VMNT / Vemanti Group, Inc. - SEC-arkivering, Årsberetning, Fuldmagtserklæring

OMB APPROVAL

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0167 Expires: August 31, 2027 Estimated average burden hours per response 1.50 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 26, 2024 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 000-56266 46-5317552 (State or other jurisdiction of incorporation) (Commission Fil

AMENDMENT #3 TO THE SENIOR PROMISSORY NOTE ISSUED ON MAY 9, 2023

EXHIBIT 10.25 AMENDMENT #3 TO THE SENIOR PROMISSORY NOTE ISSUED ON MAY 9, 2023 THIS AMENDMENT #3 to the Note (as defined below) (the “Amendment”) is entered into as of December 26, 2024 (the “Effective Date”), by and between Vemanti Group, Inc., a Nevada corporation (the “Company”), and FirstFire Global Opportunities Fund, LLC, a Delaware limited liability company (the “Holder”) (collectively the

MUTUAL RESCISSION AGREEMENT AND RELEASE

EXHIBIT 1 MUTUAL RESCISSION AGREEMENT AND RELEASE THIS MUTUAL RESCISSION AGREEMENT AND RELEASE (this “Rescission Agreement”), dated as of December 17, 2024, by and among Vemanti Group, Inc.

VoiceStep Telecom, LLC

EXHIBIT 10.23 December 17, 2024 VoiceStep Telecom, LLC 7545 Irvine Center Dr., Ste 200, Irvine, CA 92618 Attn: Tan Tran E-mail: [email protected] Dear Mr. Tran: Reference is made to the LLC Membership Interest Transfer Agreement, dated as of April 1, 2024 (the “LLC Transfer Agreement”), by and between Vemanti Group, Inc., a Nevada corporation (the “Company”) and Mr. Tan Tran, a resident of Ca

Vemanti Group Inc. and VoiceStep LLC. Unaudited Pro Forma Condensed Combined Balance Sheet at September 30, 2024

EXHIBIT 99.5 UNAUDITED PRO FORMA COMBINED CONDENSED FINANCIAL INFORMATION Basis of Presentation and Principles of Consolidation On April 1, 2024, Vemanti Group, Inc., a Nevada corporation (the “Company”), entered into and consummated the transactions contemplated by a share exchange agreement (the “Share Exchange Agreement”) by and among the Company, Mr. Tan Tran, as the sole holder of the Company

MUTUAL RESCISSION AGREEMENT AND RELEASE

EXHIBIT 10.22 EXECUTION VERSION MUTUAL RESCISSION AGREEMENT AND RELEASE THIS MUTUAL RESCISSION AGREEMENT AND RELEASE (this “Rescission Agreement”), dated as of December 17, 2024, by and among Vemanti Group, Inc., a Nevada corporation (the “Company”), Mr. Tan Tran, the founder and Chief Strategy Officer of the Company (the “Mr. Tran”), VinHMS Pte. Ltd., a Singapore private company limited by shares

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2024 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 000-56266 46-5317552 (State or other jurisdiction of incorporation) (Commission Fil

Tan Tran Vemanti Group, Inc.

EXHIBIT 10.24 Tan Tran AND Vemanti Group, Inc. LOAN AGREEMENT Page 1 of 12 LOAN AGREEMENT This Loan Agreement (“Agreement”) is made and executed on 22 December 2024 by and between: 1. Tan Tran, an individual and a resident of Irvine, CA, USA (hereinafter referred to as “Lender”); and 2. Vemanti Group, Inc, a company duly established and existing under the laws of the State of Nevada with the compa

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 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-56266 VEMANTI GROUP, INC. (Exact name of registrant as

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, 2024 ☐ 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

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) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-56266 VEMANTI GROUP, INC. (Exact name o

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 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-56266 VEMANTI GROUP, INC. (Exact name of registrant as spec

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: June 30, 2024 ☐ 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 Fo

Financial Statements and Exhibits

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): April 1, 2024 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 000-56266 46-5317552 (State or other jurisdiction of incorporation)

UNAUDITED PRO FORMA COMBINED CONDENSED FINANCIAL INFORMATION

EXHIBIT 99.4 UNAUDITED PRO FORMA COMBINED CONDENSED FINANCIAL INFORMATION Basis of Presentation and Principles of Consolidation On January 1, 2024, VinHMS Pte. Ltd. acquired all the intellectual property and hotel management software of VinHMS Software Production and Trading Joint Stock Company (“VinHMS IP Transaction”). The VinHMS IP Transaction enabled Vemanti to acquire a next-generation cloud-

From 1 Jan 2024

EXHIBIT 99.3 VinHMS Pte. Ltd. Financial Statements STATEMENT OF PROFIT AND LOSS For the period from 1 January 2024 to 31 March 2024 From 1 Jan 2024 to 31 Mar 2024 Sales $ 300,675 Cost of Sales 45,101 Gross Margin 255,574 Operating Expenses: General and Administrative 76,405 Amortization & Depreciation 468,706 Total Operating Expenses 545,112 Loss before Provision for Income Taxes (289,538 ) Provis

May 2024

EXHIBIT 99.2 VINHMS PTE. LTD. (Incorporated in Singapore) AUDITED FINANCIAL STATEMENTS For the period from 01 November 2023 (Incorporation date) to 31 December 2023 May 2024 VINHMS PTE. LTD. 8 Burn Road, # 05-02 Trivex, Singapore (369977) TABLE OF CONTENTS CONTENTS Page(s) REPORT OF BOARD OF DIRECTORS 1 - 2 INDEPENDENT AUDITORS’ REPORT 3 - 4 STATEMENT OF PROFIT AND LOSS 5 STATEMENT OF FINANCIAL PO

