Current Report Filing (8-k)
November 20 2020 - 05:18PM
Edgar (US Regulatory)
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)
November 19, 2020
TAUTACHROME INC.
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(Exact name of
registrant as specified in its charter)
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Delaware
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333-141907
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20-5034780
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(State or other
jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1846 E.
Innovation Park Drive, Oro Valley, Arizona
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85755
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(Address of principal
executive offices)
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(Zip Code)
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(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:
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Written communications pursuant to Rule 425
under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12
under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 1.01
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Entry into a Material Definitive
Agreement
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On November 19, 2020, the Registrant entered into a letter
agreement with Arknet Inc., a Delaware corporation (“Arknet”),
under which Arknet agreed to waive its right to collect annual fees
under its license agreement with the Registrant, dated October 17,
2018 (such license agreement, the “License”), until the date that
the Registrant’s aggregate gross revenue from products developed
under the License exceeds $500 million (such date, the “Due Date”).
Arknet’s waiver will not affect its entitlement to annual fees
under the License, which fees will continue to accrue and be owing
by the Registrant. In exchange for Arknet’s waiver, the Registrant
will pay Arknet interest on all annual fees that are unpaid and
owing under the License at the rate of 1% per annum, compounded
annually and calculated from the date on which such annual fees are
due under the License. All unpaid and owing annual fees, together
with all accrued and unpaid interest thereon, will be due and
payable by the Registrant on the Due Date.
Arknet is controlled by Dr. Jon N. Leonard and David LaMountain.
Dr. Leonard is the President, CEO, CFO and a director of the
Registrant, as well as being a controlling shareholder of the
Registrant. Mr. LaMountain is the COO and a director of the
Registrant.
The description of the terms and conditions of the letter agreement
set forth herein does not purport to be complete and is qualified
in its entirety by reference to the terms of the letter agreement,
which is filed as Exhibit 10.1 to this Current Report.
Item 9.01
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Financial Statements and
Exhibits
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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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TAUTACHROME INC.
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/s/ Jon N. Leonard
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Jon N. Leonard
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President & CEO
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Date: November 20, 2020
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