UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K/A
(Amendment No. 4)
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 21, 2023
FOMO WORLDWIDE, INC.
(Exact name of Registrant as specified in its Charter)
california | 001-13126 | 83-3889101 | ||
(State or other jurisdiction of incorporation) | (Commission File No.) | (IRS Employer Identification No.) |
831 W North Ave., Pittsburgh, PA 15233
(Address of principal executive offices)
(630) 708-0750
(Registrant’s Telephone Number)
(Former name or 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 240.13e-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 | ||
Common | FOMC | OTC Pink Current |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2) ☐
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 ☐
Background.
This Fourth Amendment to Form 8-K filed June 22, 2023 includes notice of transfer of 100% of the operating assets, customer lists and data, and software systems and support contracts from our wholly owned subsidiary SMARTSolution Technologies, Inc. (“SST”) to our wholly owned subsidiary Diamond Technology Solutions LLC (“DTS”). The notices are included herein as Exhibit 10.3.
FOMO WORLDWIDE, INC. is referred to in this Current Report on Form 8-K as “FOMO,” the “Company,” “we,” or “us”.
Item 8.01 Other Events.
On June 21, 2023, the Pennsylvania Department of State Bureau of Corporations and Charitable Organizations notified us that our application to create a new wholly owned subsidiary “Diamond Technology Solutions LLC” (“DTS”) had been processed and that the entity is now active. We intend DTS to offer education technology and services, including interactive plat panels (“IFPs”), computer equipment, communications, security and access control products, and audio visual solutions from U.S.-based vendors including ClearTouch and Galaxy Next Generation. We are meeting with management of both vendors at the ISTE conference in Philadelphia, PA June 25-28, 2023 (https://conference.iste.org/2023/) and intend to capitalize DTS for growth after executing required reseller, referral, regulatory, and legal paperwork.
Item 9.01. Exhibits
(a) Exhibits. The following exhibits are filed with this Current Report on Form 8-K:
Exhibit No. | Description | |
10.1 | FOMO Worldwide, Inc. SST DTS Operating Asset Sale and Transfer Agreement – June 26, 2023* | |
10.2 | Summary of Identified Operating Assets Transferred from SST to DTS* | |
10.3 | Notice of Transfer of SST Operating Assets and Customer Data to DTS – June 27, 2023 | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
Filed under Form’s 8K/A on June 26, 2023.
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.
FOMO WORLDWIDE, INC. | ||
Date: June 27, 2023 | By: | /s/ Vikram Grover |
Vikram Grover |