Form on Note Amendment No. 1 by and between the Company and FirstFire Global Opportunities Fund, LLC

EXHIBIT 10.19 AMENDMENT #1 TO THE SENIOR PROMISSORY NOTE ISSUED ON MAY 9, 2023 THIS AMENDMENT #1 to the Note (as defined below) (the “Amendment”) is entered into as of [ ], 2024 (the “Effective Date”), by and between Vemanti Group, Inc., a Nevada corporation (the “Company”), and FirstFire Global Opportunities Fund, LLC, a Delaware limited liability company (the “Holder”) (collectively the “Parties

Marketing Services Agreement by and between the Company and Outside The Box Capital Inc. dated May 28, 2024

EXHIBIT 10.21 OUTSIDE THE BOX CAPITAL INC. 2202 Green Orchard Place. Oakville ON L6H 4V4 Canada May 28, 2024 CONFIDENTIAL Vemanti Group, Inc. 7545 Irvine Center Dr., Ste. 200 Irvine, CA 92618 United States Attention: Re: Marketing Services Agreement Dear Sirs/Mesdames: Outside The Box Capital Inc. (“Outside The Box Capital”) is pleased to provide marketing and distribution services to Vemanti Grou

Entry into a Material Definitive Agreement, 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

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: May 28, 2024 Vemanti Group, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 46-5317552 (State or other jurisdiction of incorporation) (IRS Employer Identification No.) 7545 Irvine Center Dr., Ste 200, I

Form on Note Amendment No. 2 by and between the Company and FirstFire Global Opportunities Fund, LLC

EXHIBIT 10.20 AMENDMENT #2 TO THE SENIOR PROMISSORY NOTE ISSUED ON MAY 9, 2023 THIS AMENDMENT #2 to the Note (as defined below) (the “Amendment”) is entered into as of [ ], 2024 (the “Effective Date”), by and between Vemanti Group, Inc., a Nevada corporation (the “Company”), and FirstFire Global Opportunities Fund, LLC, a Delaware limited liability company (the “Holder”) (collectively the “Parties

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 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-56266 VEMANTI GROUP, INC. (Exact name of registrant as spe

Share Exchange Agreement, dated April 1, 2024, by and among Vemanti Group, Inc., Mr. Tan Tran, VinHMS Pte. Ltd., Mr. Hoàng Văn Nguyễn and Asian Star Trading & Investment Pte. Ltd.

EXHIBIT 99.2 EXECUTION VERSION SHARE EXCHANGE AGREEMENT BY AND AMONG VEMANTI GROUP, INC., MR. TAN TRAN, VINHMS PTE. LTD., AND THE SHAREHOLDERS OF VINHMS PTE. LTD. Dated as of April 1, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 1.1 Certain Defined Terms. 2 1.2 Definitions. 7 1.3 Interpretation and Rules of Construction. 8 ARTICLE II DESCRIPTION OF TRANSACTION 9 2.1 The Transactions; Exchan

VMNT / Vemanti Group, Inc. / Asian Star Trading & Investment Pte. Ltd. - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 VEMANTI GROUP, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 92259A102 (CUSIP Number) Mark Crone, Esq. The Crone Law Group, P.C. 420 Lexington Avenue Suite 2446 New York, New York 10170 Telephone: (646) 861-7891 (Name, Addre

Joint Filing Agreement, dated as of April 13, 2024, by and among Mr. Vuong Nhat Pham and Asian Star Trading & Investment Pte. Ltd.

EXHIBIT 99.1 FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13D, dated April 9, 2024 (the “Schedule 13D”), with respect to the common stock, par value $0.0001 of Vemanti Group, Inc. is, and any amendments thereto executed by each of us shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities and

Lock-Up Agreement, dated April 1, 2024, by and among Vemanti Group, Inc., Mr. Tan Tran, Mr. Mr. Hoàng Văn Nguyễn and Asian Star Trading & Investment Pte. Ltd.

EXHIBIT 99.3 EXECUTION VERSION VEMANTI GROUP, INC. LOCK-UP AGREEMENT This Lock-up Agreement (this “Agreement”) is dated as of April 1, 2024 by and among Vemanti Group Inc., a Nevada corporation (the “Company”), Mr. Tan Tran, the sole holder of the Company’s Series A Preferred Stock (the “Company Preferred Shareholder”), VinHMS Pte. Ltd., a Singapore private company limited by shares (the “Seller”)

Lock-Up Agreement, dated April 1, 2024, by and among Vemanti Group, Inc., Mr. Tan Tran, Mr. Mr. Hoàng Văn Nguyễn and Asian Star Trading & Investment Pte. Ltd.

EXHIBIT 99.2 EXECUTION VERSION VEMANTI GROUP, INC. LOCK-UP AGREEMENT This Lock-up Agreement (this “Agreement”) is dated as of April 1, 2024 by and among Vemanti Group Inc., a Nevada corporation (the “Company”), Mr. Tan Tran, the sole holder of the Company’s Series A Preferred Stock (the “Company Preferred Shareholder”), VinHMS Pte. Ltd., a Singapore private company limited by shares (the “Seller”)

VMNT / Vemanti Group, Inc. / NGUYEN HOANG VAN - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 VEMANTI GROUP, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 92259A102 (CUSIP Number) Mark Crone, Esq. The Crone Law Group, P.C. 420 Lexington Avenue Suite 2446 New York, New York 10170 Telephone: (646) 861-7891 (Name, Addre

Share Exchange Agreement, dated April 1, 2024, by and among Vemanti Group, Inc., Mr. Tan Tran, VinHMS Pte. Ltd., Mr. Hoàng Văn Nguyễn and Asian Star Trading & Investment Pte. Ltd.

