OMWS / Omnia Wellness Inc. - Depositi SEC, Relazione annuale, dichiarazione di delega

Omnia Wellness Inc.
US ˙ OTCPK

Statistiche di base
CIK 1676852
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 Omnia Wellness Inc.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
February 15, 2023 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report o

January 18, 2023 RW

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WITHDRAWAL REQUEST Via EDGAR   U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 January 11, 2023 Re: Omnia Wellness, Inc. (CIK: 0001676852) – Withdrawal of Registration Statement on Form S-1 (File No. 333-264309) Ladies and Gentlemen: Pursuant to Rule 477 under the Securities Act of 1933, as amended (the “Act”), Omnia Wellness, Ind., a

November 28, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

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 September 30, 2022 ? 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: 333-211986 OMNIA

November 15, 2022 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 14, 2022 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File N

November 14, 2022 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ?Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: September 30, 2022 ? Transition Report on Form 10-K ?Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report on

November 4, 2022 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 4, 2022 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File Nu

November 4, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

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 June 30, 2022 ☐ 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: 333-211986 OMNIA WELL

October 17, 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 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 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: 333-211986 Omnia Wellness Inc. (Exact

June 29, 2022 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on F

May 19, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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 13, 2022 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File Number

May 19, 2022 EX-10.2

8% Convertible Redeemable Note with GS Capital Partners, LLC

Exhibit 10.2 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE ?1933 ACT?) US $55,00

May 19, 2022 EX-10.1

Securities Purchase Agreement with GS Capital Partners, LLC

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of May 11, 2022, by and between OMNIA WELLNESS INC., a Nevada corporation, with headquarters located at 999 18th Street, Suite 3000, Denver, CO 80202 (the ?Company?), and GS CAPITAL PARTNERS, LLC a Nevada limited liability company, with its address at 1 East Liberty Street, Suite 600, Reno, NV

May 19, 2022 EX-10.3

Securities Purchase Agreement with 1800 Diagonal Lending LLC

Exhibit 10.3 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of May 16, 2022, by and between OMNIA WELLNESS INC., a Nevada corporation, with its address at 999 18th Street, Suite 3000, Denver, Colorado 80202 (the ?Company?), and 1800 DIAGONAL LENDING LLC, a Virginia limited liability company, with its address at 1800 Diagonal Road, Suite 623, Alexandria

May 19, 2022 EX-10.4

Convertible Promissory Note with 1800 Diagonal Lending LLC

Exhibit 10.4 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE

April 15, 2022 EX-10.32

Consultant Agreement with Massagewave, Inc. dated May 1, 2018

Exhibit 10.32 CONSULTANT AGREEMENT This Agreement is entered into as of May 1, 2018, by and between Bed Therapies LLC a Texas Limited Liability Company, hereinafter referred to as COMPANY, and Massagewave, Inc., hereinafter referred to as Consultant. WHEREAS, Consultant desires to perform the services described in Schedule A (the ?Services?) hereto, WHEREAS, COMPANY desires to have Consultant prov

April 15, 2022 S-1

As filed with the Securities and Exchange Commission on April 15, 2022

As filed with the Securities and Exchange Commission on April 15, 2022 Registration No.

April 15, 2022 EX-FILING FEES

Calculation of Filing Fee Table

Exhibit 107 CALCULATION OF FILING FEE TABLE S-1 Form Type OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in its Charter) Title of Each Class of Security Being Registered Fee Calculation or Carry Forward Rule Amount Being Registered (1) Proposed Maximum Offering Price Per Share (2) Proposed Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Common Stock, $0.001 per sha

March 28, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A (Amendment No. 1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the fiscal year ended March 31, 2021 ☐ 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: 000-2119

March 28, 2022 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment No. 2)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment No. 2) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended June 30, 2021 ☐ 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: 0

March 28, 2022 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment No. 1) (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended September 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission file numb

February 23, 2022 EX-10.1

Waiver Letter

Exhibit 10.1 Waiver Letter Dated February 17, 2022 but Effective as of November 22, 2021 Omnia Wellness Inc. 999 18th Street Suite 3000 Denver, Colorado 80202 Re: Waiver of Default Ladies and Gentlemen: Reference is made to that certain (a) Securities Purchase Agreement dated as of June 24, 2021 (the ?SPA?), by and between Omnia Wellness Inc., a Nevada corporation (?Omnia?), and Auctus Fund, LLC,

February 23, 2022 8-K

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): February 17, 2022 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File N

February 22, 2022 EX-10.1

Form of Convertible Promissory Note (Issued Between October 25, 2021 and October 29, 2021)

Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION, AND MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH, OR PURSUANT TO AN EXEMPTION FROM, THE REQUIREMENTS OF SUCH ACT OR SUCH LAWS. OMNIA WELLNESS INC. CONVERTIBLE PROMISSORY NOTE

February 22, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

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 December 31, 2021 ? 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: 333-211986 OMNIA

February 22, 2022 EX-10.2

Discounted Promissory Note dated January 11, 2022 with Formul8 Labs LLC

Exhibit 10.2 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION, AND MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH, OR PURSUANT TO AN EXEMPTION FROM, THE REQUIREMENTS OF SUCH ACT OR SUCH LAWS. OMNIA WELLNESS INC. DISCOUNTED PROMISSORY NOTE

February 15, 2022 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ?? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report

January 18, 2022 EX-99.1

Omnia Wellness Completes Pivotal Step to Enter European Athletic Market with the Swiss Gymnastics Federation (STV)

