Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 20, 2019

Cool Technologies, Inc.

(Exact name of registrant as specified in its charter)

Nevada

000-53443

75-3076597

(State or other jurisdiction

of incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

Identification Number)

8875 Hidden River Parkway

Tampa, Florida

33637

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (813) 975-7467

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:

¨	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 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 mart 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.

On May 20, 2019 Cool Technologies, Inc. (the “Company”), a Nevada corporation, entered into a Joint Venture Agreement (the “KeyOptions JV”) with KeyOptions Pty Ltd. (“Key Options”), an Australian corporation. Pursuant to the KeyOptions JV, i) the Company shall manufacture mobile power generation systems and other technologies that can be retrofit onto work trucks and ii) KeyOptions shall then install such technologies onto work trucks and then market and sell such trucks throughout Australia and select countries in the South East Asia. The KeyOptions JV has a five (5) year term and each party holds a fifty percent (50%) interest in the KeyOptions JV.

The description of the material terms of the KeyOptions JV are not intended to be complete and are qualified in their entirety by reference to the KeyOptions JV filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

10.1	Joint Venture Agreement with KeyOptions Pty Ltd, dated May 20, 2019

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, thereunto duly authorized.