EXHIBIT 99.1 EXECUTION VERSION SHARE EXCHANGE AGREEMENT BY AND AMONG VEMANTI GROUP, INC., MR. TAN TRAN, VINHMS PTE. LTD., AND THE SHAREHOLDERS OF VINHMS PTE. LTD. Dated as of April 1, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 1.1 Certain Defined Terms 2 1.2 Definitions 7 1.3 Interpretation and Rules of Construction 8 ARTICLE II DESCRIPTION OF TRANSACTION 9 2.1 The Transactions; Exchange

VMNT / Vemanti Group, Inc. / Tran Tan - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No.2) VEMANTI GROUP, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 92259A102 (CUSIP Number) Mark Crone, Esq. The Crone Law Group, P.C. 420 Lexington Avenue Suite 2446 New York, New York 10170 Telephone: (646) 86

Lock-Up Agreement, dated April 1, 2024, by and among Vemanti Group, Inc., Mr. Tan Tran, Mr. Mr. Hoàng Văn Nguyễn and Asian Star Trading & Investment Pte. Ltd.

EX-2 3 vemantiexb.htm LOCK UP AGREEMENT EXHIBIT B EXECUTION VERSION VEMANTI GROUP, INC. LOCK-UP AGREEMENT This Lock-up Agreement (this “Agreement”) is dated as of April 1, 2024 by and among Vemanti Group Inc., a Nevada corporation (the “Company”), Mr. Tan Tran, the sole holder of the Company’s Series A Preferred Stock (the “Company Preferred Shareholder”), VinHMS Pte. Ltd., a Singapore private com

Share Exchange Agreement, dated April 1, 2024, by and among Vemanti Group, Inc., Mr. Tan Tran, VinHMS Pte. Ltd., Mr. Hoàng Văn Nguyễn and Asian Star Trading & Investment Pte. Ltd.

EX-1 2 vemantiexa.htm SHARE EXCHANGE AGREEMENT EXHIBIT A EXECUTION VERSION SHARE EXCHANGE AGREEMENT BY AND AMONG VEMANTI GROUP, INC., MR. TAN TRAN, VINHMS PTE. LTD., AND THE SHAREHOLDERS OF VINHMS PTE. LTD. Dated as of April 1, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 1.1 Certain Defined Terms 2 1.2 Definitions 7 1.3 Interpretation and Rules of Construction 8 ARTICLE II DESCRIPTION OF T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14f-1 INFORMATION STATEMENT PURSUANT TO SECTION 14(f) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULE 14f-1 THEREUNDER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14f-1 INFORMATION STATEMENT PURSUANT TO SECTION 14(f) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULE 14f-1 THEREUNDER VEMANTI GROUP, INC. (Name of Registrant as Specified in its Charter) Nevada 000-56266 46-5317552 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No

Employment Agreement, dated April 1, 2024, by and between Vemanti Group, Inc. and Mr. Mr. Hoàng Văn Nguyễn.

EXHIBIT 10.17 EXECUTION VERSION VEMANTI GROUP, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made and entered into as of April 1, 2024 (the “Effective Time”), by and between Mr. Nguyễn Văn Hoàng (the “Employee”) and Vemanti Group, Inc., a Nevada corporation (the “Company”). WHEREAS, pursuant to that Share Exchange Agreement (the “Agreement”) dated as of the date hereof,

Board Agreement Letter, dated April 1, 2024, by and between Vemanti Group, Inc. and Mr. Mr. Hoàng Văn Nguyễn.

EXHIBIT 10.14 As of April 1, 2024 To: Vemanti Group Inc., c/o Tan Tran 7545 Irvine Center Dr., Ste 200, Irvine, CA 92618 Dear Mr. Tran: Notwithstanding anything to the contrary contained in that certain Share Exchange Agreement, dated as of April 1, 2024, by and among Vemanti Group Inc. (the “Company”), you, in your capacity as the Series A Preferred Stock holder of the Company, VinHMS Pte. Ltd.,

Registration Rights Agreement, dated April 1, 2024, by and among Vemanti Group, Inc., Mr. Tan Tran, VinHMS Pte. Ltd., Mr. Mr. Hoàng Văn Nguyễn and Asian Star Trading & Investment Pte. Ltd.

EXHIBIT 10.15 EXECUTION VERSION REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 1, 2024, is made and entered into by and among (i) Vemanti Group, Inc., a Nevada corporation, (the “Company”), (ii) Mr. Tan Tran, as the sole holder of the Company’s Series A Preferred Stock (the “Company Preferred Shareholder”), (iii) VinHMS Pte. Ltd., a Singapore

Share Exchange Agreement, dated April 1, 2024, by and among Vemanti Group, Inc., Mr. Tan Tran, VinHMS Pte. Ltd., Mr. Hoàng Văn Nguyễn and Asian Star Trading & Investment Pte. Ltd.

EXHIBIT 2.1 EXECUTION VERSION SHARE EXCHANGE AGREEMENT BY AND AMONG VEMANTI GROUP, INC., MR. TAN TRAN, VINHMS PTE. LTD., AND THE SHAREHOLDERS OF VINHMS PTE. LTD. Dated as of April 1, 2024 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 1.1 Certain Defined Terms 2 1.2 Definitions 7 1.3 Interpretation and Rules of Construction 8 ARTICLE II DESCRIPTION OF TRANSACTION 9 2.1 The Transactions; Exchange o

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, 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): April 1, 2024 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 000-56266 46-5317552 (State or other jurisdiction of incorporation) (Commission File Nu

Lock-Up Agreement, dated April 1, 2024, by and among Vemanti Group, Inc., Mr. Tan Tran, Mr. Mr. Hoàng Văn Nguyễn and Asian Star Trading & Investment Pte. Ltd.

