UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
CURRENT REPORT
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Item 3.02 Unregistered Sales of Equity Securities.
Effective December 27, 2023, Stephen Morris, the Chief Technology Officer and a Director of Bubblr, Inc., d/b/a Ethical Web.Ai (“Company”), converted $821,431.87 in principal amount of promissory notes payable and due to him from the Company into 2,489,186 shares of Common Stock. The conversion price for the Common Stock was $.33 per share. As a result of this debt conversion, $821,431.87 has been removed from the debt side of the Company’s balance sheet as of December 31, 2023.
The above shares were issued to Mr. Morris pursuant to the exclusion from registration as provided in Regulation S of the Securities Act of 1933, as amended.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
There has been no change in the officers and Directors of the Company. However, certain modifications to compensatory arrangements and employment contracts of the officers and Directors are set forth below.
Compensatory Arrangements with Certain Officers and Directors
Waiver of Accrued Salaries
Effective December 31, 2023, each of the Company’s officers agreed to waive and forgive accrued salaries due to them through such date in the following amounts:
| Name of Officer | Amount of Accrued Salary Waived and Forgiven | |||
| Timothy Burks, CEO | $ | 270,000 | ||
| David Chetwood, CFO | $ | 236,200 | ||
| Stephen Morris, CTO | $ | 202,500 | ||
Effective December 31, 2023, one of our Directors, Prof. Paul Morrissey, waived and forgave $135,000 in Director Fees due to him through such date.
As a result of the foregoing waivers, the Company’s debt has been reduced by a total of $843,700 as of December 31, 2023, The above described $843,700 in debt reduction is in addition to the $821,431.87 in debt reduction described in Item 3.02, above. Therefore, the above transactions in the aggregate total approximately $1,665,181.87 in reduced Company debt and will be reflected in the Company’s financial statements as of December 31, 2023.
Contract Modifications
Effective December 31, 2023, the Company and Timothy Burks amended Mr. Burks’ Employment Agreement to reduce his base annual salary from $600,000 to $240,000.
Effective December 31, 2023, the Company and David Chetwood amended Mr. Chetwood’s Employment Agreement to reduce his base annual salary from $450,000 to $180,000.
Effective December 31, 2023, the Company and Stephen Morris amended Mr. Morris’s Employment Agreement to reduce his base annual salary from $360,000 to $90,000.
Effective December 31, 2023, the Company and Paul Morrissey amended Professor Morrissey’s Non-Executive Director Agreement to reduce his annual fees from $300,000 to $120,000.
Item 8.01 Other Events
Bubblr, Inc., d/b/a Ethical Web.AI (“Company”), announced today that the transactions described above have been effected. See Press Release attached hereto.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits – See “Exhibit Index” set forth below.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: January 8, 2024
| BUBBLR, INC. | ||
| By: | /s/ Timothy Burks | |
| Timothy Burks | ||
| Chief Executive Officer | ||
EXHIBIT INDEX
List of Exhibits attached or incorporated by reference pursuant to Item 601 of Regulation S-K