Exhibit 99.1 Omnia Wellness Completes Pivotal Step to Enter European Athletic Market with the Swiss Gymnastics Federation (STV) ? Expansion into Europe is a key to global growth and revenue diversification strategy ? Flagship Endo-Kinetic therapeutic tech to assist STV members to meet their high standards of performance by incorporating recovery, health, and wellness DENVER, Colorado - January 18,

January 18, 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): January 18, 2022 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File Nu

January 13, 2022 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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): January 11, 2022 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File Nu

December 10, 2021 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment No. 1) (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended June 30, 2021 ? 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: 0

December 3, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

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 September 30, 2021 ☐ 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: 333-211986 OMNIA

November 29, 2021 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, 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 17, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File N

November 15, 2021 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-Q 1 formnt10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form

October 29, 2021 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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): October 25, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File Nu

September 27, 2021 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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): September 21, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File

September 21, 2021 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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): September 15, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File

September 16, 2021 EX-99.1

Omnia Wellness Expands BodyStop® Recovery Zone Footprint in LA Fitness with Launch of Mission Viejo Location Second Location Houses One of the Largest LA Fitness Memberships Nationwide and Capitalizes on the Robust Demand for Wellness Treatments Omni

Exhibit 99.1 Omnia Wellness Expands BodyStop? Recovery Zone Footprint in LA Fitness with Launch of Mission Viejo Location Second Location Houses One of the Largest LA Fitness Memberships Nationwide and Capitalizes on the Robust Demand for Wellness Treatments Omnia Wellness Partners with LA Fitness to Unveil BodyStop? Recovery Zone in LA?s Mission Viejo Location DENVER, Colorado, September 16, 2021

September 16, 2021 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): September 16, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File

September 1, 2021 EX-10.1

Form of Convertible Promissory Note (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the SEC on September 1, 2021)

Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION, AND MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH, OR PURSUANT TO AN EXEMPTION FROM, THE REQUIREMENTS OF SUCH ACT OR SUCH LAWS. OMNIA WELLNESS INC. CONVERTIBLE PROMISSORY NOTE

September 1, 2021 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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): August 26, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File Num

August 23, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

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 June 30, 2021 ☐ 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: 000-19871 OMNIA WELLN

August 20, 2021 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, 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): February 11, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation)

August 20, 2021 EX-10.1

Note dated January 25, 2021 (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the SEC on August 20, 2021)

Exhibit 10.1

August 20, 2021 EX-10.1

Promissory Note dated February 11, 2021 (incorporated by reference to Exhibit 10.1 of Form 8-K filed with the SEC on August 20, 2021)

Exhibit 10-1

August 20, 2021 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, 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): January 25, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (

August 16, 2021 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: June 30, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ]

July 30, 2021 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 (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the fiscal year ended March 31, 2021 [ ] 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: 000-211986 OMNIA WELLNES

June 30, 2021 EX-10.2

Secured Promissory Note (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 30, 2021)

Exhibit 10.2 THIS INSTRUMENT CONTAINS AN AFFIDAVIT OF CONFESSION OF JUDGMENT PROVISION WHICH CONSTITUTES A WAIVER OF IMPORTANT RIGHTS BORROWER MAY HAVE AND ALLOWS THE HOLDER TO OBTAIN A JUDGMENT AGAINST BORROWER WITHOUT ANY FURTHER NOTICE. NEITHER THE ISSUANCE OR SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE

June 30, 2021 EX-10.4

Subsidiary Guarantee (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 30, 2021)

Exhibit 10.4 SUBSIDIARY GUARANTEE SUBSIDIARY GUARANTEE, dated as of June 24, 2021 (this ?Guarantee?), made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the ?Guarantors?), in favor of Auctus Fund, LLC, a Delaware limited liability company (together with their permitted assigns, the ?Purchasers?) to that certain Securities Purch

June 30, 2021 EX-4.1

First Common Stock Purchase Warrant (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 30, 2021)

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REG

June 30, 2021 EX-16.1

Letter from MaloneBailey LLP

Exhibit 16.1 June 29, 2021 U.S. Securities and Exchange Commission 450 Fifth Street N.W. Washington, DC 20549 RE: Omnia Wellness, Inc. File No.: 333-211986 We have read the statements under item 4.01 of the Form 8-K to be filed with the Securities and Exchange Commission. We agree with statements pertaining to us. MaloneBailey, LLP www.malonebailey.com Houston, Texas

June 30, 2021 EX-10.3

Security Agreement (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 30, 2021)

EX-10.3 6 ex10-3.htm Exhibit 10.3 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of June 24, 2021 (this “Agreement”), is among Omnia Wellness Inc., a Nevada corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”) and Auctus Fund, LLC, a Delaware limited liability company (collectively with its endo

June 30, 2021 EX-4.2

Second Common Stock Purchase Warrant (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 30, 2021)

Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REG

June 30, 2021 EX-10.1

Stock Purchase Agreement (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 30, 2021)

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of June 24, 2021, by and between OMNIA WELLNESS INC., a Nevada corporation, with headquarters located at 999 18th Street, Suite 3000, Denver, CO 80202 (the ?Company?), and AUCTUS FUND, LLC, a Delaware limited liability company, with its address at 545 Boylston Street, 2nd Floor, Boston, MA 021

June 30, 2021 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 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: March 31, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] T

June 30, 2021 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, Changes in Registrant's Certifying Accountant, 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 24, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

June 28, 2021 EX-10.1

Stock Purchase Agreement (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 28, 2021)

Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this ?Agreement?) is made as of the 22nd day of June 2021, by and between Omnia Wellness Inc., a Nevada corporation (the ?Company?), and DML 888 GmbH a German limited liability company (the ?Purchaser?). WHEREAS, the Purchaser wishes to make an investment in the Company pursuant to the terms and conditions set forth in this Agree

June 28, 2021 8-K

Entry into a Material Definitive Agreement, 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): June 22, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

June 24, 2021 EX-10.1

$50K Convertible Promissory Note (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 24, 2021)

Exhibit 10.1 NOTE NUMBER CN OMW 1046 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION, AND MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH, OR PURSUANT TO AN EXEMPTION FROM, THE REQUIREMENTS OF SUCH ACT OR SUCH LAWS. OMNIA WELLNESS INC. CON

June 24, 2021 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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): June 17, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

June 24, 2021 EX-10.2

$250K Optional Convertible Promissory Note (Incorporated by reference to the Company’s Current Report on Form 8-K filed on June 24, 2021)

Exhibit 10.2 NOTE NUMBER CN OMW 1045 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION, AND MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH, OR PURSUANT TO AN EXEMPTION FROM, THE REQUIREMENTS OF SUCH ACT OR SUCH LAWS. OMNIA WELLNESS INC. OPT

May 10, 2021 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

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): May 4, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commi

April 23, 2021 PART II AND III

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FORM 1-A TIER II OFFERING REGULATION A OFFERING CIRCULAR UNDER THE SECURITIES ACT OF 1933 PRELIMINARY OFFERING CIRCULAR DATED APRIL 23, 2021 SUBJECT TO COMPLETION An offering statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission.

April 23, 2021 EX1A-11 CONSENT

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Exhibit 11.2 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation in this Offering Statement on Form 1-A of our report dated July 14, 2020, relating to the financial statements of Omnia Wellness, Inc., as of March 31, 2020 and 2019 and to all references to our firm included in this Offering Statement. Certified Public Accountants Lakewood, CO April 22, 20

April 23, 2021 EX1A-11 CONSENT

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Exhibit 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the inclusion in this Registration Statement on Form 1-A of our report dated March 30, 2021, with respect to the audited consolidated financial statements of Omnia Wellness Corporation (formerly known as Bed Therapies, Inc.) for the years ended December 31, 2020 and 2019. Our report contains an explanatory paragrap

April 7, 2021 EX-10.1

Promissory Note (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 7, 2021)

Exhibit 10.1 THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), APPLICABLE STATE SECURITIES LAWS, OR APPLICABLE LAWS OF ANY FOREIGN JURISDICTION. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO DISTRIBUTION OR RESALE, AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABS

April 7, 2021 EX-3.1

Certificate of Change (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 7, 2021)

April 7, 2021 EX-10.2

10% Promissory Note (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 7, 2021)

Exhibit 10.2 NOTE NUMBER BT-N 1041 THIS PROMISSORY NOTE (THIS ?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), APPLICABLE STATE SECURITIES LAWS, OR APPLICABLE LAWS OF ANY FOREIGN JURISDICTION. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO DISTRIBUTION OR RESALE, AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE

April 7, 2021 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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): April 1, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

March 31, 2021 8-K/A

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K/A 1 form8-ka.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 30, 2021 (January 5, 2021) Omnia Wellness Inc. (Name of registrant in its charter) Nevada 333-211986 98-1291924 (State or jurisdiction o

March 31, 2021 EX-99.2

PRO FORMA COMBINED FINANCIAL STATEMENTS

Exhibit 99.2 PRO FORMA COMBINED FINANCIAL STATEMENTS On April 20, 2020, Omnia Wellness Inc. (formerly known as Glolex, Inc.; the ?Company? or ?we,? ?us? or ?our?), entered into a Share Exchange and Reorganization Agreement (the ?Exchange Agreement?) with Omnia Wellness Corporation (formerly known as Bed Therapies, Inc.) (?OWC?) and the beneficial stockholders of OWC to acquire 100% of the issued a

March 31, 2021 EX-99.1

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS OMNIA WELLNESS CORPORATION AND SUBSIDIARIES

Exhibit 99.1 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS OMNIA WELLNESS CORPORATION AND SUBSIDIARIES Page Report of Independent Registered Public Accounting Firm 2 Consolidated Balance Sheets as of December 31, 2020 and 2019 3 Consolidated Statements of Operations for the years ended December 31, 2020 and 2019 4 Consolidated Statements of Changes in Stockholders? Deficit for the years ended Decembe

March 15, 2021 EX-10.2

CFO Consulting Agreement (Incorporated by reference to the Company’s Current Report on Form 8-K filed on March 15, 2021)

Exhibit 10.2 CFO CONSUL TING AGREEMENT dated as of March 11, 2021 (this “Agreement “), between Omnia Wellness (the “Company”), and Dr. Andrew Trumbach ( the “Consultant” ) . WHEREAS, as the Board of Directors of the Company desires to engage Consultant to provide consulting services, upon the terms and subject to the conditions hereinafter set forth; and WHEREAS, the Consultant has agreed to provi

March 15, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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): March 9, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

March 15, 2021 EX-10.1

Convertible Promissory Note (Incorporated by reference to the Company’s Current Report on Form 8-K filed on March 15, 2021)

EX-10.1 2 ex10-1.htm Exhibit 10.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION, AND MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH, OR PURSUANT TO AN EXEMPTION FROM, THE REQUIREMENTS OF SUCH ACT OR SUCH LAWS. OMNIA WELLNESS INC. CONVER

