Item 1.01 Entry into a Material Definitive Agreement.

From December 27, 2021 to December 31, 2021, Bespoke Extracts, Inc. (the "Company") entered into and closed securities purchase agreements with investors pursuant to which the Company issued and sold to the investors an aggregate of 50,000,000 shares of common stock, and warrants to purchase an aggregate of 12,500,000 shares of common stock, for an aggregate purchase price of $250,000. The warrants have a term of one year and an exercise price of $0.05.

In connection with the foregoing, the Company relied upon the exemption from registration provided by Section 4(a)(2) under the Securities Act of 1933, as amended, and/or Regulation D thereunder, for transactions not involving a public offering.

The foregoing descriptions of the purchase agreement and warrants are qualified by reference to the full text of such documents, which are filed as exhibits to this report.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits



Exhibit No.   Exhibit
10.1            Form of Purchase Agreement
10.2            Form of Warrant
104           Cover Page Interactive Data File (embedded within the Inline XBRL document)




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