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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): August 1, 2024
Global
Tech Industries Group, Inc.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
000-10210 |
|
90-1604380 |
| (State
or other jurisdiction |
|
(Commission |
|
(IRS
Employer |
| of
incorporation) |
|
File
Number) |
|
Identification
No.) |
511
Sixth Avenue, Suite 800
New
York, NY 10011
(Address
of Principal Executive Offices) (Zip Code)
(212)
204-7926
(Registrant’s
telephone number, including area code)
N/A
(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 (see General Instruction A.2. below):
| ☐ |
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 240.13(c)(c)) |
Securities
registered pursuant to Section 12(b) of the Act: None.
Securities
registered pursuant to Section 12(g) of the Act:
| Title
of each Class |
|
Trading
Symbol |
|
Name
of each exchange on which registered |
| Common
Stock |
|
GTII |
|
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
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
(c)
Effective as of August 1, 2024, Global Tech Industries Group, Inc.’s (the “Company”) board of directors (the “Board”)
appointed Afshin Luke Rahbari as the Chief Executive Officer and member of the Board and
as Chief Executive Officer of any other subsidiary of the Company as reasonably requested by the Company. Mr. Rahbari
fills the office vacated by David Reichman, who has retired, subsequent to a previously approved succession plan, effective
August 1, 2024, from his role as Chief Executive Officer. Mr. Reichman shall remain Chairman of the Board of the Company.
Mr.
Rahbari, age 57, has served as the Company’s Chief Operating Officer since May 1, 2024. The
Company had originally retained the services of Mr. Rahbari as a management consultant effective December 1, 2023 to assist the Board
in refocusing its short and long-term corporate goals, including a retirement and succession plan for its senior management.
There
is no arrangement or understanding between Mr. Rahbari and any other persons pursuant to which Mr. Rahbari was appointed to his positions.
There are no family relationships between Mr. Rahbari and any of the Company’s officers or directors. Other than as described below,
there are no other transactions to which the Company or any of its subsidiaries is a party in which Mr. Rahbari has a material interest
subject to disclosure under Item 404(a) of Regulation S-K. In connection with his appointment and/or continued service in his current
positions, the Company, and/or other Company subsidiaries may provide additional compensation to Mr. Rahbari in the future.
Mr.
Rahbari’s Employment Agreement Summary
As
previously disclosed on the Company’s Current Report on Form 8-K dated July 9, 2024 (the “July 8-K”), the Company entered
into an Employment Agreement (the “Employment Agreement”) with Mr. Rahbari pursuant to which Mr.
Rahbari was appointed as the Company’s Chief Operating Officer, effective as of May 1, 2024. The Employment Agreement further memorialized
Mr. Rahbari’s future appointment to Chief Executive Officer on or about August 1, 2024, subject to the terms and conditions of
the Agreement. Mr. Rahbari’s compensation is equity based such that Mr. Rahbari is eligible to receive in tranches up to
an aggregate of twenty-four million (24,000,000) shares of the Company’s Common Stock, par value $0.001 per share (“Common
Stock”), through the fiscal year ending December 31, 2026. In addition, Mr. Rahbari may receive a discretionary performance-based
bonus of ten million (10,000,000) shares of Common Stock upon the occurrence of certain performance goals and conditions as set forth
in the Employment Agreement.
The
foregoing description of the Employment Agreement is a summary only, does not purport to set forth the complete terms of the Employment
Agreement and is qualified in its entirety by reference to the form of the Employment Agreement as Exhibit 10.1 to the July 8-K and hereby
incorporated by reference.
Item
7.01 Regulation FD Disclosure.
On
August 5, 2024, the Company issued a press release announcing that it will name Mr. Rahbari as the Company’s Chief Executive
Officer and Mr. Reichman’s retirement from the Company’s Chief Executive Officer position. A copy of the Company’s
press release is attached as Exhibit 99.1 to this Current Report.
The
information in this Item 7.01, including Exhibit 99.1 attached hereto, is furnished pursuant to Item 7.01 and shall not be deemed “filed”
for any other purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of that Section. The information in this Item 7.01 of this Current Report 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 unless specifically provided otherwise.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
*
Furnished herewith.