EXHIBIT 4.2 EXECUTION VERSION VEMANTI GROUP, INC. LOCK-UP AGREEMENT This Lock-up Agreement (this “Agreement”) is dated as of April 1, 2024 by and among Vemanti Group Inc., a Nevada corporation (the “Company”), Mr. Tan Tran, the sole holder of the Company’s Series A Preferred Stock (the “Company Preferred Shareholder”), VinHMS Pte. Ltd., a Singapore private company limited by shares (the “Seller”),

LLC Membership Interest Transfer Agreement, dated April 1, 2024, by and between Vemanti Group, Inc. and Mr. Tan Tran.

EXHIBIT 10.16 EXECUTION VERSION LLC MEMBERSHIP INTEREST TRANSFER AGREEMENT THIS LLC MEMBERSHIP INTEREST TRANSFER AGREEMENT (this “Agreement”) is entered into as of April 1, 2024, by and between Vemanti Group, Inc., a Nevada corporation (the “Company”) and Mr. Tan Tran, a resident of California. (“Mr. Tran”). RECITALS WHEREAS, the Company and Mr. Tran entered into that certain Contribution Agreemen

Employment Agreement, dated April 1, 2024, by and between Vemanti Group, Inc. and Mr. Tan Tran.

EXHIBIT 10.18 EXECUTION VERSION VEMANTI GROUP, INC. EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made and entered into as of April 1, 2024 (the “Effective Time”), by and between Mr. Tan Tran (the “Employee”) and Vemanti Group, Inc., a Nevada corporation (the “Company”). WHEREAS, pursuant to that Share Exchange Agreement (the “Agreement”) dated as of the date hereof, by and

Certificate of Designation of the Series B Convertible Preferred Stock of Vemanti Group, Inc. filed with the Secretary of State of Nevada on March 27, 2024

EXHIBIT 3.1 CERTIFICATE OF DESIGNATION OF SERIES B CONVERTIBLE PREFERRED STOCK OF VEMANTI GROUP, INC. Pursuant to Section 78.1955 of the Nevada Revised Statutes (as amended, supplemented or restated from time to time, the “NRS”), Vemanti Group, Inc., a Nevada corporation (the “Corporation”), in accordance with the provisions of Section 103 thereof, does hereby submit the following: WHEREAS, the Ar

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 December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 000-56266 VEMANTI GROUP, INC. (Exact name

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 27, 2024 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 000-56266 46-5317552 (State or other jurisdiction of incorporation) (Commission File N

Vemanti Group, Inc. 7545 Irvine Center Dr., Suite 200 Irvine, CA 92618

Vemanti Group, Inc. 7545 Irvine Center Dr., Suite 200 Irvine, CA 92618 March 27, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Madeleine Mateo Re: Vemanti Group, Inc. Request for Withdrawal of Offering Statement on Form 1-A File No. 024-12274 Ladies and Gentlemen: Pursuant to Rule 259 of Regulation A promulgated

Letter of Ramirez Jimenez International CPAs to the Securities and Exchange Commission dated December 29, 2023

EXHIBIT 16.1 December 29, 2023 U.S. Securities and Exchange Commission 100 F. Street, NE Washington, CA 20549 Dear Sir or Madam: We have read Item 4.01 of Vemanti Group, Inc.’s (the Company) Form 8-K dated December 22, 2023, and are in agreement with the statements relating only to our Firm contained therein. We have no basis to agree to disagree with other statements of the Company contained ther

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 22, 2023 VEMANTI GROUP, INC. (Exact Name of Registrant as Specified in Charter) Nevada 46-5317552 (State or other jurisdiction of incorporation) (IRS Employer Identification

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended September 30, 2023 ☐ TRANSITION REPORT PURSUAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-56266 VEMANTI GROUP, INC. (Exact name of registrant as

VMNT / Vemanti Group Inc / Tran Tan - SC 13D/A Activist Investment

SC 13D/A 1 vemantisc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No.1) VEMANTI GROUP, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 92259A102 (CUSIP Number) Mark Crone, Esq. The Crone Law Group, P.C. 420 Lexington Avenue Suite 2446 New Yo

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EXHIBIT 11 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the inclusion in the Registration Statement on Amendment No.

PRELIMINARY OFFERING CIRCULAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1-A/A Amendment No. 4 REGULATION A OFFERING CIRCULAR UNDER THE SECURITIES ACT OF 1933

PRELIMINARY OFFERING CIRCULAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Termination of 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 26, 2023 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 000-56266 46-5317552 (State or Other Jurisdiction of Incorporation) (Commission Fi

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EXHIBIT 11 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the inclusion in the Registration Statement on Amendment No.

PRELIMINARY OFFERING CIRCULAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1-A/A Amendment No. 3 REGULATION A OFFERING CIRCULAR UNDER THE SECURITIES ACT OF 1933

PRELIMINARY OFFERING CIRCULAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-56266 VEMANTI GROUP, INC. (Exact name of registrant as spec

PRELIMINARY OFFERING CIRCULAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1-A/A Amendment No. 2 REGULATION A OFFERING CIRCULAR UNDER THE SECURITIES ACT OF 1933

PRELIMINARY OFFERING CIRCULAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EXHIBIT 11 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the inclusion in the Registration Statement to Form 1-A/A of our report dated March 30, 2023, relating to the consolidated financial statements of Vemanti Group, Inc.