February 16, 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 December 31, 2020 [ ] 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: 000-19871 OMN

February 9, 2021 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): February 3, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (

February 9, 2021 EX-10.1

Extension to Promissory Note (Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 9, 2021)

Exhibit 10.1 EXTENSION TO PROMISSORY NOTE This EXTENSION TO PROMISSORY NOTE (this “Amendment”) is made effective as of January 31, 2021 by Omnia Wellness Inc., a Nevada corporation (as successor to the obligations of Omnia Wellness Corporation, a Texas corporation (f/k/a Bed Therapies, Inc., as converted from Bed Therapies, LLC, the “Company”), and Barry Pressman, who is the holder of the Promisso

February 9, 2021 EX-10.2

Convertible Promissory Note (Incorporated by reference to the Company’s Current Report on Form 8-K filed on February 9, 2021)

EX-10.2 3 ex10-2.htm Exhibit 10.2 NOTE NUMBER THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), APPLICABLE STATE SECURITIES LAWS, OR APPLICABLE LAWS OF ANY FOREIGN JURISDICTION. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO DISTRIBUTION OR RESALE, AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR

February 1, 2021 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, 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): January 26, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (

February 1, 2021 EX-99.1

OMNIA WELLNESS, INC. DISCOUNTED OPTIONAL CONVERTIBLE PROMISSORY NOTE

Exhibit 99.1 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION, AND MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH, OR PURSUANT TO AN EXEMPTION FROM, THE REQUIREMENTS OF SUCH ACT OR SUCH LAWS. OMNIA WELLNESS, INC. DISCOUNTED OPTIONAL CONVER

January 13, 2021 EX-99.1

OMNIA WELLNESS INC. CONSUMMATES ITS BUSINESS COMBINATION WITH OMNIA WELLNESS CORPORATION

EX-99.1 2 ex99-1.htm Exhibit 99.1 OMNIA WELLNESS INC. CONSUMMATES ITS BUSINESS COMBINATION WITH OMNIA WELLNESS CORPORATION DENVER, COLORADO January 13, 2021 - Omnia Wellness Inc. (OTC: OMWS) announced today the closing of its planned and previously announced business combination with Omnia Wellness Corporation, a privately-held Texas corporation (“Omnia Corp.”), pursuant to a Share Exchange and Re

January 13, 2021 8-K

Other Events, 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 13, 2021 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File Nu

January 11, 2021 EX-4.1

Form of Common Stock Certificate (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-4.1 3 ex4-1.htm Exhibit 4.1

January 11, 2021 EX-10.4

Contract Services Agreement, effective as of January 1, 2020, by and between Solajet Financing Company LLC and DryRx, LLC (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-10.4 7 ex10-4.htm Exhibit 10. 4 Execution Copy CONTRACT SERVICES AGREEMENT THIS CONTRACT SERVICES AGREEMENT (this “Agreement”), effective as of January 1, 2020 (the “Effective Date”), is by and between Solajet Financing Company, Colorado Limited Liability Company, a wholly owned subsidiary of Bed Therapies, Inc., Texas corporation, with offices located at 999 18th St., Suite 3000, Denver, CO 80

January 11, 2021 EX-14.1

Code of Business Conduct and Ethics (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

Exhibit 14.1 OMNIA WELLNESS INC. Corporate Code of Ethics and Conduct 1. General Policy It is the policy of Omnia Wellness Inc. and its subsidiaries (collectively, “OMWS” or the “Company”) to conduct business in compliance with all applicable laws, rules and regulations and with integrity. Each OMWS employee, officer and director must comply with the policies set forth in this Code of Ethics and C

January 11, 2021 EX-10.3

Worldwide Exclusive License Agreement, dated April 30, 2019, between the Company and Drywave Technologies, Inc. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-10.3 6 ex10-3.htm Exhibit 10.3 WORLDWIDE EXCLUSIVE LICENSE AGREEMENT THIS LICENSE AGREEMENT (hereinafter “Agreement”), effective as of April 30, 2019 (the “Effective Date”), is entered into between Drywave Technologies USA, Inc., a Delaware corporation (“DWTI”), having a place of business in Denver, Colorado, and Bed Therapies, LLC a Texas Limited Liability Company (“BT”), having a place of bus

January 11, 2021 EX-16.1

Letter from BF Borgers CPA PC, dated January 11, 2021

EX-16.1 22 ex16-1.htm Exhibit 16.1 January 11, 2021 United States Securities and Exchange Commission Office of the Chief Accountant 100 F Street, N.E. Washington, D.C. 20549 Re: Omnia Wellness, Inc. Ladies and Gentleman: We have read the statements under item 4.01 in the Form 8-K dated January 11, 2021, of Omnia Wellness, Inc. (the “Company”) to be filed with the Securities and Exchange Commission

January 11, 2021 EX-10.8

Form of Promissory Note (10%/14%/20%) (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-10.8 11 ex10-8.htm Exhibit 10.8 THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), APPLICABLE STATE SECURITIES LAWS, OR APPLICABLE LAWS OF ANY FOREIGN JURISDICTION. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO DISTRIBUTION OR RESALE, AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE

January 11, 2021 EX-10.14

Secured Loan and Revenue Participation Agreement, dated as of October 9, 2019, by and between Chartwell Capital US LP and Solajet Financing Company LLC (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-10.14 17 ex10-14.htm Exhibit 10.14 SECURED LOAN AND REVENUE PARTICIPATION AGREEMENT This Secured Loan and Revenue Participation Agreement (inclusive of all addendums and exhibits, the “Agreement”) is made as of the 9th day of October, 2019 by and between Chartwell Capital US LP, a Delaware limited partnership with its principal place of business located at 205 West 57th Street, Suite 4AA, New Y

January 11, 2021 EX-10.15

Secured Loan and Revenue Participation Agreement, dated as of March 10, 2020, by and between Chartwell Capital US LP and Solajet Financing Company LLC (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-10.15 18 ex10-15.htm Exhibit 10.15 SECURED LOAN AND REVENUE PARTICIPATION AGREEMENT This Secured Loan and Revenue Participation Agreement (inclusive of all addendums and exhibits, the “Agreement”) is made as of the 10th day of March, 2020 by and between Chartwell Capital US LP, a Delaware limited partnership with its principal place of business located at 205 West 57th Street, Suite 4AA, New Yo

January 11, 2021 EX-3.3

Amended and Restated By-Laws of Omnia Wellness Inc. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-3.3 2 ex3-3.htm Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF OMNIA WELLNESS INC. (a Nevada corporation) Amended and restated as of January 5, 2021 ARTICLE I Meetings of Stockholders and Other Stockholder Matters SECTION 1. Annual Meeting. An annual meeting of the stockholders of Omnia Wellness Inc., a Nevada corporation (hereinafter, the “Corporation”) shall be held for the election of directors

January 11, 2021 EX-10.13

Amendment to Secured Loan and Revenue Participation Agreement, dated as of February 24, 2020, by and between LG 2017 Holdings LLC and Solajet Financing Company LLC (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-10.13 16 ex10-13.htm Exhibit 10.13 AMENDMENT TO THE SECURED LOAN AND REVENUE PARTICIPATION AGREEMENT This Amendment (the “Amendment”) to the September 18, 2019 Secured Loan and Revenue Participation Agreement (the “Agreement”) entered into by and between LG 2017 Holdings LLC (“LG”) and Solajet Financing Company LLC (“Solajet”) is now being amended pursuant to Section 8.7 of the Agreement (each,

January 11, 2021 EX-10.17

Extension to Promissory Note, dated as of February 1, 2020, by and between Bed Therapies, Inc. and Barry Pressman (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

Exhibit 10.17 EXTENSION TO PROMISSORY NOTE This EXTENSION TO PROMISSORY NOTE (this “Amendment”) is made effective as of February 1, 2020, by Bed Therapies, Inc., a Texas corporation, as converted from Bed Therapies, LLC and merged into Omnia Wellness, Inc. (the “Company”), and Barry Pressman, who is holder of the Company’s Promissory Note (the “Holder”). RECITALS The Company and Holder entered int

January 11, 2021 EX-10.6

Master Facility License Agreement Assignment, dated as of September 30, 2018, by and between Bed Therapies, LLC, Fitness International, LLC, both on its own and on behalf of its wholly owned subsidiary, Fitness & Sports Clubs, LLC, and Drywave Technologies, USA, Inc., both on its own and on behalf of its wholly owned subsidiary, Massagewave, Inc. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

Exhibit 10.6 MASTER FACILITY LICENSE AGREEMENT ASSIGNMENT A certain Master Facility License Agreement (the “Agreement”) was made and entered into as of the 9th day of August, 2018, between Fitness International, LLC, a California limited liability company, on its own behalf and on behalf of its wholly-owned affiliate, Fitness & Sports Clubs, LLC, a Delaware limited liability company (together, “LI

January 11, 2021 EX-10.12

Secured Loan and Revenue Participation Agreement, dated as of September 18, 2019, by and between LG 2017 Holdings LLC and Solajet Financing Company LLC (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

Exhibit 10.12 SECURED LOAN AND REVENUE PARTICIPATION AGREEMENT This Secured Loan and Revenue Participation Agreement (inclusive of all addendums and exhibits, the “Agreement”) is made as of the 18th day of September, 2019 by and between LG 2017 Holdings LLC, an Nevada limited liability company with registered address in the State of Nevada located at 701 South Carson Street, Suite 200, Carson City

January 11, 2021 EX-10.11

Form of 12% Convertible Promissory Note (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-10.11 14 ex10-11.htm Exhibit 10.11 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION, AND MAY NOT BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT IN COMPLIANCE WITH, OR PURSUANT TO AN EXEMPTION FROM, THE REQUIREMENTS OF SUCH ACT OR SUCH LAWS. OMNIA WELLNESS, INC. C

January 11, 2021 EX-10.1

2020 Equity Incentive Plan (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-10.1 4 ex10-1.htm Exhibit 10.1 GLOLEX INC. 2020 EQUITY INCENTIVE PLAN This 2020 Equity Incentive Plan (the “Plan”) of Glolex Inc., a corporation formed under the laws of the State of Nevada (the “Corporation”), provides for the grant of restricted stock, restricted stock units and options to acquire shares of Common Stock of the Corporation. Awards granted under this Plan will include: (a) stoc

January 11, 2021 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Change in Shell Company Status, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Completion of Acquisition or Disposition of Assets -

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 5, 2021 Omnia Wellness Inc. (Name of registrant in its charter) Nevada 333-211986 98-1291924 (State or jurisdiction of (Commission (IRS Employer incorporation or organization)

