8-K

UNITEDSTATES

SECURITIESAND EXCHANGE COMMISSION

Washington,D.C. 20549

FORM8-K

CURRENTREPORT

Pursuantto Section 13 or 15(d) of the

SecuritiesExchange Act of 1934

Date of Report (Date of earliest event reported): September 4, 2020

VYSTARCORPORATION

(Exact Name of Registrant as Specified in Charter)

Registrant’s telephone number, including area code: (508) 791-9114

n/a

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Exchange Act:

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):

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. [  ]

Item1.02 Termination of a Material Definitive Agreement

On February 24, 2020, Vystar and Rotmans had entered into an agreement with Libertas Funding LLC to sell future receipts totaling $1,089,000 for a purchase price of $825,000. The Libertas funding has been paid off with no further obligation effective September 4, 2020.

Item2.03 Creation of a Direct Financial Obligation or an obligation under an Off-Balance Sheet Arrangement of a Registrant

On October 7, 2020, the Company entered into a $630,000 promissory note for a loan made by the President of the Company, Steven Rotman, at 5% note payable at maturity no later than July 1, 2021.

Item3.02 Unregistered Sales of Equity Securities

Payoff of $500,000 Loan. In 2018, certain investors borrowed $100,000 each from Fidelity Bank under a $500,000 revolving line of credit and the investors had used the proceeds to loan $500,000 to the Company. In lieu of repayment of principal and interest, the Company accepted subscriptions of 41,250,000 shares of common stock at $.016 per share on September 17, 2020. The shares are restricted pursuant to Section 4(2) of the Securities Act.

SIGNATURE

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.