Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities and Exchange Act of 1934

Date of Report (Date of earliest event reported): August 1, 2023

Commission File Number 000-18730

DARKPULSE, INC.

(Exact name of small business issuer as specified in its charter)

Delaware

87-0472109

(State or other jurisdiction

of incorporation or organization)

(I.R.S. Employer

Identification No.)

815 Walker Street, Suite 1155, Houston, TX 77002

(Address of principal executive offices)

800-436-1436

(Issuer’s telephone number)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Not applicable.

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01

Regulation FD Disclosure.

On August 1, 2023, DarkPulse, Inc., a Delaware corporation (the “Company”), issued a press release announcing that its joint-venture company, Neural Logistics, is seeking Humanitarian Use Device designation from the FDA for its prosthesis, which is designed to restore speech to cognitively intact individuals suffering from movement-impairing conditions such as ALS, locked-in syndrome, and others. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The furnishing of the press release is not an admission as to the materiality of any information therein. The information contained in the press release is summary information that is intended to be considered in the context of more complete information included in the Company’s filings with the U.S. Securities and Exchange Commission (the “SEC”) and other public announcements that the Company has made and may make from time to time by press release or otherwise. The Company undertakes no duty or obligation to update or revise the information contained in this report, although it may do so from time to time as its management believes is appropriate. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosures.

The information in this Item 7.01 of this Current Report on Form 8-K and the press release shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 7.01 and in the press release shall not be incorporated by reference into any filing with the SEC made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press release dated August 1, 2023
104	Cover Page Interactive Data File (formatted in Inline XBRL)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	DarkPulse, Inc.

Date: August 1, 2023	By:	/s/ Dennis O’Leary
		Dennis O’Leary, Chief Executive Officer

Exhibit 99.1

DarkPulse, Inc. JV Company, Neural Logistics, Seeks FDA Designation For ALS Patients

Brain Technology Designed to Enable Speech from Thought Seeks FDA Designation for ALS Patients

HOUSTON, Texas, August 1, 2023, DarkPulse, Inc. (OTC: DPLS) (“DarkPulse”, “DPLS", or "the Company") today announced its joint-venture company, Neural Logistics, is seeking Humanitarian Use Device designation from the FDA for its prosthesis, which is designed to restore speech to cognitively intact individuals suffering from movement-impairing conditions such as ALS, locked-in syndrome, and others. At this time, the FDA designation sought is specifically intended for the treatment of ALS patients in the United States. Neural Logistics is preparing to implant locked-in people in the near future.

Neural Logistics’ device, which uses the Neuronexus Neurotrophic Electrode (NXNE), is the culmination of decades of ground-breaking research and development, consists of two parts: the first is the electrode itself – implanted into the speech motor cortex region of the brain – which measures and transmits ongoing neural activity, and the second is the algorithms, which are built to decode neural activity into speech.

Recent results from brain recordings in rats using these novel electrodes indicate that machine learning algorithms built by a technology partner based in Los Angeles, California, successfully decoded two different brain signal firing patterns with above 95% accuracy, with consistency over time. This same approach will be the basis for distinguishing multiple words and phrases when decoding real-time brain signals from locked-in people, enabling speech from thought. These results are key to a successful speech prosthesis for movement-impaired individuals.

“I am excited by the prospect of offering immense quality-of-life improvements for ALS and locked-in patients who are currently unable to communicate, despite being cognitively intact. Requesting Humanitarian Use Device designation from FDA is a key milestone towards that goal,” said Dr. Phil Kennedy, MD, PhD co-CEO with co-CEO Dennis O’Leary of Neural Logistics LLC.

The NXNE electrode is of paramount importance for long term speech and other prosthetic devices. While implants used by Neuralink, Braingate and others typically start with high-quality signals which degrade over the course of months and years due to the body’s immune response that results in scarring, this electrode’s unique approach means that neurons grow into the implant. The result is a viable, long-term signal. Indeed, the electrode has been used successfully for 13 years in a locked-in man until his death, with no signal deterioration nor histological evidence of scarring.

About Neural Logistics LLC.

Neural Logistics is a joint-venture company between DarkPulse, Inc. and Neural Signals Inc.

About Neural Signals Inc.

Neural Signals Inc. is a C-corporation based and incorporated in the State of Georgia in 1989. It was primarily a research company that has transitioned into providing a speech prosthetic for those who are locked-in, that is paralyzed and mute, but alert and intelligent. It has been funded by the Small Business Innovative Research program of the National Institutes of Health. It has received over $4 million in funding to date in collaboration with other scientists listed under the “Partners” tab on its website. Now, most importantly, it is working in collaboration with Dark Pulse, Inc. (a public company) as a joint venture called Neural Logistics LLC.

The Neurotrophic Electrode is the essential technology on which the whole effort is based. It was first developed at the Georgia Institute of Technology, Atlanta, Georgia, and implanted in rats in 1986. Dr. Roy A. E. Bakay was instrumental in performing monkey implants of the electrode at Yerkes Primate Center, Emory University, Atlanta Georgia from 1989 to 1992. Following those successful studies, the first human implant was performed in 1996 with FDA permission at Emory University. Six human subjects have been implanted to date, the last (PK) being in 2014. The first four were aimed at providing communication to a computer in order to produce synthesized speech slowly spelled out letter by letter. Subject 5 was implanted with the aim of providing near-conversational speech of several short but useful words and phrases. Details of this successful implant are in the publications in the Research section of the web site: www.neuralsignals.comhtt . Subject 6 is Dr. Kennedy whose data showed that silent speech can be detect just as easily as audible speech. See the Research tab for publications on his and other’s results.

About DarkPulse, Inc.

DarkPulse, Inc. uses advanced laser-based monitoring systems to provide rapid and accurate monitoring of temperatures, strains, and stresses. The Company’s technology excels when applied to live, dynamic critical infrastructure and structural monitoring, including pipeline monitoring, perimeter and structural surveillance, aircraft structural components and mining safety. The Company's fiber-based monitoring systems can assist markets that are not currently served, and its unique technology covers extended areas and any event that is translated into the detection of a change in strain or temperature. In addition to the Company’s ongoing efforts with respect to the marketing and sales of its technology products and services to its customers, the Company also continues to explore potential strategic alliances through joint venture and licensing opportunities to further expand its global market position. For more information, visit www.DarkPulse.com

Safe Harbor Statement

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be covered by the "safe harbor" created by those sections. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as "believe," "expect," "may," "should," "could," "seek," "intend," "plan," "goal," "estimate," "anticipate" or other comparable terms. All statements other than statements of historical facts included in this news release regarding our strategies, prospects, financial condition, operations, costs, plans, and objectives are forward-looking statements. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations, and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: our ability to successfully market our products and services; the acceptance of our products and services by customers; our continued ability to pay operating costs and ability to meet demand for our products and services; the amount and nature of competition from other security and telecom products and services; the effects of changes in the cybersecurity and telecom markets; our ability to successfully develop new products and services; our success establishing and maintaining collaborative, strategic alliance agreements, licensing and supplier arrangements; our ability to comply with applicable regulations; and the other risks and uncertainties described in our prior filings with the Securities and Exchange Commission. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether because of new information, future developments or otherwise.

Cover	Aug. 01, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 01, 2023
Entity File Number	000-18730
Entity Registrant Name	DARKPULSE, INC.
Entity Central Index Key	0000866439
Entity Tax Identification Number	87-0472109
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	815 Walker Street, Suite 1155,
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77002
City Area Code	800
Local Phone Number	436-1436
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false