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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON , D.C. 20549 FORM 10 - K [ X ] ANNUAL REPORT UNDER SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended October 31 , 2020 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number : 001-38154 CODA OCTOPUS GROUP , INC . ( Exact name of registrant as specified in its charter ) Delaware ( State or other jurisdiction of incorporation or organization ) 34-200-8348 ( I.R.S. Employer Identification Number ) 3300 S Hiawassee Rd , Suite 104-105 , Orlando , Florida , 32835 ( Address , Including Zip Code of Principal Executive Offices ) 407 735 2402 ( Issuer's telephone number ) Securities registered under Section 12 ( b ) of the Exchange Act : COMMON STOCK , $ 0.001 PAR VALUE PER SHARE Large accelerated filer [ ] Non - accelerated filer [ ] Securities registered under Section 12 ( g ) of the Exchange Act : NONE Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes [ ] No [ X ] Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes [ No [ X ] Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Exchange Act during the past 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes [ X ] No [ ] Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , or a non - accelerated filer or a smaller reporting company . Accelerated filer [ ] Smaller reporting company [ X ] Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . Yes [ ] No [ X ] State issuer's revenues for its most recent fiscal year : $ 20,043,810 State the aggregate market value of the voting and non - voting common equity held by non - affiliates computed by reference to the price at which the common equity was last sold , or the average bid and asked price of such common equity , as of April 30 , 2020 representing the last business day of the registrant's most recently completed fiscal year : approximately $ 27,325,000 State the number of shares outstanding of each of the issuer's classes of common equity , as of the latest practicable date : 10,751,881 as of January 28 , 2021 .