Current Report Filing (8-k)
November 15 2017 - 4:54PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 of 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of Earliest Event Reported): November 9, 2017
Life
Clips, Inc.
(Exact
Name of Registrant as Specified in its Charter)
Wyoming
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000-55697
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46-2378100
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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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Harbour
Centre, 18851 NE 29th Ave., Suite 700, Aventura, FL
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33180
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(Address
of principal executive offices)
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(Zip
Code)
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(800)
292-8991
(Registrant’s
telephone number, including area code)
N/A
(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 (see General Instruction A.2. below):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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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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[ ]
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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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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 [X]
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 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
November 9, 2017, Huey Long, the Chief Executive Officer of Life Clips, Inc. (the “Company”) and a member of the Company’s
board of directors, notified the Company’s board of directors of his resignation as Chief Executive Officer and a director,
effective November 24, 2017. Mr. Long sent a letter (the “Resignation Letter”), dated November 10, 2017, to the Company’s
board of directors relating to his resignation in which he alleged that the Company’s “Miami-based convertible note
holders continue to strengthen their grip on the Company” and indicated that he had not been paid by the Company since July
2017. In connection with his resignation, Mr. Long proposed that he and the Company enter into a mutual release agreement and
that the Company execute a promissory note in Mr. Long’s favor. As of the date hereof, the Company has not entered into
a mutual release agreement with Mr. Long and has not executed a promissory note in Mr. Long’s favor. A copy of the Resignation
Letter is attached hereto as Exhibit 17.1.
The
Company provided Mr. Long with a copy of the disclosure contained herein, prior to its filing with the Securities and Exchange
Commission (the “Commission”), and provided Mr. Long with the opportunity to furnish the Company as promptly as possible
with a letter addressed to the Commission stating whether or not he agrees with the statements herein and, if not, stating the
respects in which he does not agree. If the Company receives such a letter from Mr. Long, the Company will attach a copy of the
letter as an exhibit to an amendment to this Current Report on Form 8-K within two business days after receipt by the Company.
Item
9.01 Financial Statements and Exhibits.
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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LIFE
CLIPS, INC.
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Dated:
November 15, 2017
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/s/
Victoria Rudman
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Victoria
Rudman, Chief Financial Officer
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