Correspondence 0001493152-24-001859 from Digital Locations, Inc. (DLOC) (CIK 0001407878)
Digital Locations, Inc. (DLOC) (CIK 0001407878)
Date: Jan. 9, 2024 · CIK: 0001407878 · Accession: 0001493152-24-001859
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File numbers found in text: 333-274849
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CORRESP
1
filename1.htm
Digital
Locations, Inc.
January
9, 2024
Via
Edgar Submission
United
States Securities and Exchange Commission
Division
of Corporation Finance
Office
of Energy and Transportation
100
F Street, N.E.
Washington,
D.C. 20549
Re:
Digital
Locations, Inc.
Amendment No. 2 to Registration
Statement on Form S-1 Filed December 14, 2023
File No. 333-274849
Ladies
and Gentlemen:
Digital
Locations, Inc. (the “Company”) provides the following response (the “Response Letter”) to the comments contained
in the letter (the “Comment Letter”) of the staff of the Division of Corporation Finance (the “Staff”) of the
U.S. Securities and Exchange Commission (the “Commission”) dated January 4, 2024, relating to the above-referenced filing.
In
response to the following enumerated comments in the Comment Letter, we respectfully submit the following responses:
Executive
Compensation, page 33
1.
Please
update your executive compensation disclosure for your fiscal year ended December 31, 2023. Refer to Item 402 of Regulation S-K and
Question 117.05, C&DI of Regulation S-K.
RESPONSE:
We have updated the Executive Compensation table and the dates throughout the document.
Thank
you for your assistance and review; we look forward to resolving any further comments or questions. Please reach out to our legal counsel,
Callie Jones, at (801)303-5721 with any additional comments.
Sincerely,
Digital
Locations, Inc.
/s/ Richard Berliner
Richard
Berliner, CEO