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 earliest event reported: June 28, 2024

PCSEdventures!, Inc.

(Exact name of registrant as specified in its charter)

N/A

(Former name or address, if changed since last report)

Idaho	000-49990	82-0475383
(State<br> or Other Jurisdiction<br><br> <br>Of<br> Incorporation)	(Commission<br> <br><br> File Number)	(I.R.S.<br> Employer<br><br> <br>Identification<br> Number)

11915W. Executive Drive, Suite 101

Boise,Idaho 83713

(Address of Principal Executive Offices, Including Zip Code)

(208)343-3110

(Registrant’s Telephone Number, Including Area Code)

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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement<br> 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 and 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. ☐

Section7 - Regulation FD

Item7.01 Regulation FD Disclosure.

See Section 9, Financial Statements and Exhibits, Item 9.01, below, and Exhibit 99.

The information contained in this Item 7.01 and in Exhibit 99 is being furnished, and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liability under such Section 18. Furthermore, the information contained in this Item 7.01 and in Exhibit 99 shall not be deemed to be incorporated by reference into our filings under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act.

Section9 - Financial Statements and Exhibits.

Item9.01 Financial Statements and Exhibits.

(d)Exhibits:

Exhibit No.	Description of Exhibit
99	Press Release dated June 28, 2024
104	Cover<br> Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document).

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	PCSEdventures!, Inc.
Date:<br> June 28, 2024	By:	/s/ Michael J. Bledsoe
		Michael<br> J. Bledsoe
		President,<br> Director and Principal Financial Officer

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Exhibit99

FOR<br> IMMEDIATE RELEASE<br><br> <br>June<br> 28, 2024

PCS Edventures! Announces Results

For Fiscal Year 2024

Boise,Idaho, June 28, 2024 — PCS Edventures!, Inc. (“PCSV”), a leading provider of K-12 Science, Technology, Engineering and Mathematics (“STEM”) education programs, today announced results of operations for its fiscal year ended March 31, 2024.

Revenue was $9.1 million compared to $7.0 million in revenue for the same period last year. Net income before tax benefit was $2.9 million compared to $1.8 million in net income for the same period last year. The Company ended its fiscal year with $1.3 million in cash.

Mike Bledsoe, President, commented, “We had another record fiscal year in terms of revenue and net income, due in no small part to the heroic efforts of our employees that I witness every day. It is extremely gratifying to see our results align with these efforts.”

Todd Hackett, CEO, stated, “While we are proud of our accomplishments to date, we also recognize that there is a lot of work in front of us to take full advantage of the opportunities this company has. We believe that we only have a small sliver of the market that is available to us. When looking out over several years, we believe that there are tremendous growth opportunities available for us to successfully pursue.”

For more information about PCS Edventures!, Inc., visit our website.

Company financial information and reports can be found at https://www.sec.gov

AboutPCS Edventures!, Inc.

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PCS Edventures!, Inc. (“OTCPK: PCSV”) is a Boise, Idaho company that designs and delivers technology-rich products and services for the K-12 market that develop 21st-century skills. PCS programs emphasize experiential learning in Science, Technology, Engineering, and Math (“STEM”). https://edventures.com/.

Forward-LookingStatements.

This Press Release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are not a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time the statements are made and involve known and unknown risks, uncertainties and other factors that may cause our results, levels of activity, performance or achievements to be materially different from the information expressed or implied by the forward-looking statements in this press release. This Press Release should be considered in light of the disclosures contained in the filings of PCS and its “forward-looking statements” in such filings that are contained in the United States Securities and Exchange Commission (the “SEC”) Edgar Archives at https://www.sec.gov.

Contact.

Investor Contact: Michael Bledsoe 1.800.429.3110, mikeb@edventures.com

Investor Relations Web Site: https://investors.edventures.com/