Item 3.02Unregistered Sales of Equity Securities.

On May 23, 2022, Rasna Therapeutics, Inc. (the "Company") issued 3,437,708 shares of the Company's common stock to a consultant, issuable in lieu of fees upon the conversion of certain convertible notes. The issuance of the above securities were exempt from the registration requirements of the Securities Act in reliance on the exemptions afforded by Section 4(a)(2) of the Securities Act of 1933, as amended.





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