UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

Washington,
D.C. 20549



FORM
10-K/A

ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



APPLIED
UV, Inc.

(Exact
name of registrant as specified in its charter)



|Delaware                                                                   |  | 84-4373308                                      
|-------------------------------------------------------------------------- |  | ------------------------------------------------
|(State
    or Other Jurisdiction of
    Incorporation
    or Organization) |  | (I.R.S.
    Employer
    Identification
    No.)





150
N. Macquesten Parkway

Mount
Vernon, NY 10550

(Address
of registrant’s principal executive offices)



Registrant’s
telephone number: (914) 665-6100



Securities
registered pursuant to Section 12(b) of the Act:



|Title
    of Each Class             |  | Trading
    Symbol |  | Name
    of each exchange on which registered
|----------------------------------- |  | ------------------ |  | ---------------------------------------------
|Common
    Stock, par value $0.0001 |  | AUVI               |  | The
    Nasdaq Stock Market LLC              



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 check mark 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.

|Large accelerated filer
    ☐ | Accelerated filer
    ☐        
|----------------------------- | -------------------------------
|Non-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 Rule12b-2 of the Act).

Yes: ☐
 No: ☒

The
aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant as of June 30, 2021: $40,444,697.

At
April 7, 2022, the registrant had 12,888,174 shares of common stock, par value $0.0001 per share, outstanding.

1







EXPLANATORY
NOTE

This
amendment is being filed to revise the aggregate market value of the voting and non-voting common stock held by non-affiliates of the
registrant as of June 30, 2021 appearing on the cover page of the registrants Annual Report on Form 10-K for the period ended December
31, 2021. No other portion of the Form 10-K is being amended and this amendment does not reflect any events occurring after the filing
of the Form 10-K.

2







PART
IVItem 15. Exhibits, Financial Statement Schedules.

EXHIBIT
INDEX

|Exhibit
    No. |  | Description                                                                                                                                          
|--------------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------
|31.1            |  | Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                                               
|31.2            |  | Certification of the Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                                           
|32.1            |  | Certification by the Chief Executive Officer pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002         
|32.2            |  | Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002



3







SIGNATURES

Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report
to be signed on its behalf by the undersigned, thereunto duly authorized.

|Date:
    July 12, 2022 | APPLIED
    UV, INC.
|----------------------- | --------------------
|                        |                     
|                        | By:                 
|                        |                     
|                        |                     



Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.

|Signature                 |  | Title                                            |  | Date             
|------------------------- |  | ------------------------------------------------ |  | -----------------
|                          |  |                                                  |  |                  
|/s/John
    F. Andrews    |  | Chief
    Executive Officer and Director         |  | July
    12, 2022
|John
    F. Andrews       |  | (principal
    executive officer)                |  |                  
|                          |  |                                                  |  |                  
|/s/Max
    Munn           |  | President
    and Director                       |  | July
    12, 2022
|Max
    Munn              |  |                                                  |  |                  
|                          |  |                                                  |  |                  
|/s/Michael
    Riccio     |  | Chief
    Financial Officer                      |  | July
    12, 2022
|Michael
    Riccio        |  | (principal
    financial and accounting officer) |  |                  
|                          |  |                                                  |  |                  
|/s/Monica
    Woo         |  | Director                                         |  | July
    12, 2022
|Monica
    Woo            |  |                                                  |  |                  
|                          |  |                                                  |  |                  
|/s/Eugene
    Burleson    |  | Director                                         |  | July
    12, 2022
|Eugene
    Burleson       |  |                                                  |  |                  
|                          |  |                                                  |  |                  
|/s/Joseph
    Luhukay     |  | Director                                         |  | July
    12, 2022
|Joseph
    Luhukay        |  |                                                  |  |                  
|                          |  |                                                  |  |                  
|/s/Dr.
    Dallas C. Hack |  | Director                                         |  | July
    12, 2022
|Dr.
    Dallas C. Hack    |  |                                                  |  |                  





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