Current Report Filing (8-k)
July 10 2019 - 2:14PM
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)
June 11,
2019
PCT LTD
(Exact name of registrant as specified in its
charter)
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Nevada
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000-31549
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90-0578516
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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4235 Commerce Street
Little River, South Carolina
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29566
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including
area code:
(843) 390-7900
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:
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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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☐
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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).
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☐
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If
an emerging growth company, indicate by check mark if the registrant has elected not
to use the extended transition period for comp
lying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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Item 3.02 Unregistered Sales of Equity Securities
TFK Investments LLC Note Conversions
From June 11, 2019 through July 2, 2019, the
Registrant issued TFK Investments LLC shares of its common stock upon partial conversion of the promissory note dated November
28, 2018 as follows:
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Date of Conversion
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Principal Amount Converted
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Conversion Price
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Number of
Shares Issued
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Principal Balance Remaining
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6/11/2019
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$4,292.50 plus $500.00 in fees
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$
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0.01917
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250,000
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$
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60,707.50
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6/15/2019
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$8,862.50 plus $500.00 in fees
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$
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0.003745
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2,500,000
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$
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51,845.00
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6/25/2019
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$3,763.00 plus $500.00 in fees
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$
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0.00147
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2,900,000
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$
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48,082.00
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6/27/2019
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$4,483.30 plus $500.00 in fees
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$
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0.00147
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3,390,000
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$
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43,598.70
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7/3/2019
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$5,100.00 plus $500.00 in fees
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$
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0.0014
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4,000,000
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$
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38,498.70
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Total
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$29,001.30
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13,040,000
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Power Up Lending Group Ltd Note Conversions
From June 12, 2019 through July 5, 2019, the
Registrant issued Power Up Lending Group LTD shares of its common stock upon partial conversion of the promissory note dated December
5, 2018 as follows:
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Date of Conversion
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Principal Amount Converted
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Conversion Price
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Number of
Shares Issued
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Principal Balance Remaining
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6/12/2019
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$
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12,000.00
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$
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0.0323
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371,517
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$
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51,000.00
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6/19/2019
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$
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15,000.00
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$
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0.0063
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2,380,952
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$
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61,500.00*
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6/25/2019
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$
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9,400.00
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$
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0.0036
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2,611,111
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$
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52,100.00*
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6/27/2019
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$
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9,300.00
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$
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0.0036
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2,583,333
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$
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42,800.00*
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7/1/2019
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$
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8,100.00
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$
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0.0031
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2,612,903
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$
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34,700.00*
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7/5/2019
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$
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10,400.00
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$
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0.0026
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4,000,000
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$
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24,300.00*
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Total
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$
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64,200.00
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14,559,816
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* Includes default amount
Crown Bridge Partners, LLC Note Conversions
From June 12, 2019 through June 27, 2019, the
Registrant issued Crown Bridge Partners, LLC shares of its common stock upon partial conversion of the promissory note dated November
28, 2018 as follows:
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Date of Conversion
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Principal Amount Converted
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Conversion Price
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Number of
Shares Issued
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Principal Balance Remaining
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6/12/2019
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$4,580.05 plus
$500 in fees
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$
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0.01917
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265,000
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$
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45,419.95
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6/19/2019
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$7,060.00 plus
$500 in fees
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$
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0.0028
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2,700,000
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$
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38,359.95
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6/26/2019
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$
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1,046.50
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$
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0.00035
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2,990,000
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$
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37,313.45
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6/27/2019
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$
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1,190.00
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$
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0.00035
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3,400,000
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$
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36,123.45
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Total
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$
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14,876.55
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9,355,000
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Current Outstanding Shares and Reserves
As of July 10, 2019 there
are 84,597,864 shares of the Registrant’s common stock issued and outstanding, and 215,402,136 shares of common stock that
have been reserved for conversion of additional convertible notes.
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.
PCT LTD
By:
/s/ F. Jody Read
F. Jody Read, CEO
Date: July 10, 2019
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