Form 8-K - Current report

0001661039false--12-3100016610392024-06-082024-06-08iso4217:USDxbrli:sharesiso4217:USDxbrli:shares

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report:  June 8, 2024

 

TPT Global Tech, Inc.

(Exact name of registrant as specified in its charter)

 

Florida		333-222094		81-3903357
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification Number)

 

501 West Broadway, Suite 800, San Diego, CA 92101

(Address of Principal Executive Offices) (Zip Code)

 

[phone]

Registrant's telephone number, including area code

 

(Former name or former address, if changed since last report)

 

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:

 

☐	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: None 

 

Title of each Class		Trading Symbol		Name of each exchange on which registered
N/A		N/A		N/A

 

Indicate by check mark whether the registrant is an emerging growth company 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 5.03 Amendments to Articles of Incorporation or Bylaws

 

PREFERRED STOCK

 

Series F and Series G

 

On June 18, 2024, the Company filed Articles of Amendment to the Articles of Incorporation (“Amendment”) with the Florida Secretary of State with an effective date of June 8, 2024. A copy of the Articles of Amendment to the Articles of Incorporation is attached hereto as Exhibit 3.42.

 

The Amendment designated 8,000,000 shares of the authorized 100,000,000 shares of the Company's $0.001 par value preferred stock as the Series F Convertible Preferred Stock ("the Series F Preferred Shares."). A copy of the Certificate of Designation of the Series F Preferred Stock is attached hereto in its entirety as Exhibit 4.25.

 

In addition, the Amendment designated 3,000,000 shares of the authorized 100,000,000 shares of the Company's $0.001 par value preferred stock as the Series G Convertible Preferred Stock ("the Series G Preferred Shares."). A copy of the Certificate of Designation of the Series G Preferred Stock is attached hereto in its entirety as Exhibit 4.26.

 

Item 7.01 Regulation FD Disclosure.

 

Press Release

 

The information in this Item 7.01 of this Current Report is furnished pursuant to Item 7.01 and shall not be deemed "filed" for any purpose, including for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act regardless of any general incorporation language in such filing.

 

On October 2, 2024, the Company issued a press release entitled “TPT Global Tech Subsidiary Blue Collar Continues Push Into Music Documentary Market With Iconic Band Smash Mouth.” A copy of the press release is attached hereto as Exhibit 99.1.

 

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Item 9.01 Exhibits

 

The following exhibits are filed with this report on Form 8-K.

 

Exhibit Number		Exhibit
3.42		Articles of Amendment to Articles of Incorporation – Series F & G Preferred Stock
4.25		Certificate of Designation of Series F Preferred Stock
4.26		Certificate of Designation of Series G Preferred Stock
99.1		Press Release dated October 2, 2024
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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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, hereunto duly authorized.

 

	TPT GLOBAL TECH, INC.
	By:	/s/ Stephen J. Thomas III
		Stephen J. Thomas III,
	Title:	Chief Executive Officer
	Date: October 4, 2024

 

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Cover	Jun. 08, 2024
Cover [Abstract]
Entity Registrant Name	TPT Global Tech, Inc.
Entity Central Index Key	0001661039
Document Type	8-K
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Emerging Growth Company	false
Document Period End Date	Jun. 08, 2024
Entity File Number	333-222094
Entity Incorporation State Country Code	FL
Entity Tax Identification Number	81-3903357
Entity Address Address Line 1	501 West Broadway
Entity Address Address Line 2	Suite 800,
Entity Address City Or Town	San Diego
Entity Address State Or Province	CA
Entity Address Postal Zip Code	92101
City Area Code	619
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Local Phone Number	301-4200

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