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
| |
Global
Tech Industries Group, Inc. |
| |
|
| Date:
August 5, 2024 |
By: |
/s/
Afshin Luke Rahbari |
| |
Name:
|
Afshin
Luke Rahbari |
| |
Title: |
Chief
Executive Officer |
Exhibit
99.1
Global
Tech Industries Group, Inc. Announces
Luke
Rahbari’s Appointment as Chief Executive Officer
New
York, NY, August 5, 2024 (GLOBE NEWSWIRE) (OTC: GTII) Global Tech Industries Group, Inc. (“GTII” or the
“Company”), www.gtii-us.com, announced today that Mr. Luke Rahbari, having previously signed an employment agreement
with the Company on July 2, 2024, has officially stepped into the position of Chief Executive Officer effective as of August 1, 2024.
Mr. Reichman simultaneously retired from his position as CEO, and will continue to support Mr. Rahbari in his endeavors as he
takes the helm of GTII. At a board meeting, held on July 31, 2024, Mr. Rahbari’s appointment as Chief Executive officer and as
a member of the Board of Directors was confirmed by the Board of Directors by a unanimous vote.
David
Reichman, Chairman of the Company stated, “After many years of leading GTII, I am retiring from my role as CEO. It has
been an incredible journey, and I am immensely proud of what we have achieved together. I have full confidence in Mr. Rahbari and believe
his vision and leadership will take our company to new heights. During this transition period, I will be working closely with Mr. Rahbari
to ensure a smooth handover and continued success for GTII.”
About
GTII: GTII is incorporated in the State of Nevada, specializing in the pursuit of acquiring new and innovative technologies. For
more information, please visit https://gtii-us.com/, and you may follow our Company at: www.otcmarkets.com/stock/GTII.
Please
follow our Company at: www.otcmarkets.com/stock/GTII
Safe
Harbor Forward-Looking Statements:
This
press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are made under the “safe harbor”
provisions of the Private Securities Litigation Reform Act of 1995 and are relating to the Company’s future financial and operating
performance. All statements, other than statements of historical facts, included herein are “forward-looking statements”
including, among other things, statements about the Company’s beliefs and expectations. These statements are based on current expectations,
forecasts, and assumptions that involve risks as well as uncertainties that could cause actual outcomes and results to differ materially
from those anticipated or expected, including statements related to the amount and timing of expected revenues related to our financial
performance, expected income, distributions, and future growth for upcoming quarterly and annual periods. These risks and uncertainties
are further defined in filings and reports by the Company with the U.S. Securities and Exchange Commission (the “SEC”). Potential
risks and uncertainties include, but are not limited to, risks discussed in the Company’s Annual Report on Form 10-K for the fiscal
year ended December 31, 2023, filed with the SEC on April 16, 2024, the Company’s Quarterly Report on Form 10-Q for the fiscal
quarter ended September 30, 2023, filed with the SEC on November 14, 2023, and in the Company’s other filings with the SEC at www.sec.gov.
We have incurred and will continue to incur significant expenses in our development stage, noting that there is no assurance that we
will generate enough revenues to offset those costs in both the near and long term. New lines of business may expose us to additional
legal and regulatory costs and unknown exposure(s), the impact of which cannot be predicted at this time.
Words
such as “estimate,” “project,” “predict,” “will,” “would,” “should,”
“could,” “may,” “might,” “anticipate,” “plan,” “intend,” “believe,”
“expect,” “aim,” “goal,” “target,” “objective,” “likely” or similar
expressions that convey the prospective nature of events or outcomes generally indicate forward-looking statements. You should not place
undue reliance on these forward-looking statements, which speak only as of this press release. Unless legally required, we undertake
no obligation to update, modify or withdraw any forward-looking statements, because of new information, future events or otherwise.
Global
Tech Industries Group, Inc.
511
Sixth Avenue, Suite 800
New
York, NY 10011
Info@gtii-us.com
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Global Tech Industries (CE) (USOTC:GTII)
過去 株価チャート
から 8 2024 まで 9 2024
Global Tech Industries (CE) (USOTC:GTII)
過去 株価チャート
から 9 2023 まで 9 2024
