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| CIK | 897078 |
SEC Filings
SEC Filings (Chronological Order)
| July 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15/A CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-21202 Resonate Blends, Inc. (Exact name of registrant as specified in |
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| July 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. |
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| June 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the three months ended March 31, 2025 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact name o |
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| June 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. (Exact name of reg |
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| March 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-21202 Resonate Blends, Inc. (Exact name of registrant as specified in i |
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| March 14, 2025 |
Resignation Letter of James Morrison, Director, dated March 5, 2025 Exhibit 17.1 March 5, 2025 Board of Directors Apollo Biowellness, Inc. f/k/a Resonate Blends, Inc. One Marine Plaza, Ste 305A N. Bergen, NJ 07043 Re: Apollo Biowellness, Inc. f/k/a Resonate Blends, Inc. (the “Company”) Dear Sirs: Please be advised that I hereby resign as a President/CEO of Apollo Biowellness, Inc. f/k/a Resonate Blends, Inc., effective the close of business as indicated above. I w |
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| March 14, 2025 |
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 Report (Date of earliest event reported): March 5, 2025 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File |
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| November 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2024 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exac |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-21202 NOTIFICATION OF LATE FILING CUSIP NUMBER 76090M 102 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Re |
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| August 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2024 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact nam |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-21202 NOTIFICATION OF LATE FILING CUSIP NUMBER 76090M 102 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report |
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| August 12, 2024 |
Exhibit 10.2 |
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| August 12, 2024 |
Resignation Letter of Sandy Lipkins dated July 29, 2024 Exhibit 17.1 |
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| August 12, 2024 |
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 Report (Date of earliest event reported): August 12, 2024 (June 20, 2024) Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) |
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| July 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) ☒ Definitive Information Statement Resonate Blends, In |
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| June 27, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. 1) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) ☐ Definitive Information Statement Resonate Blends, I |
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| June 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) ☐ Definitive Information Statement Resonate Blends, In |
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| May 20, 2024 |
Exhibit 10.1 |
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| May 20, 2024 |
Exhibit 4.4 PRE-FUNDED COMMON STOCK PURCHASE WARRANT APOLLO BIOWELLNESS INC. A.K.A. RESONATE BLENDS, INC. Warrant Shares: 7,200,000 March 29, 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Ray Vollintine (including any permitted and registered assigns, the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and th |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2024 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact na |
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| May 20, 2024 |
Exhibit 4.1 |
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| May 20, 2024 |
Make-Whole Letter dated March 29, 2024, between the Company and Ray Vollintine Exhibit 10.4 Apollo Biowellness, Inc. A.K.A. Resonate Blends, Inc. March 29, 2024 Ray Vollintine 1621 East Georgia Ave Springfield, Ill 62703 Re: Make-Whole Provisions Ladies and Gentlemen: Reference is made to that certain pre-funded warrant of even date herewith (the Warrant”) for the purchase of up to 7,200,000 shares of common stock (the “Common Stock”) of Apollo Biowellness, Inc. A.K.A. Reson |
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| May 20, 2024 |
Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS PROMISSORY NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT F |
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| May 20, 2024 |
Security Agreement dated as of March 4, 2024, between the Company AJB Capital Investments, LLC Exhibit 10.2 |
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| May 20, 2024 |
Securities Purchase Agreement dated as of March 29, 2024, between the Company and Ray Vollintine Exhibit 10.3 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 29, 2024, by and between APOLLO BIOWELLNESS, INC. A.K.A. RESONATE BLENDS, INC., a Nevada corporation, with headquarters located at One Marine Plaza, Suite 305A, North Bergen, NJ 07047 (the “Company”), and RAY VOLLINTINE, residing at 1621 East Georgia Ave, Springfield, Ill 62703 (the “ |
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| May 20, 2024 |
Exhibit 4.3 |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-21202 NOTIFICATION OF LATE FILING CUSIP NUMBER 76090M 102 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report |
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| April 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) ☒ Definitive Information Statement Resonate Blends, In |
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| April 16, 2024 |
Amendment to Current Report on Form 8-K filed April 16, 2024. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 14, 2024 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission Fi |
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| April 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. (Exact name of reg |