PRELIMINARY OFFERING CIRCULAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1-A/A REGULATION A OFFERING CIRCULAR UNDER THE SECURITIES ACT OF 1933

PRELIMINARY OFFERING CIRCULAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EXHIBIT 11 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the inclusion in the Registration Statement to Form 1-A/A of our report dated March 30, 2023, relating to the consolidated financial statements of Vemanti Group, Inc.

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): July 1, 2023 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 000-56266 46-5317552 (State or Other Jurisdiction of Incorporation) (Commission File Num

Amendment to the Stock Purchase Agreement, dated July 1, 2023, by and between Vemanti Group, Inc., Benjamin Liu and James Sun

EXHIBIT 10.18 EXECUTION VERSION AMENDMENT TO STOCK PURCHASE AGREEMENT AMENDMENT, effective as of July 1, 2023 (this “Amendment”), to the Stock Purchase Agreement, dated as of April 18, 2023, (the “Stock Purchase Agreement”), by and among Benjamin Liu, James Sun, and the Vemanti Group, Inc., a Nevada corporation (each a “Party”, and collectively, the “Parties”). Capitalized terms used but not other

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

EXHIBIT 11 18012 Sky Park Circle, Suite 100 Irvine, California 92614 tel 949-852-1600 fax 949-852-1606 www.

PRELIMINARY OFFERING CIRCULAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 1-A REGULATION A OFFERING CIRCULAR UNDER THE SECURITIES ACT OF 1933

PRELIMINARY OFFERING CIRCULAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

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 31, 2023

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 31, 2023 Vemanti Group, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 46-5317552 (State or other jurisdiction of incorporation) (IRS Employer Identification No.)

Variation Agreement, dated as of May 31, 2023, by and between Vemanti Group, Inc. and Finastra International Limited

EXHIBIT 10.17 VARIATION AGREEMENT This Variation Agreement (“Variation Agreement”) incorporates all terms and conditions of the Framework Agreement No. ON214958 (“Framework Agreement”) and Schedule ON214958 dated 28 February 2023 (“Schedule ON214958”) and is entered into between: (1) Company: Finastra International Limited (2) Client: Vemanti Group, Inc Country of incorporation: United Kingdom Cou

Common Stock Purchase Warrant, dated May 9, 2023, by and between Vemanti Group Inc. and FirstFire Global Opportunities Fund, LLC

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

Senior Promissory Note, dated May 9, 2023, by and between Vemanti Group Inc. and FirstFire Global Opportunities Fund, LLC

EXHIBIT 10.18 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 (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-56266 VEMANTI GROUP, INC. (Exact name of registrant as spe

Securities Purchase Agreement, dated May 9, 2023, by and between Vemanti Group Inc. and FirstFire Global Opportunities Fund, LLC

EXHIBIT 10.17 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 9, 2023, by and between VEMANTI GROUP, INC., a Nevada corporation, with headquarters located at 7545 Irvine Center Dr., Ste 200, Irvine, CA 92618 (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with its address at 1040 First Avenue,

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 18, 2023 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 000-56266 46-5317552 (State or Other Jurisdiction of Incorporation) (Commission File N

Form of Employment Agreement

EXHIBIT 10.15 EXHIBIT C FORM OF EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of (the “Effective Date”), by and between [] (the “Executive”) and DevBlock Technologies, Inc., a Delaware corporation (the “Company”). WHEREAS, pursuant to that certain Stock dated as of , 2023 (the “Stock Purchase Agreement”), by and among the Company, Benjamin Liu and Jam

Stock Purchase Agreement, dated April 18, 2023, by and between Vemanti Group, Inc., Benjamin Liu and James Sun

EXHIBIT 10.14 EXECUTION VERSION STOCK PURCHASE AGREEMENT between VEMANTI GROUP, INC. and MR. BENJAMIN LIU and MR. JAMES SUN Dated as of April 18, 2023 EXECUTION VERSION TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE SECTION 1.01. Purchase and Sale of the Shares 1 SECTION 1.02. Purchase Price 1 SECTION 1.03. Closing 2 SECTION 1.04. Deliveries by the Sellers 2 SECTION 1.05. Deliveries by the Pur

Form of Incentive Stock Option Agreement

EXHIBIT 10.16 EXHIBIT D Form of Incentive Stock Option Agreement This Stock Option Agreement (this “Agreement”) is made and entered into as of , 2023 by and between by Vemanti Group, Inc., a Nevada Corporation (the “Company”) and [] (the “Optionee”). This Agreement provides you with the right to purchase the number of shares of Common Stock of the Company at the times and on the terms set forth be

2015 Equity Incentive Plan

EXHIBIT 10.13 VEMANTI GROUP, INC. 2015 STOCK INCENTIVE PLAN ARTICLE I - PREAMBLE 1.1 This Vemanti Group, Inc. 2015 Stock Incentive Plan is intended to secure for the Vemanti Group, Inc., (the “Company”) and its Affiliates the benefits arising from ownership of the Company's Common Stock by the Employees, Officers, Directors and Qualified Consultants of the Company and its Affiliates, all of whom a

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 December 31, 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 NO. 000-56266 VEMANTI GROUP, INC. (Exact name

List of subsidiaries of the Company

EXHIBIT 21.1 Significant Subsidiaries of Vemanti Group, Inc. Name of Subsidiary, Ownership % VoiceStep Telecom, LLC (100%)

