Current Report Filing (8-k)
December 06 2018 - 6:13AM
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 30, 2018
BOXSCORE BRANDS, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware
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333-165972
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22-3956444
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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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1080 N. Batavia Street, Suite A
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Orange, California Orange, California
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92867
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(Address of principal executive offices)
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(Zip
Code)
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Registrant's telephone number, including
area code:
(855) 558-8363
(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))
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.
¨
CURRENT REPORT ON FORM 8-K
BoxScore Brands, Inc.
November 30, 2018
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Item 5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
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Effective December
3, 2018, Michael T. Carroll was appointed to be the President, Chief Executive Officer and Chief Financial Officer of BoxScore
Brands, Inc. (the “Company”).
Mr. Carroll, age 40, was
employed by MediumRare, Inc., a consumer products and manufacturing company, from October 2006 to March 2015. Simultaneously with
his employment at MediumRare, from August 2014 to present, Mr. Carroll was a business and marketing consultant with variety of
business clients.
Mr. Carroll began working
in the financial services sector, first as a sales associate at Donaldson, Lufkin & Jenrette from May 2000 to November 2000,
and Credit Suisse Group from November 2000 to May 2005, then as a financial advisor at Citigroup-Smith Barney from May 2005 to
October 2006.
Mr. Carroll earned an M.B.A.
in financial management from Pace University’s Lubin School of Business and an M.S. degree in accountancy from the University
of Phoenix.
As part of Mr. Carroll’s
compensation as the Company’s President, Chief Executive Officer and Chief Financial Officer, the Board of Directors of the
Company awarded Mr. Carroll warrants to purchase 3,000,000 shares of the Company’s common stock at $0.07_ per share for five
years, vesting in equal monthly installments over a two-year period.
Mr. Carroll has not previously
engaged in a related party transaction with the Company at any time, and there are no family relationships between Mr. Carroll
and any of the Company’s other executive officers or directors.
In connection with
Mr. Carroll’s appointment, David E. Graber resigned as the Company’s President, Chief Executive Officer, Chief Financial
Officer and a Director effective November 30, 2018. Additionally, Pamela Evans resigned as a Director of the Company effective
November 30, 2018. There were no disagreements or disputes with the Company concerning their resignations.
In addition, to
fill a vacancy on the Company’s Board of Directors, the Board elected Jared I. Levinthal, age 46, as a Director of the Company.
Jared I. Levinthal, Esq., is a Principal with Levinthal Wilkins, PLLC in Houston, TX. Mr. Levinthal is a 1997 graduate, with Honors,
of the University of Texas School of Law. Mr. Levinthal is a 1994 graduate of Tulane University with a BA, and is a member of the
Texas Bar.
Lastly, the Board
granted Mr. Levinthal 300,000 shares of restricted common stock for his service to the Board of Directors.
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Item 9.01.
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Financial Statements and Exhibits.
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(a)
Exhibits
. The exhibit listed in the following Exhibit Index is filed as part of this current report.
1
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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BOXSCORE BRANDS, INC.
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Date: December 4, 2018
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By:
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/s/ Michael T. Carroll
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Michael T. Carroll
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President, Chief Executive Officer and Chief Financial Officer
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