8-K
SurgePays, Inc. (SURG)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
Washington,D.C. 20549
FORM8-K
CURRENT REPORT
Pursuantto Section 13 or 15(d) of the Securities and Exchange Act of 1934
Dateof Report (Date of earliest event reported): February 11, 2021
SURGEPAYS,INC.
(Exact name of Registrant as specified in its charter)
| Nevada | 000-52522 | 98-0550352 |
|---|---|---|
| (State or other jurisdiction<br><br> <br>of incorporation) | (Commission<br><br> <br>File Number) | (IRS Employer<br><br> <br>Identification No.) |
3124Brother Blvd, Suite 104
BartlettTN 38133
(Addressof principal executive offices, including zip code)
901-302-9587
(Registrant’stelephone number, including area code)
Check the appropriate box below if the 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
| [ ] | Written<br> communication 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:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| None | None | None |
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).
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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
|---|
On February 11, 2021, both Carter Matzinger and David Ansani tendered their resignations from their positions as members of the Board of Directors (the “Board”) of SurgePays, Inc (the “Company”), effective immediately. Neither Mr. Matzinger’s nor Mr. Ansani’s resignations were due to any disagreements with the Company on any of the Company’s operations, policies or practices. Mr. Matzinger continues to serve as the Chief Strategic Officer of the Company and Mr. Ansani continues to serve as the Chief Administrative Officer of the Company.
Following Mr. Matzinger and Mr. Ansani’s resignations, the Company is seeking to appoint two new independent directors to the Board.
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.
| SURGEPAYS, INC. | ||
|---|---|---|
| Date:<br> February 18, 2021 | By: | /s/ Brian Cox |
| Name: | Brian<br> Cox | |
| Title: | Chief<br> Executive Officer |