 10-K

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31, 2009 o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-52815 CODA OCTOPUS GROUP, INC. (Exact name of registrant as specified in its char

January 29, 2010 8-K/A

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2009 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission File Number) (I.R

January 13, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2009 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission File Number) (I.R.S

December 15, 2009 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2009 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission File Number) (I.R.

December 14, 2009 CORRESP

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Louis A. Brilleman, P.C. 110 Wall Street, 11th Floor New York, NY 10005-3817 Phone: 212-709-8210 Fax: 212-943-2300 December 14, 2009 VIA EDGAR Mr. David R. Humphrey Branch Chief United States Securities and Exchange Commission Washington, D.C. 20549 Re: Coda Octopus Group, Inc. (the “Company”) Form 10-K for the year ended October 31, 2008 (the “Form 10-K”) File No. 000-52815 Dear Mr. Humphrey: Thi

November 18, 2009 SC 13D

Activist Investment -

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Coda Octopus Group Inc. (Name of Issuer) Common Stock, $.001 par value (Title of Class of Securities) 19188U107 (CUSIP Number) Michael O?Leary Collins Greenhouse Investments Limited 12-14 David Place St. Helier Jersey JE24TD (011(0) 1534 760 167 (Name, Address and Telephone Number of Pe

October 19, 2009 CORRESP

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Louis A. Brilleman, P.C. 110 Wall Street, 11th Floor New York, NY 10005-3817 Phone: 212-709-8210 Fax: 212-943-2300 October 19, 2009 VIA EDGAR Mr. David R. Humphrey Branch Chief United States Securities and Exchange Commission Washington, D.C. 20549 Re: Coda Octopus Group, Inc. (the “Company”) Form 10-K for the year ended October 31, 2008 (the “Form 10-K”) File No. 000-52815 Dear Mr. Humphrey: This

October 15, 2009 10-Q

Quarterly Report -

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-52815 CODA OCTOPUS GROUP, INC.

September 25, 2009 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 15, 2009 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission File Number) (I.R

September 22, 2009 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2009 CODA OCTOPUS GROUP, INC. (Name of Small Business Issuer in its Charter) Delaware 000-52815 34-200-8348 (State or other jurisdiction of (Commission File Number) (I.R

September 15, 2009 NT 10-Q

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number: 000-52502 CUSIP Number: N/A FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Fiscal Quarter Ended: July 31, 2009 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Tra

June 25, 2009 424B3

Coda Octopus Group, Inc. 25,784,499 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-143144 PROSPECTUS Coda Octopus Group, Inc. 25,784,499 Shares of Common Stock This prospectus relates to the resale by the selling stockholders of up to 25,784,499 shares of our common stock. The total number of shares sold herewith consists of the following shares held by or to be issued to the selling stockholders: (i) 9,240,500 shares held by

June 19, 2009 10-Q

Quarterly Report -

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-52815 CODA OCTOPUS GROUP, INC.

June 15, 2009 NT 10-Q

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC File Number: 000-52502 CUSIP Number: N/A FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Fiscal Quarter Ended: April 30, 2009 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Tr

June 11, 2009 POS AM

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As filed with the Securities and Exchange Commission on June 10, 2009 Registration Number 333-143144 SECURITIES AND EXCHANGE COMMISSION Washington, D.

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