Current Report Filing (8-k)
21 Junio 2022 - 5:01AM
Edgar (US Regulatory)
0001471781
false
0001471781
2022-06-16
2022-06-16
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of the Securities and Exchange Act of 1934
Date
of Report (Date of earliest event reported): June 16, 2022
GBT
TECHNOLOGIES INC.
(Exact
name of small business issuer as specified in its charter)
Nevada |
000-54530 |
27-0603137 |
(State
or other jurisdiction of incorporation or organization) |
Commission
File Number |
(I.R.S.
Employer Identification No.) |
2450
Colorado Ave., Suite 100E, Santa Monica, CA 90404
(Address
of principal executive offices) (Zip code)
Registrant’s
telephone number including area code: 888-685-7336
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (see General Instructions A.2. below):
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities
registered pursuant to Section 12(b) of the Act: Not applicable.
Title
of each class |
Trading
Symbol |
Name
of each exchange on which registered |
Not
applicable. |
|
|
Indicate
by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Item 1.01 |
Entry Into a Material Definitive Agreements |
|
|
Item 5.02 |
Departure of Directors or Certain
Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
Amendment
No. 1 to the Joint Venture and Territorial License Agreement by and between Ildar Gainulin and Maria Belova and GBT Technologies
Inc.
GBT
Technologies Inc. (the “Company”) and Ildar Gainulin and Maria Belova entered into Joint Venture and Territorial License
Agreement effective June 10, 2022 (the “Meta Agreement”) with respect to the formation of Metaverse Kit Corp., a joint
venture entered between the parties. The parties amended the Meta Agreement to further define the constitution of the Board of
Directors. As such, Section 4.2 of the Meta Agreement was amended and restated to provide that the Board of Metaverse Kit Corp.
shall consist of two Directors, one of whom shall be appointed by Ildar Gainulin and Maria Belova and the other shall be appointed
by the Company.
Amendment
No. 1 to the Joint Venture and Territorial License Agreement by and between Magic Internacional Argentina FC, SL and GBT Technologies
Inc.
The
Company and Magic Internacional Argentina FC, SL entered into Joint Venture and Territorial License Agreement effective April
11, 2022 (the “Tokenize Agreement”) with respect to the formation of GBT Tokenize Corp., a joint venture entered between
the parties. The parties amended the Tokenize Agreement to further define the constitution of the Board of Directors. As such,
Section 4.2 of the Tokenize Agreement was amended and restated to provide that the Board of GBT Tokenize Corp. shall consist of
two Directors, one of whom shall be appointed by GBT Tokenize Corp. and the other shall be appointed by the Company.
Amendment
No. 1 to the Joint Venture Agreement by and between Bitspeed LLC and GBT Technologies Inc.
The
Company and Bitspeed LLC entered into Joint Venture and Territorial License Agreement effective October 10, 2019 (the “Bitspeed
Agreement”) with respect to the formation of GBT Bitspeed Corp., a joint venture entered between the parties. The parties
amended the Bitspeed Agreement to further define the constitution of the Board of Directors. As such, Section 4.2 of the Bitspeed
Agreement was amended and restated to provide that the Board of GBT Bitspeed Corp. shall consist of two Directors, one of whom
shall be appointed by Bitspeed LLC and the other shall be appointed by the Company.
Departure
of Directors or Certain Officers
On
June 17, 2022, Michael Murray resigned as the President and Director of the Company so that he may fully devote all of his efforts
to GBT Tokenize Corp. and Metaverse Kit Corp., the Company’s joint ventures. Mr. Murray’s resignation was not the
result of any disagreements with management or board of directors of the Company.
The
foregoing description of the terms of the above transactions do not purport to be complete and are qualified in their entirety
by reference to the provisions of such agreements, the forms of which are filed as exhibits to this Current Report on Form 8-K.
Item
9.01 Financial Statements and Exhibits.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
|
|
GBT TECHNOLOGIES INC. |
|
|
|
|
|
By: |
/s/ Mansour Khatib |
|
|
|
|
|
Name: |
Mansour Khtib |
|
|
Title: |
Chief Executive Officer |
|
|
|
Date: |
June 17, 2022 |
|
GBT Technologies (PK) (USOTC:GTCH)
Gráfica de Acción Histórica
De Dic 2024 a Ene 2025
GBT Technologies (PK) (USOTC:GTCH)
Gráfica de Acción Histórica
De Ene 2024 a Ene 2025