Annual report
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON , D.C. 20549 ANNUAL REPORT UNDER SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 □ TRANSITION REPORT UNDER SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from Nevada ( State or other jurisdiction of incorporation or organization ) FORM 10 - K 400 Water Street , Ste . 200 Rochester , MI ( Address of principal executive offices ) Commission file number : 001-38543 OptimizeRx Corporation ( Exact name of registrant as specified in its charter ) to Title of each class Common Stock , par value $ 0.001 Large accelerated filer □ Non - accelerated filer 26-1265381 ( I.R.S. Employer Identification No. ) 48307 ( Zip Code ) Registrant's telephone number : 248-651-6568 Securities registered under Section 12 ( b ) of the Exchange Act : Name of each exchange on which registered Nasdaq Capital Market Securities registered under Section 12 ( g ) of the Exchange Act : Title of each class Common Stock , par value of $ 0.001 Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes No 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 Indicate by checkmark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 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 No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( § 232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes No Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company , ” and “ emerging growth company " in Rule 12b - 2 of the Exchange Act . Accelerated filer □ Smaller reporting company □ 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 . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes No 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 the last business day of the registrant's most recently completed second fiscal quarter . $ 185,090,055 Indicate the number of shares outstanding of each of the registrant's classes of common stock , as of the latest practicable date . 16,806,637 common shares as of March 3 , 2021 .