Form 8-K - Current report

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): July 18, 2024

T STAMP INC.

(Exact name of registrant as specified in its charter)

Delaware

001-41252

81-3777260

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(I.R.S. Employer
Identification Number)

3017 Bolling Way NE, Floors 1 and 2, Atlanta, Georgia 30305

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (404) 806-9906

Not Applicable

(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:


o						Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o						Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o						Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o						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:

Title of each class

Trading
Symbol(s)

Name of each exchange
on which registered

Class A Common Stock, $0.01 par value per share

IDAI

The NASDAQ Stock Market LLC

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 x

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. o

Item 8.01. Other Events.

On July 13, 2024, T Stamp, Inc. (the “Company”) entered into a Letter of Intent with Qenta Inc., a Delaware corporation (“Qenta”) for a strategic alliance between the Company and Qenta to serve a global federated network including crypto, bank, and other financial services companies. The Letter of Intent is non-binding until the definitive transaction documents are executed.

On July 18, 2024, the Company issued a press release announcing its entry into the Letter of Intent with Qenta. A copy of that press release is being furnished herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following exhibits are filed or furnished with this Current Report on Form 8-K:


Exhibit No.						Description

99.1						Press Release of the registrant issued July 18, 2024
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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.


			T STAMP INC.

			By:			/s/ Gareth Genner
			Name: Gareth Genner
			Title: Chief Executive Officer

Dated: July 18, 2024

Exhibit 99.1

Trust Stamp announces a Letter of Intent for a transformative strategic alliance.

Trust Stamp announces entering a Letter of Intent for a strategic transaction that includes integration into a global Identity Consortium serving a federated network including crypto, bank, and other financial services companies.

July 18, 2024: Atlanta, Georgia. Trust Stamp (Nasdaq: IDAI) announced that it has entered into a Letter of Intent with Qenta Inc. for a strategic alliance to serve a global federated network including crypto, bank, and other financial services companies. The Letter of Intent is non-binding until the definitive transaction documents are executed.

Gareth N. Genner, CEO of Trust Stamp, commented: “Qenta is a global company that elevates the world’s citizens and businesses through a frictionless, accessible, secure, and compliant financial ecosystem that can digitize and democratize all of the world’s assets and transactions. According to a report by the Boston Consulting Group, the global movement from physical to digital transactions is estimated to result in $16 Trillion in annualized digital transactions by 2030, with resulting service revenue from tokenization predicted to grow from $2.81 Billion in 2023 to $13.2 Billion by 2032.”

Genner went on to say: “Qenta’s interlocking products and services, including the QOS blockchain, bridge the gap between legacy financial rails and the new, digital and tokenized economy and will be further enhanced by Trust Stamp’s proprietary technology providing secure, tokenized identity services ensuring both compliance and privacy. Given that twenty of our issued patents and nine of our pending patents are directly related to tokenization of identity and data, I believe that Trust Stamp is well positioned to play a significant role in the fast-growing digital transaction market.“

Brent De Jong, Chairman, CEO, and Founder of Qenta, commented: “This strategic alliance brings together two innovative companies with complementary technologies. Trust Stamp and Qenta share a vision of shaping the future of identity and data management. Combining our technologies and solutions will enhance capabilities for innovative and regulatory-compliant AI-powered solutions addressing data controls, privacy, secure content transfer, and payments. Our alliance will leverage relationships and activities in major market sectors such as finance, commodities, advertising, government, media, and sports. Both companies operate in multiple geographies and have complementary capabilities, enabling a more comprehensive and global delivery of products and services to businesses, governments, regulatory bodies, and consumers.”

Inquiries

Trust Stamp Email: Shareholders@truststamp.ai

About Trust Stamp

Trust Stamp is a global provider of AI-powered identity and tokenization services for use in multiple sectors, including banking and finance, regulatory compliance, government, real estate, communications, and humanitarian services. Its technology empowers organizations with advanced solutions that reduce fraud, protect personal data privacy, increase operational efficiency, and reach a broader base of users worldwide through its unique data transformation and comparison capabilities.

Located across North America, Europe, Asia, and Africa, Trust Stamp trades on the Nasdaq Capital Market (Nasdaq: IDAI).

Safe Harbor Statement: Caution Concerning Forward-Looking Remarks

All statements in this release that are not based on historical fact are “forward-looking statements,” including within the meaning of the Private Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The information in this announcement may contain forward-looking statements and information related to, among other things, the company, its business plan and strategy, and its industry. These statements reflect management’s current views with respect to future events-based information currently available and are subject to risks and uncertainties that could cause the company’s actual results to differ materially from those contained in the forward-looking statements. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. The company does not undertake any obligation to revise or update these forward-looking statements to reflect events or circumstances after such date or to reflect the occurrence of unanticipated events.

Cover Page	Jul. 18, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jul. 18, 2024
Entity Registrant Name	T STAMP INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-41252
Entity Tax Identification Number	81-3777260
Entity Address, Address Line One	3017 Bolling Way NE
Entity Address, Address Line Two	Floors 1 and 2
Entity Address, City or Town	Atlanta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30305
City Area Code	404
Local Phone Number	806-9906
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A Common Stock, $0.01 par value per share
Trading Symbol	IDAI
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Amendment Flag	false
Entity Central Index Key	0001718939