8-K 1 e1508_8k.htm FORM 8-K

 

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): September 10, 2019

 

Commission File Number 000-54530

 

GBT TECHNOLOGIES INC. 

(Exact name of registrant as specified in its charter)

 

Nevada 27-0603137
(State or other jurisdiction of incorporation or
organization)
(I.R.S. Employer Identification No.)

 

2500 Broadway, Suite F-125, Santa Monica, CA 90404 

(Address of principal executive offices)

 

424-238-4589 

(Issuer’s telephone number)

 

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))

 

 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.  /_/

 

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.    

 

 

 

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Item 1.01 – Entry Into a Material Definitive Agreement.

Item 2.01 – Completion of Acquisition or Disposition of Assets.

 

On September 10, 2019, GBT Technologies Inc. (the “Company”) entered into (i) a Stock Purchase Agreement with Mobiquity Technologies, Inc. (“MOBQ”) pursuant to which the Company agreed to return 15 million shares of MOBQ to MOBQ in exchange for 110,000 shares of common stock of the Company, (ii) a Stock Purchase Agreement with Marital Trust GST Subject U/W/O Leopold Salkind (“Salkind Trust”) pursuant to which the Company agreed to sell seven million shares of MOBQ to Salkind Trust in consideration of $67,200, (iii) Stock Purchase Agreement with Dr. Gene Salkind (“Salkind”) pursuant to which the Company agreed to sell Twenty Eight million shares of MOBQ to Salkind in consideration of $268,000 and (iv) a Stock Purchase Agreement with Deepanker Katyal (“Katyal”) pursuant to which the Company agreed to sell ten million shares of MOBQ to Katyal in consideration of 90,000 shares of common stock of the Company. The closing of the agreements occurred on September 13, 2019. There is no material relationship between the Company, on one hand, and MOBQ, Salkind Trust, Salkind and Katyal, on the other hand.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No. Description
10.1 Stock Purchase Agreement between Mobiquity Technologies, Inc. and GBT Technologies Inc. Dated September 10, 2019
10.2 Stock Purchase Agreement between Marital Trust GST Subject U/W/O Leopold Salkind and GBT Technologies Inc. dated September 10, 2019
10.3 Stock Purchase Agreement between Dr. Gene Salkind and GBT Technologies Inc. dated September 10, 2019

10.4

 

 

99.1

Stock Purchase Agreement between Deepanker Katyal and GBT Technologies Inc. dated September 10, 2019

 

GBT Technologies Inc. Pro Forma Consolidated Financial Statements as of June 30, 2019

 

 

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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/ Douglas Davis  
      Name:  Douglas Davis  
      Title: Chief Executive Officer  
           
Date:    September 16, 2019        
     Santa Monica, California        

 

 

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