MTWO 8-K
M2i Global, Inc. (MTWO)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 8.01 Other Events
As previously reported, on June 18, 2025, a lawsuit captioned James Bernet, Kelsey James, LLC and BCA Cares, LLC v. M2i Global, Inc. was filed in the District Court of Washoe County, Nevada against M2i Global, Inc. (the “Company”). The plaintiffs allege claims for breach of contract, securities fraud, and related claims stemming from a 2022 consulting agreement that the Company entered into with James Bernet and 2023 stock subscription agreements that the Company entered into with Kelsey James, LLC and BCA Cares, LLC. The dispute primarily concerns the Company’s termination of the consulting agreement and the subsequent cancellation of certain shares of the Company’s common stock. In December 2025, the Company became aware that the court entered a default judgment in the matter. The judgment awarded the plaintiffs $18 million in damages and included declaratory relief that the plaintiffs have the right to an aggregate of 100 million shares of the Company’s common stock. Although the judgment was for $18.0 million in damages, the order provides that the money judgment may be satisfied in full, at M2i Global’s discretion, through the issuance of the 100 million shares consistent with such declaratory relief.
On February 12, 2026, the Company filed a motion to set aside the default judgement that was entered against it on November 12, 2025, and, if necessary, M2i Global may pursue an appeal. The motion to set aside the default judgement is currently pending before the Second Judicial District Court of the State of Nevada, and no ruling has been issued as of the date of this Current Report on Form 8-K.
On March 10, 2026, the Company participated in a mediation with Plaintiffs James Bernet, Kelsey James, LLC and BCA Cares, LLC, pursuant to which the parties agreed to certain material terms of settlement (the “Material Terms”). On March 19, 2026, the parties entered into a long-form settlement agreement (the “Settlement Agreement”) that sets forth the final terms of their settlement. Pursuant to the Settlement Agreement, the Company has agreed to initiate the transfer of 12,500,000 shares of its common stock to James Bernet within five (5) business days of the execution of the Settlement Agreement (the “Settlement Shares”). The Settlement Agreement includes a leak-out provision governing the resale of such shares. The Settlement Agreement further provides for mutual releases of all claims by the parties for any events, acts or omissions pertaining to or arising out of Plaintiffs’ relationship with the Company. The releases contained in the Settlement Agreement do not constitute an admission of wrongdoing by any party. The parties have agreed to file a stipulation and proposed order to set aside the default judgment and dismiss the action within five days of Bernet’s receipt of the Settlement Shares.
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.
Date: March 23, 2026
| M2i Global, Inc. | ||
| By: | /s/ Alberto Rosende | |
| Name: | Alberto Rosende | |
| Title: | Chief Executive Officer | |