Vemanti Group, Inc. 7545 Irvine Center Dr., Suite 200 Irvine, CA 92618

RW 1 vmntrw.htm RW Vemanti Group, Inc. 7545 Irvine Center Dr., Suite 200 Irvine, CA 92618 March 28, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: David Lin Re: Vemanti Group, Inc. Request for Withdrawal of Registration Statement on Form S-1 File No. 333-264635 Ladies and Gentlemen: Pursuant to Rule 477 promulgat

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 3, 2023

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 3, 2023 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 46-5317552 (State or other jurisdiction of incorporation) (I.R.S. Employer Identificati

Framework SaaS Agreement, dated March 3, 2023, by and between Vemanti Group, Inc. and Finastra International Limited

EXHIBIT 10.10

VEMANTI GROUP, INC. 166,666,667 Shares of Common Stock

Filed pursuant to Rule 424(b)(3) Registration Statement No. 333-268712 PROSPECTUS VEMANTI GROUP, INC. 166,666,667 Shares of Common Stock This prospectus relates to the offer and sale of up to an aggregate of 166,666,667 shares of our common stock, par value $0.0001 per share (the ?Common Stock?), pursuant to an equity financing agreement (the ?Equity Financing Agreement?) we entered into with Jeff

Vemanti Group, Inc 7545 Irvine Center Dr., Suite 200 Irvine, CA 92618

Vemanti Group, Inc 7545 Irvine Center Dr., Suite 200 Irvine, CA 92618 December 16, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 Attn: David Lin Re: Vemanti Group, Inc. Registration Statement on Form S-1 File No. 333-268712 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Vema

As filed with the Securities and Exchange Commission on December 7, 2022

As filed with the Securities and Exchange Commission on December 7, 2022 Registration No.

List of subsidiaries of the Company

EXHIBIT 21.1 Subsidiary of Vemanti Group, Inc. Name of Subsidiary, Ownership % VoiceStep Telecom, LLC (100%)

Calculation of Registration Fee

EXHIBIT 107 CALCULATION OF REGISTRATION FEE Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to Be Paid Equity Common Stock, par value $0.

Digital Banking Platform Agreement between the Company and Vietnam Public Joint Stock Commercial Bank dated March 14, 2022.

EXHIBIT 10.10

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ 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 PURSUAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-56266 VEMANTI GROUP, INC. (Exact name of registrant as

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): November 9, 2022 (November 7, 2022) VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 46-5317552 (State or other jurisdiction of incorporation) (I.R.S.

Equity Financing Agreement dated October 25, 2022, by and between Vemanti Group Inc., and Jefferson Street Capital, LLC.

EXHIBIT 10.12 EQUITY FINANCING AGREEMENT This EQUITY FINANCING AGREEMENT (the ?Agreement?), dated as of October 25, 2022 (the ?Execution Date?), is entered into by and between Vemanti Group, Inc., a Nevada corporation with its principal executive office at 7545 Irvine Center Drive, Suite 200, Irvine, CA 92618 (the ?Company?), and Jefferson Street Capital LLC, a New Jersey limited liability company

Registration Rights Agreement, dated October 25, 2022, by and between Vemanti Group Inc., and Jefferson Street Capital, LLC.

EXHIBIT 10.13 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of October 25, 2022 (the “Execution Date”), is entered into by and between Vemanti Group, Inc., a Nevada corporation with its principal executive office at 7545 Irvine Center Drive, Suite 200, Irvine, CA 92618 (the “Company”), and Jefferson Street Capital LLC, a New Jersey limited liability c

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-56266 VEMANTI GROUP, INC. (Exact name of registrant as spec

Calculation of Registration Fee

EXHIBIT 107.1 Calculation of Filing Fee Tables Form S-1 (Form Type) Vemanti Group, Inc. (Exact Name of Registrant as Specified in its Charter) Fees Previously Paid Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee Equity Common Units each consisting of:

As filed with the Securities and Exchange Commission on June 24, 2022

As filed with the Securities and Exchange Commission on June 24, 2022 Registration No.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, 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): June 16, 2022 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 46-5317552 (State or other jurisdiction of incorporation) (I.R.S. Employer Identificati

Stock Purchase Agreement, dated June 16, 2022, by and between Vemanti Group, Inc., and Fvndit, Inc.

EXHIBIT 10.10 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (this "Agreement") is dated as of the 16th day of June 2022, by and between Vemanti Group, Inc., a Nevada corporation ("Vemanti"), and Fvndit, Inc., a Nevada corporation ("Fvndit"). RECITALS WHEREAS, Fvndit is in the business of providing a peer-to-peer investment marketplace in Vietnam that matches companies needing working capi

Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

EXHIBIT 32.1 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with this quarterly report on Form 10-Q of Vemanti Group, Inc. (the ?Company?) for the period ended March 31, 2022, as filed with the Securities and Exchange Commission on the date hereof (the ?Report?), the undersigned, in

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-56266 VEMANTI GROUP, INC. (Exact name of registrant as spe

List of subsidiaries of the Company

EXHIBIT 21.1 Subsidiary of Vemanti Group, Inc. Name of Subsidiary, Ownership % VoiceStep Telecom, LLC (100%)

As filed with the Securities and Exchange Commission on May 3, 2022

As filed with the Securities and Exchange Commission on May 3, 2022 Registration No.

