UNITED
STATES

SECURITIES
AND EXCHANGE COMMISSION

Washington,
D.C. 20549



FORM
10-Q/A

(Amendment
No. 1)



|[X] | Quarterly
    Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|--- | -------------------------------------------------------------------------------------------



For
the quarterly period ended March 31, 2020



or



|[  ] | Transition
    Report Pursuant Section 13 or 15(d) of the Securities Exchange Act of 1934
|---- | -----------------------------------------------------------------------------------------



For
the transition period from _____________ to _____________.



Commission
file number 000-53988



DSG
GLOBAL, INC.

(Exact
name of registrant as specified in its charter)



|Nevada                                                                                 |  | 26-1134956                                                  
|-------------------------------------------------------------------------------------- |  | ------------------------------------------------------------
|(State
        or other jurisdiction of
        incorporation
        or organization) |  | (I.R.S.
        Employer
        Identification
        No.)



312
– 2630 Croydon Drive

Surrey,
British Columbia, V3Z 6T3, Canada

(Address
of principal executive offices, zip code)



(604)
575-3848

(Registrant’s
telephone number, including area code)



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 [X] No [  ]



Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such files). Yes [  ] No [X]



Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act (Check one):



|Large
    accelerated filer | [  ] |                                                 | Accelerated
    filer         | [  ]
|--------------------------- | ---- | ----------------------------------------------- | ----------------------------- | ----
|Non-accelerated
    filer   | [  ] | (Do
    not check if smaller reporting company) | Smaller
    reporting company | [X] 



Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [  ] No
[X]



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



|Title
    of each class |  | Trading
    Symbols(s) |  | Name
    of each exchange on which registered
|----------------------- |  | ---------------------- |  | ---------------------------------------------
|None                    |  | N/A                    |  | N/A                                          



As
June 29, 2020, the issuer had 17,862,008 shares of common stock issued and outstanding.


















EXPLANATORY
NOTE



The
sole purpose of this Amendment No. 1 (the “Amendment”) to the Quarterly Report on Form 10-Q of DSG Global Inc. (the
“Company”) that was filed with the U.S. Securities and Exchange Commission (the “SEC”) on June 29, 2020
(the “Quarterly Report”) is to add this Explanatory Note regarding our reliance on SEC Release No. 34-88465 (the “SEC
Order”) issued by the SEC on March 25, 2020, under Section 36 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), in connection with the filing of the Quarterly Report. The SEC Order provides conditional relief to public companies
that are unable to timely comply with their filing obligations as a result of the novel coronavirus (“COVID-19”) outbreak
by extending, subject to the conditions of the SEC Order, the filing deadline by up to 45 days for certain Exchange Act reports
due on or before July 1, 2020.



As
previously disclosed in the Company’s Current Report on Form 8-K filed with the SEC on May 14, 2020, the Company determined
to rely on the relief provided by the SEC Order to delay the filing of the Quarterly Report due to circumstances related to the
COVID-19 pandemic.



As
a result of the global outbreak of COVID-19, in March 2020, the Company and its auditors experienced unanticipated delays in completing
the field work associated with the audit of the Company’s financial statements and the Company’s completing its Annual
Report on Form 10-K for the fiscal year ended December 31, 2019. These delays resulted in further delays being experienced by
the Company and its auditors in completing work associated with the Company’s Quarterly Report and to file a timely and
accurate Quarterly Report on Form 10-Q for the period ending March 31, 2020 by the prescribed date without undue hardship and
expense to the Company.



No
other changes have been made to the Quarterly Report, except that Part II, Item 6 of the Quarterly Report is also being amended
to refer to the updated Exhibit Index that is included herein for the purpose of including abbreviated officer certifications
that are being filed herewith. Because no financial statements have been included in this Amendment and this Amendment does not
contain or amend any disclosure with respect to Items 307 and 308 of Regulation S-K, paragraphs 3, 4 and 5 of the certifications
have been omitted. Similarly, we are not including the certifications under Section 906 of the Sarbanes-Oxley Act of 2002 as no
financial statements are being filed with this Amendment.



This
Form 10-Q/A speaks as of the original filing date of the Quarterly Report and has not been updated to reflect events occurring
subsequent to the original filing date.











PART
II: OTHER INFORMATION



|Exhibit
        Number |  | Exhibit
    Description                                                                                                                                                             |  | Filed
    Form |  | Exhibit |  | Filing
    Date |  | Herewith
|---------------------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | -------------- |  | ------- |  | --------------- |  | --------
|31.1                   |  | Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |  |                |  |         |  |                 |  | X       













SIGNATURES



Pursuant
to the requirements 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 9, 2020 | DSG
    Global Inc.
|---------------------- | -------------------
|                       | (Registrant)       
|                       |                    
|                       | By:                
|                       |                    
|                       |                    
|                       |                    
|                       |