8-K
Decentral Life, Inc. (WDLF)
UNITEDSTATES
SECURITIESAND EXCHANGE COMMISSION
Washington,D.C. 20549
FORM8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 3, 2021
SocialLife Network, Inc.
(Exact name of registrant as specified in its charter)
| Nevada | 000-55961 | 46-0495298 |
|---|---|---|
| (State<br> or other jurisdiction | (Commission | (IRS<br> Employer |
| of<br> incorporation) | File<br> Number) | Identification<br> Number) |
| 3465<br> S Gaylord Ct, Suite A509, Englewood, Colorado | 80113 | |
| --- | --- | |
| (Address<br> of principal executive offices) | (Zip<br> Code) |
(855) 933-3277
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 |
|---|---|
| [ ] | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act |
| [ ] | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act |
| [ ] | Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act |
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. [ ]
Social Life Network, Inc. referred to herein as “we”, “us”, or “our”
Item 8.01. Other Events
On June 3, 2021, we will issue a press release to update the status of our up listing application to OTC Markets to the OTCQB.
The information in this Current Report on Form 8-K with respect to Item 7.01 (including the Presentation attached hereto as Exhibit 99.1 hereto) is being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act. This current report on Form 8-K will not be deemed an admission as to the materiality of any information contained herein (including the Press Release attached hereto as Exhibit 99.1 hereto).
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits. The following exhibit is filed with this Current Report on Form 8-K:
| Exhibit<br> No. | Description |
|---|---|
| 99.1 | June 3, 2021 Press Release |
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Social<br> Life Network, Inc. | ||
|---|---|---|
| Dated:<br> June 3, 2021 | By: | /s/ Ken Tapp |
| Ken<br> Tapp, | ||
| Chief<br> Executive Officer |
Exhibit99.1
SocialLife Network Up Listing to the OTCQB - The Venture Market
LOS ANGELES, CA, June 3, 2021 - Social Life Network, Inc. (OTC: WDLF) announces today that it has received a final review from the OTC Markets, on its up-listing application to move the company from trading on the OTC Pink to the OTCQB (The Venture Market).
The Eligibility Requirements for an existing public company to begin trading on the OTCQB can be found at https://www.otcmarkets.com/corporate-services/get-started/otcqb
With Social Life Network up listing to the OTCQB, Investors who have access to data on 11,000+ securities through multiple channels including Bloomberg, REDI Technologies and Thomson Reuters, will have access to Social Life Network as well.
“The up listing from the OTC Pink to the OTCQB will bring greater visibility to our company and increase the accessibility of our shares to a much larger audience of retail shareholders” noted Social Life Network CEO, Ken Tapp. We have been notified this afternoon that our company has completed the application review by the OTC Markets, needed to up list to the OTCQB, however due to the minimum bid price test of $0.01 dropping below and posting a closing price of under $0.01 on June 2^nd^, the thirty-day requirement for closing above this amount will require a reset of that clock”, added Tapp.
The closing share price on June 2^nd^ was $0.0095, just $0.0005 below the thirty-day requirement.
The Company’s attorneys have been instructed to open an investigation into the precipitous drop in the Company’s stock price and to determine whether such drop is due to investor impatience, intentional market manipulation by certain market makers, or from recently exercised warrants flooding the markets with newly issued stock. The Company reports that it has just hired an outside expert analyst that has spent over 40 years in securities analysis to work with the Company’s attorneys in getting to the bottom of this as well as other stock related issues.
AboutSocial Life Network, Inc.
Social Life Network is a Technology Business Incubator (TBI) that, through individual licensing agreements, provides tech start-ups with seed technology development, legal and executive leadership, making it easier for start-up founders to focus on raising capital, perfecting their business model, and growing their network user-ship. Our seed technology is an artificial intelligence (“AI”) powered social network and Ecommerce platform that leverages blockchain technology to increase speed, security and accuracy on the niche social networks that we license to the companies in our TBI. Since the launch of the company in January of 2013, the Company has launched niche industry social networks to service the millions of business professionals and consumers in the residential real estate industry, the legal global cannabis industry, sports verticals including racket sports, golf, cycling, soccer, space exploration, auto racing, travel, hunting, fishing and camping. The Company operates in part, like a publicly traded tech incubator, and retains ownership in each licensee through stock and options ownership when they reach a contracted user ship growth, outlined in their licensing contracts. This allows the Company to minimize its expenses and exposure to failed startups licensees that use its platform.
For more information, visit our website @ www.SocialNetwork.ai
Watch our latest shareholder update podcasts @ www.SocialNetwork.ai/podcast
SAFEHARBOR & DISCLAIMER
This information does not constitute an offer to sell or a solicitation of an offer to buy securities or assets of Social Life Network, Inc. All information presented herein with respect to the existing business and the historical operating results of Social Life Network (“the Company”) and estimates and projections as to future operations are based on materials prepared by the management of the Company and involve significant elements of subjective judgment and analysis which may or may not be correct. While the information provided herein is believed to be accurate and reliable, the Company makes no representations or warranties, expressed or implied, as to the accuracy or completeness of such information. In furnishing this information, the Company reserves the right to amend or replace some or all of the information herein at any time and undertakes no obligation to provide the recipient with access to any additional information. Nothing contained herein is or should be relied upon as a promise or representation as to the future. No information in this press release should be construed as any indication whatsoever of the Company’s future revenues, results of operations, or stock price.
| Todd<br> Markey |
|---|
| Investor<br> Relations |
| Social<br> Life Network, Inc. |
| ir@socialnetwork.ai |
| 1-855-933-3277 |