January 11, 2021 EX-99.2

UNAUDITED PROFORMA COMBINED CONSOLIDATED FINANCIAL STATEMENTS

EX-99.2 25 ex99-2.htm Exhibit 99.2 UNAUDITED PROFORMA COMBINED CONSOLIDATED FINANCIAL STATEMENTS On April 20, 2020, Omnia Wellness Inc. (formerly known as Glolex Inc.), entered into a Share Exchange and Reorganization Agreement (the “Exchange Agreement”) with Omnia Wellness Corporation (formerly known as Bed Therapies, Inc.) (“OWC”) and the beneficial stockholders of OWC to acquire 100% of the iss

January 11, 2021 EX-10.5

Master Facility License Agreement, dated as of August 9, 2018, by and between Fitness International, LLC, both on its own and on behalf of its wholly owned subsidiary, Fitness & Sports Clubs, LLC, and Drywave Technologies, USA, Inc., both on its own and on behalf of its wholly owned subsidiary, Massagewave, Inc. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-10.5 8 ex10-5.htm Exhibit 10.5 MASTER FACILITY LICENSE AGREEMENT This Master Facility License Agreement (this “Agreement”) is made and entered into as of this 9th day of August, 2018 (the “Effective Date”) between Fitness International, LLC, a California limited liability company, on its own behalf and on behalf of its wholly-owned affiliate, Fitness & Sports Clubs, LLC, a Delaware limited liab

January 11, 2021 EX-21.1

Subsidiaries of Registrant (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-21.1 23 ex21-1.htm EXHIBIT 21.1 OMNIA WELLNESS INC. SUBSIDIARIES OF REGISTRANT SUBSIDIARY NAME STATE OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION Omnia Wellness Corporation Texas Solajet Financing Company LLC Colorado Omnia Wellness Inc. Colorado

January 11, 2021 EX-99.1

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS OMNIA WELLNESS CORPORATION AND SUBSIDIARIES

EX-99.1 24 ex99-1.htm Exhibit 99.1 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS OMNIA WELLNESS CORPORATION AND SUBSIDIARIES Page Report of Independent Registered Public Accounting Firm 2 Consolidated Balance Sheets as of December 31, 2019 and 2018 3 Consolidated Statements of Operations for the year ended December 31, 2019 and the period from April 30, 2018 (Inception) to December 31, 2018 4 Consoli

January 11, 2021 EX-10.7

Form of 4% Promissory Note (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-10.7 10 ex10-7.htm Exhibit 10.7 THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), APPLICABLE STATE SECURITIES LAWS, OR APPLICABLE LAWS OF ANY FOREIGN JURISDICTION. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO DISTRIBUTION OR RESALE, AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE

January 11, 2021 EX-10.2

Form of Stock Option Award Agreement pursuant to 2020 Equity Incentive Plan (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-10.2 5 ex10-2.htm Exhibit 10.2 OMNIA WELLNESS INC. 2020 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT STOCK OPTION AGREEMENT, dated as of [], between Omnia Wellness Inc., a Nevada corporation (the “Company”), and [] (the “Grantee”). W I T N E S S E T H: WHEREAS, as of March 5, 2020, the Company adopted the 2020 Equity Incentive Plan (the “Plan”), which Plan authorizes, among other things, the gr

January 11, 2021 EX-10.16

Amendment to Secured Loan and Revenue Participation Agreement, dated as of February 24, 2020, by and between Chartwell Capital US LP and Solajet Financing Company LLC (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

Exhibit 10.16 AMENDMENT TO THE SECURED LOAN AND REVENUE PARTICIPATION AGREEMENT This Amendment (the “Amendment”) to the October 9, 2019 Secured Loan and Revenue Participation Agreement (the “Agreement”) entered into by and between Chartwell Capital US LP (“Chartwell”) and Solajet Financing Company LLC (“Solajet”) is now being amended pursuant to Section 8.7 of the Agreement (each, Chartwell and So

January 11, 2021 EX-10.10

Assignment and Assumption Agreement (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-10.10 13 ex10-10.htm Exhibit 10.10 ASSIGNMENT AND ASSUMPTION AGREEMENT ASSIGNMENT AND ASSUMPTION AGREEMENT, dated as of January 5, 2021, by and between Omnia Wellness Inc., a Nevada corporation (“Assignor”), and RZI Consulting LLC, a Texas limited liability company (“Assignee”). INTRODUCTION WHEREAS, the Assignor contemplates entering into a business combination on the date hereof, pursuant to

January 11, 2021 EX-10.9

Form of Convertible Promissory Note (1%/4%/12%) (Incorporated by reference to the Company’s Current Report on Form 8-K filed on January 11, 2021)

EX-10.9 12 ex10-9.htm Exhibit 10.9 THIS CONVERTIBLE PROMISSORY NOTE (THIS “NOTE”) AND THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), APPLICABLE STATE SECURITIES LAWS, OR APPLICABLE LAWS OF ANY FOREIGN JURISDICTION. THIS NOTE AND SUCH SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO DIST

November 16, 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 September 30, 2020 [ ] 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: 333-211986 O

August 19, 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 June 30, 2020 [ ] 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: 000-19871 OMNIA W

August 17, 2020 NT 10-Q

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: June 30, 2020 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ]

July 14, 2020 10-K

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the fiscal year ended March 31, 2020 [ ] 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: 000-19871 OMNIA WELLNESS

June 29, 2020 NT 10-K

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 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: March 31, 2020 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [

April 22, 2020 EX-99.1

OMNIA WELLNESS INC. ENTERS INTO EXCHANGE AGREEMENT WITH SHAREHOLDERS OF BED THERAPIES, INC.

