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Washington, D.C. 20549






Pursuant to Section 13 or 15(d) 

of the Securities Exchange Act of 1934


Date of Report (date of earliest event reported): September 8, 2022


Touchpoint Group Holdings Inc. 

(Exact Name of Registrant as Specified in its Charter)


Delaware   001-36530   46-3561419
State of Incorporation   Commission File Number   IRS Employer I.D. Number


4300 Biscayne Blvd,Suite 203

Miami, Florida 33137 

(Address of Principal Executive Offices)


Registrant’s telephone number: (305) 420-6640


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(g) of the Act:


Title of each class   Trading Symbol(s)   Name of each exchange on
which registered
Common Stock, par value $0.0001   TGHI   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 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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year


On September 8, 2022, Touchpoint Group Holdings Inc. (the “Company”) filed a Certificate of Amendment to its Certificate of Incorporation increasing the number of shares of common stock it is authorized to issue to 30,000,000,000. The Amendment also reduced the par value of the Company’s authorized common stock and preferred stock, including shares currently outstanding to $0.000001 per share


The foregoing description of the Amendment is qualified in its entirety by reference to the Amendment, a copy of which is filed as Exhibit 3.1 hereto.


Item 9.01 Financial Statements and Exhibits.


(d) Exhibits.


Exhibit No.   Description
3.1   Certificate of Amendment to Certificate of Incorporation of Touchpoint Group Holdings Inc.







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.


Dated: September 14, 2022 


  By:  /s/ Mark White
    Mark White, President 





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