ITEM 1.01ENTRY INTO A MATERIAL AGREEMENT.

On May 5, 2022, Duesenberg Technologies Ltd. (the "Company'") entered into a settlement agreement and mutual release (the "Settlement Agreement") with Veritas Consulting Group Inc., an arm's length contractor ("Veritas"), whom the Company engaged to provide consulting services under a 12-month consulting agreement formally entered into on June 22, 2021. The Company provided Veritas with a cancellation notice on September 30, 2021, which cancellation notice was provided based on the terms included in the initial consulting agreement. At the time of the cancellation notice, the Company was indebted to Veritas in the amount of USD$51,500 for services provided.

Based on the terms of the Settlement Agreement, the Company agreed to reimburse Veritas USD$25,000 in cash, which payment will be made in two equal instalments, and to issue Veritas 350,000 shares of the Company's common stock as fully paid and non-assessable.

ITEM 3.02UNREGISTERED SALES OF EQUITY SECURITIES.

As further described in Item 1.01 of this Form 8-K, on May 5, 2022, the Company issued 350,000 shares of its common stock to Veritas Consulting Group Inc. The shares were issued pursuant to the provisions of Rule 506(b) of Regulation D of the Act, as Veritas confirmed that it qualifies as "accredited investor" as that term is defined under Regulation D of the Act.

The above does not constitute an offer to sell or a solicitation of an offer to buy any of the Company's securities in the United States. The securities have not been registered under the Act and may not be offered or sold within the United States or to U.S. persons unless an exemption from such registration is available.




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ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS.





(d)Exhibits

Exhibit Number Description of Exhibit



  10.1         Consulting Agreement between the Company and Veritas Consulting
               Group Inc. dated June 22, 2021*

  10.2         Settlement agreement and mutual release between the Company and
               Veritas Consulting Group Inc. dated May 5, 2022

  99.1         News Release dated May 20, 2022.















































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