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 29, 2020

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: 702-990-3271

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:

[_] 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:  None.

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 8.01 OTHER EVENTS.

Artificial Intelligence Technology Solutions Inc. (the “Registrant”) is filing this Current Report on Form 8-K as a condition to seeking relief provided by the Securities and Exchange Commission Order under Section 36 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), granting exemptions from specified provisions of the Exchange Act, as set forth on March 4, 2020 in SEC Release No. 34-88318 and modified on March 25, 2020 in SEC Release No. 34-88465 (collectively the “Order”). In filing this Current Report on Form 8-K, the Registrant is relying on the Order to receive an additional 45 days to file its Annual Report on Form 10-K for the fiscal year ended February 29, 2020 and normally due on May 29, 2020 (the “10-K”). With this extension the Registrant expects to file the 10-K on or before July 13, 2020.

The global chain reactions caused by the outbreak COVID-19, also adversely affected the efficiency of the Registrant’s annual audit and the overall timeline of the Registrant’s preparation of the 10-K to be filed with the SEC.

The Registrant has attempted to take measures to overcome the adverse impact derived from the COVID-19 outbreak related to the annual audit and filing of the 10-K. To the best of the Registrant’s knowledge, despite the challenge of the recovery to normal operations albeit under various restrictions, the Registrant believes that it will be able to complete the annual audit and file the 10-K within the additional 45 days granted by the Order on or before July 13, 2020.

The Registrant supplements the following risk factor due to the uncertainty of the COVID-19 outbreak:

We are susceptible to general economic conditions, natural catastrophic events and public health crises, and a potential downturn could adversely affect our operating results in the near future.

Our business is subject to the impact of natural catastrophic events, such as public health crisis, such as disease outbreaks, epidemics, or pandemics, and all these could result in a decrease or sharp downturn of economies, including our markets and business locations in the current and future periods. The outbreak of the coronavirus (COVID-19) resulted in increased travel restrictions, and shutdown of businesses, which may cause slower recovery of the economy. We may experience impact from quarantines, market downturns and changes in customer behavior related to pandemic fears and impact on our workforce if the virus continues to spread. In addition, one or more of our customers, or suppliers may experience financial distress, delayed or defaults on payment, sharp diminishing of business, or suffer disruptions in their business due to the outbreak. The extent to which the coronavirus impacts our results will depend on future developments and reactions throughout the world, which are highly uncertain and will include emerging information concerning the severity of the coronavirus and the actions taken by governments and private businesses to attempt to contain the coronavirus. As the pandemic evolves and in the event of an increased spread or a second wave, it may result in a potential material adverse impact on our business, results of operations and financial condition. Wider-spread COVID-19 globally could prolong the deterioration in economic conditions and could cause decreases in or delays in production and/or negatively impact our short-term ability to grow our revenues.

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Forward-Looking Statements

Certain of the statements contained in this report should be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934, which can be identified by the use of forward-looking terminology such as “believes,” “expects,” “anticipates,” “estimates” or similar expressions. These statements relate to future events or the Registrant’s future financial performance. These forward-looking statements are based on the Registrant’s current expectations and beliefs concerning future developments of the COVID-19 outbreak and their potential effects on the Registrant. There can be no assurance that future developments of the COVID-19 outbreak affecting the Registrant will be those anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the control of the Registrant) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by such forward-looking statements. The Registrant undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

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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.

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