EX-99.1 3 ex99-1.htm Exhibit 99.1 OMNIA WELLNESS INC. ENTERS INTO EXCHANGE AGREEMENT WITH SHAREHOLDERS OF BED THERAPIES, INC. BUFFALO, NEW YORK - April 21, 2020 - Omnia Wellness, Inc. (OTC:OMWS) announced today that it has entered into a Share Exchange and Reorganization Agreement with Bed Therapies, Inc., a Denver-based private company specializing in innovative massage technology, and the shareh

April 22, 2020 8-K

Other Events, Entry into a Material Definitive Agreement, 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 20, 2020 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Co

April 22, 2020 EX-2.1

Share Exchange And Reorganization Agreement by and among Glolex Inc., Bed Therapies Inc. and the beneficial stockholders of Bed Therapies Inc., dated as of April 17, 2020 (Incorporated by reference to the Company’s Current Report on Form 8-K filed on April 22, 2020)

Exhibit 2.1 SHARE EXCHANGE AND REORGANIZATION AGREEMENT, dated as of April 17, 2020 (the “Agreement”), among Bed Therapies Inc., a Texas corporation with offices located at 4524 Westway Ave., Dallas, TX 75205 (“BTI”); Omnia Wellness Inc., a Nevada corporation with offices located at 1306 Hertel Avenue, Suite 3, Buffalo, NY 14216 (“PublicCo”); and the beneficial stockholders of BTI signatory hereto

March 18, 2020 EX-3.1

Certificate of Amendment to Amended and Restated Articles of Incorporation of Omnia Wellness Inc. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on March 18, 2020)

Exhibit 3.1

March 18, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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 16, 2020 OMNIA WELLNESS INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File Numb

March 11, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, 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): March 5, 2020 GLOLEX INC. (Exact Name of Registrant as Specified in Charter) Nevada 333-211986 98-1291924 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.

March 11, 2020 EX-3.1

Amended and Restated Articles of Incorporation of Omnia Wellness Inc. (Incorporated by reference to the Company’s Current Report on Form 8-K filed on March 11, 2020)

Exhibit 3.1

February 19, 2020 10-Q

GLLX / Glolex 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 December 31, 2019 [ ] 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: 000-19871 GLO

February 14, 2020 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-Q 1 formnt10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: December 31, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Trans

November 19, 2019 10-Q

GLLX / Glolex 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 September 30, 2019 [ ] 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: 000-19871 GL

November 15, 2019 NT 10-Q

GLLX / Glolex Inc NT 10-Q - -

NT 10-Q 1 formnt10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: September 30, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Tran

August 19, 2019 10-Q

GLLX / Glolex Inc 10-Q - 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 June 30, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission file numbe

August 15, 2019 NT 10-Q

GLLX / Glolex Inc NT 10-Q - -

NT 10-Q 1 formnt10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: June 30, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transitio

July 1, 2019 8-K

Changes in Control of Registrant, 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 25, 2019 GLOLEX, INC. (Name of registrant in its charter) Nevada 333-211986 98-1291924 (State or jurisdiction (Commission (IRS Employer of incorporation File Number) Identificati

May 14, 2019 10-K

GLLX / Glolex Inc 10-K Annual Report

10-K 1 glolex10k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2019 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ ] to [ ] Commission file number 3

March 14, 2019 10-Q/A

GLLX / Glolex Inc (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 December 31, 2018 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ ] to [ ] Commission file number 333-21198

March 11, 2019 10-Q

GLLX / Glolex Inc (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 December 31, 2018 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ ] to [ ] Commission file number 333-211986

November 29, 2018 10-Q

GLLX / Glolex Inc 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2018 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ ] to [ ] Commission file number 333-211986 GLOLEX INC.

July 17, 2018 10-Q

GLLX / Glolex Inc 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2018 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ ] to [ ] Commission file number 333-211986 GLOLEX INC.

June 25, 2018 10-K

GLLX / Glolex Inc 10K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2018 or [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from [ ] to [ ] Commission file number 333-211986 GLOLEX INC.

March 15, 2018 10-Q

GLLX / Glolex Inc 10-Q (Quarterly Report)

10-Q 1 glolex10q.htm 10-Q As filed with the Securities and Exchange Commission on February 7,2017 Registration No. 333-211986 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GLOLEX INC. (Exact name of registrant as specified in its charter) Nevada 7372 98-1291924 (State or Other Jurisdiction of Incorporation

December 13, 2017 10-Q

GLLX / Glolex Inc 10-Q (Quarterly Report)

As filed with the Securities and Exchange Commission on February 72017 Registration No.

August 3, 2017 10-Q

GLLX / Glolex Inc 10-Q (Quarterly Report)

As filed with the Securities and Exchange Commission on February 7 2017 Registration No.

July 6, 2017 10-K

GLLX / Glolex Inc 10K_GLOLEX (Annual Report)

10-K 1 glolex10k.htm 10KGLOLEX As filed with the Securities and Exchange Commission on February 7 2017 Registration No. 333-211986 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GLOLEX INC. (Exact name of registrant as specified in its charter) Nevada 7372 98-1291924 (State or Other Jurisdiction of Incorpora

April 27, 2017 CORRESP

GLOLEX, INC. Unit 9647 13 Freeland Park Wareham Road Poole BH16 6F United Kingdom Tel: +44 7904600014 Email: [email protected]

GLOLEX, INC. Unit 9647 13 Freeland Park Wareham Road Poole BH16 6F United Kingdom Tel: +44 7904600014 Email: [email protected] April 27, 2017 BY EDGAR Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549-7010 Re: Glolex, Inc. File Number 333-211986 Gentlemen: In accordance with Rule 461 promulgated under the Securities Act of 1933, as amended

April 26, 2017 CORRESP

Glolex, Inc.

