Current Report Filing (8-k)

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) May 8, 2023

CYBERLOQ TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

Nevada

(State or other jurisdiction of incorporation)

000-56264		26-2118480
(Commission File Number)		(IRS Employer Identification No.)

4837 Swift Road Suite 210-1, Sarasota, FL		34231
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (612) 961-4536

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		CLOQ		OTCQB

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))

Item 1.01. Entry into a Material Definitive Agreement.

On June 3, 2023, Cyberloq Technologies, Inc., a Nevada corporation (the “Company”) issued a convertible note to one of the Company’s directors for the purchase price of $50,000 (the “Note”) The Note carries an interest rate of 12% per annum compounding monthly and matures on June 2, 2024. The Note contains a voluntary conversion mechanism whereby the noteholder may convert at any time after issuance, in whole or in part, the outstanding principal and interest under the Note into shares of the Company’s common stock at a conversion price of $0.02 per share.

Item 3.02. Unregistered Sales of Equity Securities.

The applicable information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 3.02. The Conversion Shares were not registered under the Securities Act, but qualified for exemption under Section 4(a)(2) and/or Regulation D of the Securities Act.

Item 5.02 Compensatory Arrangements of Certain Officers.

On June 27, 2023, the Board of Directors of the Company approved revisions to the employment contract with the Company’s President, Christopher Jackson, his base salary to $120,000 per year. The base salary of the Company’s other officer remained unchanged.

Item 8.01 Other Events.

On May 8, 2023, the Company was approved by OTC Markets Group Inc. to have its shares of common stock listed for trading on the OTCQB.

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.