Current Report Filing (8-k)
April 17 2020 - 6:02AM
Edgar (US Regulatory)
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 (date of earliest event reported):
April
15, 2020
Migom
Global Corp.
(Exact
Name of Registrant as Specified in its Charter)
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Nevada
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333-216086
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61-1787148
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(State
of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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1185
6th Ave, 3rd floor
New
York, NY, 10036, USA
(Address
of principal office)
(212) 257
6711
(Registrant’s
telephone number, including area code)
(Former
Name or former address if changed from 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 (see General Instruction A.2. below):
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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. ☐
Securities
registered pursuant to Section 12(b) of the Act: None
ITEM
1.01 Entry into a Material Definitive Agreement
Migom
Global Corp. (the “Company”), entered into a Securities Exchange and Settlement Agreement (the “Agreement”)
with its controlling shareholder, Heritage Equity Fund LP (“Heritage”), dated April 16, 2020, pursuant to which the
Company agreed to issue Heritage 650,000 shares of its Series A Preferred Stock in exchange for $80,242.81 in accrued and unpaid
debt principle and interest, under three convertible debentures held by Heritage.
ITEM
3.02. Unregistered Sales of Equity Securities
Also
on April 16, 2020, the Company issued 650,000 shares of its Series A Preferred Stock, par value $.001 per share, to Heritage,
as described above. The shares of Series A Preferred Stock were issued pursuant to Section 3(a)(9) of the Securities Act of 1933.
as it was exchange for existing securities of the Company.
ITEM
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
On April 15, 2020, HRH Prince Maximillian
Habsburg tendered his resignation from the Board of Directors to the Company. Also on April 15, 2020, the remaining members of
the Board of Directors of the Company accepted HRH Prince Maximillian Habsburg’s resignation.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits:
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.
April
16, 2020
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Migom
Global Corp.
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By:
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/s/
Georgi Parrik
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Georgi
Parrik
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Title:
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President
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EXHIBIT
INDEX
3
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