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: October 19, 2023
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)
(619) 301-4200
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 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 19, 2023, the Company issued a press release entitled “TPT Global Tech Announces Loss of 15c2-11 Status Due to a Late Filing, and Actions Being Taken to Regain Compliance”. A copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01 Exhibits
The following exhibits are filed with this report on Form 8-K.
Exhibit Number |
| Exhibit |
| ||
104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| 2 |
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 19, 2023 |
| |
| 3 |
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
TPT Global Tech Announces Loss of 15c2-11 Status Due to a Late Filing, and Actions Being Taken to Regain Compliance
San Diego, California (October 18, 2023) - TPT Global Tech, Inc. ("TPT" or "TPT Global Tech") (OTCBB:TPTW), based in San Diego, CA a leading technology company, today announced the temporary loss of its 15c2-11 compliance status where it now is traded only in the “Expert market” due to a delay in filing the June 30, 2023 quarter 10Q, caused by a newly acquired subsidiary's late submission of financial information for the second quarter. This delay caused the rescission of the acquisition of that subsidiary and subsequent filing of an 8K detailing the recission.
The delay in filing occurred, as a result of the TPT newly acquired subsidiary not providing their financial information in a timely manner. Consequently, TPT Global Tech made the decision to rescind the acquisition and return the subsidiary back to its previous owner. The newly acquired subsidiary has now provided the necessary financial information, and TPT Global Tech is incorporating this information into its consolidated financial statements, even though the acquisition has been rescinded.
TPT Global Tech is actively working to incorporate the required financial information and plans to file its Form 10-Q shortly. This filing will bring the company back into current reporting status with the SEC, and the Over-the-Counter (OTC) markets. Upon the approval of the 15c-2-11 and regaining current status, we believe unsolicited trading of TPT Global Tech's stock will resume on the OTCPink.
"We understand the importance of timely and accurate financial reporting to our shareholders and the investment community," said Stephen Thomas, CEO of TPT Global Tech. "The delay caused by the subsidiary's late provision of records is unfortunate, but we have taken immediate and comprehensive steps to rectify the situation. We appreciate the cooperation of all parties involved, and we are confident that we will soon be back in compliance with all regulatory requirements."
TPT Global Tech remains committed to transparency and compliance. The company intends to regain its 15c2-11 status and resume normal trading activities as soon as possible.
About TPT Global Tech: www.tptglobaltech.com
TPT Global Tech, Inc. is a technology holding company based in San Diego, California. The Company operates in various sectors including media, telecommunications, Smart City Real Estate Development, and the launch of the first super App, VuMe technology platform.
As a media content delivery hub, TPT Global Tech utilizes its own proprietary global digital media TV and telecommunications infrastructure platform. TPT offers software as a service (SaaS), technology platform as a service (PAAS), and cloud-based unified communication as a service (UCaaS) solutions to businesses worldwide. Their UCaaS services enable businesses of all sizes to access the latest voice, data, media, and collaboration features.
For more information about TPT Global Tech and its subsidiaries, please visit www.tptgloabltech.com.
For media or Investment inquiries, please contact:
Rick Eberhardt
Rick@tptglobaltech.com
SOURCE: TPT Global Tech, Inc.
| 2 |