Upay 8K Inc. Strengthens Portfolio with AML GO (Pty) Ltd Acquisition

UNITED

STATES

SECURITIES

AND

EXCHANGE

COMMISSION

Washington,

D.C.

20549

FORM

CURRENT

REPORT

Pursuant

Section

15(d)

the

Securities

Exchange

Act

1934

Date

Report

(Date

earliest

event

reported):

June 20, 2024

UPAY,

INC.

(Exact Name of Registrant as Specified in Its

Charter)

Nevada

(State or Other Jurisdiction of

Incorporation)

000-55747		37-1793622
(Commission File Number)		(IRS Employer Identification No.)

3 010 LBJ Highway , 12th Floor
Dallas, Texas		75234
(Address of Principal Executive Offices)		(Zip Code)

(972)

888-

6052

(Registrant’s

Telephone

Number,

Including

Area

Code)

Not

applicable

(Former Name or Former Address, if Changed Since Last

Report)

Check

the

appropriate

box

below

the

Form

8-K

filing

intended

simultaneously

satisfy

the

filing

obligation

the

registrant

under

any

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

Rule

13e-4(c)

under

the

Exchange

Act

(17

CFR

240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: None

Title

each

class

Trading

Symbol(s)

Name of each exchange on which

registered

Indicate

check

mark

whether

the

registrant

emerging

growth

company

defined

Rule

405

the

Securities

Act

1933

(17

CFR

§230.405)

Rule

12b-2

the

Securities

Exchange

Act

1934

(17

CFR

§240.12b-2). 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.

UPAY,

Inc.

referred

herein

“we”,

“us”

“our”

“UPAY”.

ITEM 8.01. OTHER EVENTS

On June

, 2024, we will be publishing a press release titled

“

UPAY Inc. Strengthens Portfolio with AML GO (Pty) Ltd Acquisition”.

The information in this Current Report on Form 8-K with respect to Item 8.01 (including the press release attached hereto as Exhibit 99.1) is being furnished pursuant to Item 8.01 of Form 8-K and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act. This current report on Form 8-K (including Exhibit 99.1) will not be deemed an admission as to the materiality of any information contained herein.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

Exhibit No.		Description

99.1		June 20, 2024 Press Release
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

	UPAY, INC.


Date: June 20 , 2024	By:	/s/ Jaco Folscher
	Name:	Jaco Folscher
	Title:	Chief Executive Officer

Upay (UPYY) 8-KUPAY Inc. Strengthens Portfolio with AML GO (Pty) Ltd Acquisition