Digital Banking Platform Agreement between the Company and Vietnam Public Joint Stock Commercial Bank dated March 14, 2022

EXHIBIT 10.10

Calculation of Filing Fee Tables Form S-1 (Form Type) Vemanti Group, Inc. (Exact Name of Registrant as Specified in its Charter)

EXHIBIT 107.1 Calculation of Filing Fee Tables Form S-1 (Form Type) Vemanti Group, Inc. (Exact Name of Registrant as Specified in its Charter) Fees to Be Paid Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee Equity Common Units each consisting of: (5) (

List of subsidiaries of the Company

EXHIBIT 21.1 Significant Subsidiaries of Vemanti Group, Inc. Name of Subsidiary, Ownership % VoiceStep Telecom, LLC (100%) Fvndit, Inc. (18.6%) Vemanti Digital, Ltd. (100%)

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 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 NO. 000-56266 VEMANTI GROUP, INC. (Exact name

Warrant Agreement dated March 11, 2022 issued by Vemanti Group Inc. to Alpha Sigma Capital Fund, LP

EXHIBIT 4.1 VEMANTI GROUP, INC. COMMON STOCK PURCHASE WARRANT THE WARRANT REPRESENTED BY THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), AND IS SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AS SET FORTH IN THIS CERTIFICATE. THIS WARRANT MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER

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): March 11, 2022 Vemanti Group, Inc. (Exact Name of Registrant as Specified in Charter) Nevada 46-5317552 (State or other jurisdiction of incorporation) (IRS Employer Identification No.

Equity Commitment Agreement, dated March 11, 2022, by and between Vemanti Group Inc., and Alpha Sigma Capital Fund, LP

EXHIBIT 10.9 VEMANTI GROUP, INC. EQUITY COMMITMENT AGREEMENT Equity Commitment Agreement (this ?Agreement?) is entered into as of March 11, 2022 (the ?Execution Date?), by and between Vemanti Group, Inc., a Nevada corporation (the ?Company?), and Alpha Sigma Capital Fund LP, a Delaware corporation (the ?Investor?). WHEREAS, the parties desire that, upon the terms and subject to the conditions cont

Vemanti Group, Inc. 7545 Irvine Center Dr., Ste 200 Irvine, CA 92618 February 17, 2022

RW 1 vemantirw.htm RW Vemanti Group, Inc. 7545 Irvine Center Dr., Ste 200 Irvine, CA 92618 February 17, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Vemanti Group, Inc. Withdrawal of Registration Statement on Form S-1 Filed September 30, 2021 File No. 333-259898 Ladies and Gentlemen: Pursuant to Rule 4

Custody Agreement between the Company and First Digital Trust Ltd.

EXHIBIT 10.12

Amended and Restated Stably Enterprise Services Agreement between the Company and Stably Corporation dated June 13, 2021

EXHIBIT 10.13

Client Agreement between the Company and First Digital Trust Ltd.

EXHIBIT 10.11

Escrow Agreement between the Company and First Digital Trust Ltd. dated June 22, 2021

EXHIBIT 10.10

As filed with the Securities and Exchange Commission on December 3, 2021

As filed with the Securities and Exchange Commission on December 3, 2021 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ 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 PURSUAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: VEMANTI GROUP, INC. (Exact name of registrant as specified

As filed with the Securities and Exchange Commission on September 30, 2021

As filed with the Securities and Exchange Commission on September 30, 2021 Registration No.

List of subsidiaries of the Company

EX-21.1 2 vemantiex211.htm LIST OF SUBSIDIARIES EXHIBIT 21.1 Significant Subsidiaries of Vemanti Group, Inc. Name of Subsidiary, Ownership % VoiceStep Telecom, LLC (100%) Fvndit, Inc. (18.6%) Vemanti Digital, Ltd. (100%)

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): September 3, 2021 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 46-5317552 (State or other jurisdiction of incorporation) (IRS Employer Identificat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10/A (Amendment No. 6) GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10/A (Amendment No. 6) GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 46-5317552 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identificat

August 23, 2021

August 23, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, DC 20549 Attn: Joyce Sweeney, Sr. Staff Accountant Christine Dietz, Sr. Staff Accountant Matthew Derby, Staff Attorney Kathleen Krebs, Special Counsel Re: Vemanti Group, Inc. Amendment No. 5 to Registration Statement on Form 10-12G Filed July 30, 2021 File No.

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. For the Quarterly Period Ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-56266 VEMANTI GROUP, INC. (Exact name of registrant as spec

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

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 6, 2021 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 46-5317552 (State or other jurisdiction of incorporation) (IRS Employer Identification

Loan Agreement between the Company and Mr. Tan Tran dated August 6, 2021.

EXHIBIT 4.1 August 06, 2021 Tan Tran AND Vemanti Group, Inc. LOAN AGREEMENT Page 1 of 13 LOAN AGREEMENT This Loan Agreement (?Agreement?) is made and executed on 12 August 2021 by and between: 1. Tan Tran, an individual and a resident of Irvine, CA, USA (hereinafter referred to as ?Lender?); and 2. Vemanti Group, Inc, a company duly established and existing under the laws of the State of Nevada wi

July 30, 2021

July 30, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, DC 20549 Attn: Joyce Sweeney, Sr. Staff Accountant Christine Dietz, Sr. Staff Accountant Matthew Derby, Staff Attorney Kathleen Krebs, Special Counsel Re: Vemanti Group, Inc. Amendment No. 4 to Registration Statement on Form 10-12G Filed July 2, 2021 File No. 00

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10/A (Amendment No. 5) GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10/A (Amendment No. 5) GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 46-5317552 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identificat

Contribution Agreement by and between Vemanti Group, Inc. and Tan Tran, dated April 3, 2014.

EXHIBIT 1 CONTRIBUTION AGREEMENT This Contribution Contribution Agreement (the ?Agreement?) is made and entered into as of the third day of April, 2014, between Vermanti Group, Inc.

