Sec Form 4 Filing - Alberttis Alvaro Daniel @ Exactus, Inc. - 2021-01-22

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Alberttis Alvaro Daniel 2. Issuer Name and Ticker or Trading Symbol Exactus, Inc. [ EXDI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CHIEF OPERATING OFFICER (Last) (First) (Middle) 80 NE 4TH AVENUE, SUITE 28 3. Date of Earliest Transaction (MM/DD/YY) 01/22/2021 (Street) DELRAY BEACH, FL33483 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common stock 01/22/2021 A 2,039,241 A $ 0.025 ( 1 ) 4,777,337 ( 2 ) D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Options to purchase common stock $ 0.025 01/22/2021 A 2,500,000 01/22/2012( 3 )( 4 ) 01/22/2023 Common stock 2,500,000 $ 0.025 2,500,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Alberttis Alvaro Daniel 80 NE 4TH AVENUE, SUITE 28 DELRAY BEACH, FL33483 X CHIEF OPERATING OFFICER Signatures /s/ Alvaro Daniel Alberttis 01/28/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The reporting person was issued a total of 2,039,241 shares of common stock in payment of accrued compensation. ( 2 )Consists of 2,277,337 shares of common stock, together with options to purchase 2,500,00 shares of common stock at a price of $0.025 per share, exercisable until 1/22/23. ( 3 )(1) The reporting person was granted two year options to purchase 2,500,000 shares of Common Stock at an exercise price of $0.025 per share. Provided Mr. Alberttis has not resigned or been removed prior to vesting, fifty (50%) percent of such amount shall vest upon his execution of the Corporation's Annual Report on Form 10-K for filing with the SEC for the Corporation's fiscal year ended December 31, 2020 on or prior to the due date thereof, including any and all Certifications thereto required to be executed by Mr. Alberttis under the Sarbanes-Oxley Act of 2002 (as well as any amendments and any other SEC filings or reports as requested) and fifty (50%) percent upon the closing of any acquisition with a combined value (target and the Corporation) in excess of five million ($5,000,000) dollars (the "Acquisition"). (continued, see Footnote 4) ( 4 )(cont'd) Upon closing of an Acquisition, all options shall immediately vest if, and only if, a new chief financial and chief executive officer is appointed who will be responsible for filing and certifying the Form 10-K, provided Mr. Alberttis shall also be required to render reasonable assistance in connection therewith upon request.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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