Form 8-K - Current report

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, 2024

HIMALAYA TECHNOLOGIES, INC.

(Exact name of Registrant as specified in its Charter)

wyoming

000-55282

26-0841675

(State or other jurisdiction

of incorporation)

(Commission

File No.)

(IRS Employer

Identification No.)

625 Stanwix St. #2504, Pittsburgh, PA 15222

(Address of principal executive offices)

(630) 708-0750

(Registrant’s Telephone Number)

108 Scharberry Lane #2, Mars, PA 16046

(Former name or 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):

☐	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:

Title of each class		Trading symbol(s)		Name of each exchange on which registered
Common		HMLA		OTC Pink

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2) ☒

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 ☒

Himalaya Technologies, Inc. is referred to herein as “Himalaya”, “we”, “us”, or “the Company”.

Item 1.01 Entry into a Material Definitive Agreement.

On May 20, 2024, we engaged Inov8 Agency, Inc. (“Inov8”) to manage and fund our existing and future Web3, cryptocurrency, and healthy energy drink projects and maintain our public reporting status as OTC Pink Current. Under the Agreement, Inov8 will enhance and expand our social media businesses under Everest Networks, Inc., rollout The EVEREST Token crypto platform, and expand distribution of our FOMO healthy energy drink. For compensation, we will make monthly cash payments and/or accrue payables of $30,000.00 per month to Inov8 and Inov8 will receive 2,098,776 Restricted Series B Preferred shares of our stock that vest over three years. A copy of the Inov8 Agreement is included herein as Exhibit 10.1.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 20, 2024, we named Ryan Nguyen, an industry expert in Web3 platforms and cryptocurrencies, as CEO and Director. On May 21, 2024, Vikram Grover resigned his positions as CEO, Treasurer, Controller and Director but will remain CFO pending a transition to new management. Mr. Nguyen’s compensation is in negotiation with Inov8 Agency, Inc. Mr. Grover’s compensation is reduced from $12,500.00 per month in cash and/or stock to $5,000.00 per month cash.

Item 8.01 Other Events.

A press release announcing management changes and cryptocurrency liquidity pool plans was issued on May 23, 2024 and can be found herein under Exhibit 99.1.

Exhibit No.		Description
10.1		Himalaya Technologies, Inc. Inov8 Agency, Inc. Consulting Agreement – 05/20/2024
99.1		Himalaya Technologies, Inc. Press Release – 05/23/2024
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

	HIMALAYA TECHNOLOGIES, INC.

Date: May 29, 2024	By:	/s/ Ryan Nguyen
		Ryan Nguyen
		Chief Executive Officer

Exhibit 10.1

Exhibit 99.1

Press Release

For Immediate Release: May 23, 2024

HMLA Announces Management Change and Launch Of EverestLPP.com

Himalaya Technologies (OTC: HMLA), a premier technology development company, today announced the launch of EverestLPP.com.

HMLA is pleased to announce the appointment of Ryan Nguyen as the new CEO. Mr. Nguyen, previously the Director of Sales at DiVinciPay Corp, will now lead HMLA’s strategic direction and growth. His first initiative as CEO is the launch of the EverestLPP.com (https://www.everstlpp.com/) platform, designed to serve as the primary interface for projects seeking liquidity pool services and CEX listing consideration.

EverestLPP.com will evaluate potential projects for utility and scalability requirements. Current CEO Vikram Grover has resigned and will continue as the Company’s CFO and serve on the Board of Directors through the next phase.

Through the EverestLPP.com interface, the Company will provide initial liquidity pools for decentralized networks to support exciting blockchain utility and tokens. In return for providing the initial decentralized LP services for projects, HMLA will receive project tokens as the primary consideration.

Company Statements:

Ryan Nguyen stated, “Many projects falter due to flawed tokenomics, often exacerbated by presale pricing pressures at launch. As the primary partner, EverestLPP services and technology help to mitigate selling pressure, allowing HMLA to share in the projects’ success. The client success will enhance our revenue recognition and the utility of the Everest token itself.”

Vik Grover added ““The appointment of new management signified a new chapter for our Company as we complete our Web3 projects in social media, crypto, and healthy energy beverages. It’s time to punch them into the endzone and deliver on their substantial opportunities for growth.”

About Himalaya Technologies: Himalaya Technologies, listed on OTC: HMLA, is a technology development company focused on nurturing and bringing to market promising new projects that can be enhanced by blockchain and ai resources

Forward Looking Statements:

Statements in this press release about our future expectations, including without limitation, the likelihood that Himalaya Technologies, Inc. will be able to meet minimum sales expectations, be successful and profitable in the market, bring significant value to Himalaya’s stockholders, and leverage capital markets to execute its growth strategy, constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and as that term is defined in the Private Litigation Reform Act of 1995. Such forward-looking statements involve risks and uncertainties and are subject to change at any time, and our actual results could differ materially from expected results. The Company undertakes no obligation to update or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this statement or to reflect the occurrence of unanticipated events, except as required by law. Himalaya’s business strategy described in this press release is subject to innumerable risks, most significantly, whether the Company is successful in securing adequate financing. No information in this press release should be construed in any form shape or manner as an indication of the Company’s future revenues, financial condition, or stock price, nor is it a solicitation for investment.

Himalaya Contact

Investor Relations

(630) 708-0750

sales@theeveresttoken.com

Cover	May 20, 2024
Entity Addresses [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 20, 2024
Entity File Number	000-55282
Entity Registrant Name	HIMALAYA TECHNOLOGIES, INC.
Entity Central Index Key	0001409624
Entity Tax Identification Number	26-0841675
Entity Incorporation, State or Country Code	WY
Entity Address, Address Line One	625 Stanwix St. #2504
Entity Address, City or Town	Pittsburgh
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	15222
City Area Code	(630)
Local Phone Number	708-0750
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common
Trading Symbol	HMLA
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	true
Former Address [Member]
Entity Addresses [Line Items]
Entity Address, Address Line One	108 Scharberry Lane #2
Entity Address, City or Town	Mars
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	16046