VMNT / Vemanti Group Inc. / Tran Tan - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 VEMANTI GROUP, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 92259A102 (CUSIP Number) Mark Crone, Esq. The Crone Law Group, P.C. 500 Fifth Avenue, Suite 938 New York, New York 10110 Telephone: (646) 861-7891 (Name, Address a

July 1, 2021

July 1, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, DC 20549 Attn: Joyce Sweeney, Sr. Staff Accountant Christine Dietz, Sr. Staff Accountant Matthew Derby, Staff Attorney Kathleen Krebs, Special Counsel Re: Vemanti Group, Inc. Amendment No. 3 to Registration Statement on Form 10-12G Filed June 7, 2021 File No. 000

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 46-5317552 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 7545 Irvi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 46-5317552 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 7545 Irvi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 46-5317552 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 7545 Irvi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 46-5317552 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 7545 Irvi

May 20, 2021

May 20, 2021 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Technology 100 F Street, N.E. Washington, DC 20549 Re: Vemanti Group, Inc. Registration Statement on Form 10-12G Filed April 9, 2021 File No. 000-56266 Dear Ms. Sweeney: On behalf of Vemanti Group, Inc., a Nevada corporation (the ?Company?), we hereby file with the Securities and Exchange Commission (the

CHOPP, INC. KISS CANCELLATION AGREEMENT

EXHIBIT 10.10 CHOPP, INC. KISS CANCELLATION AGREEMENT This KISS Cancellation Agreement (the ?Agreement?) is made and entered into as of June 27th, 2019 (?Effective Date?), by and between Chopp, Inc, a Delaware corporation (the ?Company?), and VEMANTI GROUP, INC. (the ?Investor?). RECITALS WHEREAS, the Investor is the holder of and owns all rights, title and interest in the KISS dated July 17, 2018

List of subsidiaries of the Company

EXHIBIT 21.1 Significant Subsidiaries of Vemanti Group, Inc. Name of Subsidiary, Ownership % VoiceStep Telecom, LLC (100%) Fvndit, Inc. (20%)

- FORM 10-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of The Securities Exchange Act of 1934 VEMANTI GROUP, INC. (Exact name of registrant as specified in its charter) Nevada 46-5317552 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 7545 Irvine

Articles of Incorporation of the Company dated April 3, 2014.

EX-3.2 3 vemantiex32.htm ARTICLES OF INCORPORATION EXHIBIT 3.2

Investment Agreement (short form) between the Company, eLoan Joint Stock Company and the eLoan Qualified Shareholders dated January 26, 2018.

EXHIBIT 10.6

Certificate of Amendment to the Articles of Incorporation of the Company dated May 1, 2014.

EXHIBIT 3.3

Definitive Agreement between the Company, eLoan Joint Stock Company, eLoan Qualified Shareholders, eLoan Holdings Vietnam Joint Stock Company and Directus Holdings, Inc. dated July 10, 2018.

EXHIBIT 10.5

Note Cancellation Agreement between the Company and Chopp. Inc. dated June 27, 2019.

EXHIBIT 10.4 CHOPP, INC. KISS CANCELLATION AGREEMENT This KISS Cancellation Agreement (the ?Agreement?) is made and entered into as of June 27th, 2019 (?Effective Date?), by and between Chopp, Inc, a Delaware corporation (the ?Company?), and VEMANTI GROUP, INC. (the ?Investor?). RECITALS WHEREAS, the Investor is the holder of and owns all rights, title and interest in the KISS dated July 17, 2018,

Contribution Agreement between the Company and Tan Tran dated April 3, 2014.

EXHIBIT 10.2 CONTRIBUTION AGREEMENT This Contribution Contribution Agreement (the ?Agreement?) is made and entered into as of the third day of April, 2014, between Vermanti Group, Inc., a Nevada corporation (?Contributee?) and Tan Tran (?Contributor?) concerning the contribution to the Contributee of 100% of the issued and outstanding LLC Interests of and VoiceStep Telecom LLC, organized under the

Bylaws of the Company.

EXHIBIT 3.4 1 2 3 4 5 6 7 8

Loan Agreement between the Company and Fvndit, Inc. dated August 9, 2019.

EXHIBIT 10.7 August 05, 2019 Vemanti Group, Inc. AND Fvndit, Inc. LOAN AGREEMENT Page 1 of 14 LOAN AGREEMENT No [LA-050820192VG] This Loan Agreement (?Agreement?) is made and executed on 9 August 2019 by and between: 1. Vemanti Group, Inc., a company duly established and existing under the laws of the State of Nevada with the company registration number NV20141233800, having its registered address

Articles of Incorporation of VoiceStep Telecom, LLC dated January 27, 2005.

EXHIBIT 3.1

Membership Interest Purchase Agreement between Mark Wehberg and Tan Tran dated January 22, 2014.

EXHIBIT 10.1

Note Agreement between the Company and Chopp, Inc. dated July 17, 2018.

EXHIBIT 10.3 THIS INSTRUMENT AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THA

Loan Agreement between the Company and Mr. Tan Tran dated August 6, 2021.

EX-10.9 14 vemantiex109.htm KISS NOTE AGREEMENT EXHIBIT 10.9 THIS INSTRUMENT AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OP

Form of VoiceStep Business Communications Service Agreement.

EXHIBIT 10.8 SERVICE AGREEMENT This Service Agreement (?Agreement?) is made this day of , 20 between VOICESTEP TELECOM, LLC (?VoiceStep?), a California corporation, with offices at 7545 Irvine Center Drive Suite 200, CA 92618, and (?Customer?). This document constitute the agreement (?Agreement?) between VoiceStep Telecom, LLC (?we,? ?us? or ?VoiceStep?) and the user (?you,? ?user? or ?Customer?)