Current Report Filing (8-k)
April 17 2020 - 11:34AM
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):
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April 13, 2020
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GREY CLOAK TECH INC.
(Exact name of registrant as specified in its
charter)
Nevada
(State or other
jurisdiction of incorporation)
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333-202542
(Commission
File Number)
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47-2594704
(I.R.S. Employer
Identification No.)
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10300 W. Charleston
Las Vegas, NV 89135
(Address of principal executive offices) (zip
code)
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(702) 201-6450
(Registrant’s telephone number, including
area code)
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(Former name or former address, if changed since last report.)
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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))
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. [_]
Section 1 – Registrant’s Business
and Operations
Item 1.01 Entry into a Material Definitive
Agreement.
Note Conversion Agreements and Advance Conversion
Agreements
Effective April 13, 2020,
we entered into a total of eighteen (18) agreements (16 Note Conversion Agreements and 2 Advance Conversion Agreements) whereby
an aggregate of $1,508,407.84 in outstanding principal and accrued interest was converted into an aggregate of 39,248,714 shares
of our common stock. The conversion price was either $0.03 per share or $0.05 per share, depending on the individual agreement.
The conversions included notes and advances held by our officers and directors and our largest shareholder, as follows:
Name
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Aggregate Principal and Interest
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Aggregate Shares
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Jay W. Decker
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$1,282,231.11
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33,418,004
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William Bossung
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$65,677.84
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2,189,262
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First Capital Properties LLC
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$16,180.00
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539,334
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Shelton S. Decker
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$33,717.78
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782,223
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Logan B. Decker
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$33,717.78
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782,223
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Kevin Pitts
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$51,255.56
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1,025,112
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Innovation Group Holdings, LLC
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$25,627.78
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512,556
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Section 3 – Securities and Trading
Markets
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Item 3.02
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Unregistered Sale of Equity Securities.
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The disclosure in Item
1.01 above regarding the issuance of securities in the exchange is incorporated herein by reference.
The shares of common stock
issued pursuant to the Note Conversion Agreements and the Advance Conversion Agreements were offered and sold in reliance on an
exemption from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended. The investors have acquired
the securities for investment purposes only and not with a view to, or for sale in connection with, any distribution thereof. The
securities were not issued through any general solicitation or advertisement.
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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Grey Cloak Tech Inc.
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Dated: April 17, 2020
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/s/ Kevin Pitts
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By: Kevin “Duke” Pitts
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Its: President
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