Converted by EDGARwiz April 13, 2017 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

April 26, 2017 S-1/A

As filed with the Securities and Exchange Commission on April 25, 2017

As filed with the Securities and Exchange Commission on April 25, 2017 Registration No.

April 13, 2017 S-1/A

As filed with the Securities and Exchange Commission on April 10 2017

As filed with the Securities and Exchange Commission on April 10 2017 Registration No.

April 13, 2017 CORRESP

Glolex, Inc.

April 10, 2017 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

February 7, 2017 S-1/A

As filed with the Securities and Exchange Commission on February 7 , 2017

As filed with the Securities and Exchange Commission on February 7 , 2017 Registration No.

February 7, 2017 CORRESP

2

February 7, 2017 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

January 12, 2017 CORRESP

2

January 12, 2017 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

January 12, 2017 S-1/A

As filed with the Securities and Exchange Commission on January 12, 2017

As filed with the Securities and Exchange Commission on January 12, 2017 Registration No.

January 12, 2017 EX-10.4

Marketing Consulting and Independent Contract Agreement

Exhibit 10.4 Marketing Consulting and Independent Contract Agreement AGREEMENT (this ?Agreement?), made us of this 5 day of January of 2017 by and between GLOLEX INC. Unit 9647, 13 Freeland Park Wareham Road, Poole BH16 6F, United Kingdom and OOO HAMURABI of Karla Marksa St. 6, Unit 48, Minsk 223022, Republic of Belarus. WHEREAS, subject to the terms and conditions set forth in this Agreement, the

December 16, 2016 CORRESP

2

December 16, 2016 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

December 16, 2016 EX-99.1

Glolex, Inc. INVESTMENT CONFIRMATION

Exhibit 99.1 To: GLOLEX, INC. Unit 9647 13 Freeland Park Wareham Road Poole BH16 6F, U.K. Glolex, Inc. INVESTMENT CONFIRMATION The undersigned, intending to be legally bound, hereby irrevocably subscribes for and agrees to purchase shares of the common stock of Glolex, Inc., a Nevada corporation (the "Company"), for a purchase price of $, or $0.02 per share. Simultaneous with the execution and del

December 16, 2016 EX-10.3

EMPLOYMENT CONTRACT THIS EMPLOYMENT CONTRACT dated this 14th day of August, 2016

Exhibit 10.3 EMPLOYMENT CONTRACT THIS EMPLOYMENT CONTRACT dated this 14th day of August, 2016 BETWEEN: Glolex, Inc. of 13 Freeland Park, Wareham Rd., Poole BH16 6F, U.K. ( the “Employer” ) OF THE FIRST PART AND Maksim Charniak of Unit 11, Savanoriu pr. 68 Vilnius LT03148, Lithuania ( the “Employee” ) OF THE SECOND PART BACKGROUND: A. The Employer is of the opinion that the Employee has the necessa

December 16, 2016 S-1/A

As filed with the Securities and Exchange Commission on December 16 , 2016

As filed with the Securities and Exchange Commission on December 16 , 2016 Registration No.

August 31, 2016 CORRESP

2

August 31, 2016 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

August 31, 2016 S-1/A

As filed with the Securities and Exchange Commission on August 31 , 2016

As filed with the Securities and Exchange Commission on August 31 , 2016 Registration No.

June 13, 2016 S-1

As filed with the Securities and Exchange Commission on June 13, 2016

As filed with the Securities and Exchange Commission on June 13, 2016 Registration No.

June 13, 2016 EX-10.1

2

Exhibit 10.1 SOFTWARE DEVELOPMENT AGREEMENT (ASSIGMENT) Glolex, Inc. you ("Client") is hiring UAB Almax Group ("Technician") to build a website and do software development work. The following sets forth the agreement between these two parties and binds them both. SCOPE OF WORK Technician will do the following for Client (the "Scope of Work"): Technician may decline, or charge additionally for, wor

June 13, 2016 EX-10.2

CONSULTING AGREEMENT

Exhibit 10.2 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (the "Agreement") dated this 26th day of March, 2016 BETWEEN GLOLEX, Inc. of Unit 9647 13 Freeland Park Wareham Road Poole BH16 6F United Kingdom (the "Customer") - AND - Shakeela Ayub of Flat 5, 10 East Parade, Harrogate HG1 5QA, England (the "Consultant"). BACKGROUND: A. The Customer is of the opinion that the Consultant has the necessa

June 13, 2016 EX-3.2

BYLAWS OF GLOLEX, INC. (a Nevada corporation) ARTICLE I Meetings of Stockholders and Other Stockholder Matters

EX-3.2 3 ex3-2.htm Exhibit 3.2 BYLAWS OF GLOLEX, INC. (a Nevada corporation) ARTICLE I Meetings of Stockholders and Other Stockholder Matters SECTION 1. Annual Meeting. An annual meeting of the stockholders of Glolex, Inc., a Nevada corporation (hereinafter, the “Corporation”) shall be held for the election of directors and for the transaction of such other proper business at such time, date and p

June 13, 2016 EX-3.1

EX-3.1

Exhibit 3.1

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