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| April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) ☐ Definitive Information Statement Resonate Blends, In |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-21202 NOTIFICATION OF LATE FILING CUSIP NUMBER 76090M 102 (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Rep |
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| March 20, 2024 |
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 Report (Date of earliest event reported): March 14, 2024 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File |
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| March 20, 2024 |
Amendment to Share Exchange Agreement, dated March 18, 2024 Exhibit 10.2 |
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| March 20, 2024 |
Exhibit 10.3 |
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| March 20, 2024 |
Exhibit 10.1 |
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| March 7, 2024 |
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 Report (Date of earliest event reported): February 28, 2024 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission F |
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| March 7, 2024 |
Exhibit 2.1 |
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| February 26, 2024 |
Exhibit 2.1 SHARE EXCHANGE AGREEMENT by and among Resonate Blends, Inc. a Nevada corporation and Emergent Health Corp., a Wyoming corporation and the Holders of Series Class A Preferred Stock, the Class Convertible Non-Voting Preferred Stock and the Class F Preferred Stock of Emergent Health Corp. February 20, 2024 SHARE EXCHANGE AGREEMENT This SHARE EXCHANGE AGREEMENT (the “Agreement”) is entered |
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| February 26, 2024 |
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 Report (Date of earliest event reported): February 20, 2024 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission F |
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| January 25, 2024 |
SC 13G/A 1 sc13g.htm SCHEDULE 13G AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* RESONATE BLENDS, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 76090M102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Stat |
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| December 13, 2023 |
Definitive Agreement Dated June 20, 2023 Termination Notice Exhibit 99.1 December 7, 2023 Mr. Geoff Selzer Chief Executive Officer Resonate Blends, Inc. 26565 Agoura Road Suite 200 Calabasas, CA 91302 Definitive Agreement Dated June 20, 2023 Termination Notice Dear Mr. Selzer: We regret to inform you that Pegasus Specialty Vehicles, LLC (“Pegasus”) is submitting this Termination Notice to Resonate Blends, Inc. (“Resonate”) to immediately terminate the Defi |
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| December 13, 2023 |
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 Report (Date of earliest event reported): December 7, 2023 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission Fi |
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| November 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2023 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exac |
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| November 20, 2023 |
Certificate of Amendment dated July 20, 2020 Exhibit 3.1 |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-21202 NOTIFICATION OF LATE FILING CUSIP NUMBER 76090M 102 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Re |
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| August 23, 2023 |
Promissory Note, dated August 9, 2023 Exhibit 4.2 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND THIS NOTE, THE SECURITIES AND ANY INTEREST THEREIN MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT AND SUCH |
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| August 23, 2023 |
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 Report (Date of earliest event reported): August 1, 2023 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File |
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| August 23, 2023 |
Promissory Note, dated August 1, 2023 Exhibit 4.1 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND THIS NOTE, THE SECURITIES AND ANY INTEREST THEREIN MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT AND SUCH |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2023 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact nam |
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| August 14, 2023 |
Certificate of Amendment dated July 20, 2020 Exhibit 3.1 |
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| June 23, 2023 |
Registration Rights Agreement, dated June 20, 2023 Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 16, 2023, between Resonate Blends, Inc., a Nevada corporation (the “Company”), and each of the several “Investors signatory hereto (hereinafter, each a “Purchaser” and, collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Purchase Agreem |
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| June 23, 2023 |
Securities Purchase Agreement, dated June 20, 2023 Exhibit 10.1 EXECUTION SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of June 16, 2023 and is by and between Resonate Blends, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the Annex A hereto (each, including its successors and assigns, an “Investor” or “Holder”) and collectively, the “Investors”). WHEREAS, the Investor |
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| June 23, 2023 |
Company Loan and Security Agreement, dated June 20, 2023 Exhibit 10.3 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of June 20, 2023, is made by and between Pegasus Specialty Vehicles, LLC, an Ohio limited liability company (the “Borrower”), and Resonate Blends, Inc., a Nevada corporation (the, “Lender”). RECITALS WHEREAS, on even date herewith, the parties to this Agreement are parties to the Agreement and Pla |
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| June 23, 2023 |
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 Report (Date of earliest event reported): June 20, 2023 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File |
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| June 23, 2023 |
Agreement and Plan of Merger, dated June 20, 2023 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER This AGREEMENT AND PLAN OF MERGER, dated as of June 20, 2023 (this “Agreement” ), is by and among Pegasus Specialty Vehicles, LLC, an Ohio Limited Liability Corporation (“Company” ), Resonate Blends, Inc., a Nevada corporation (“Parent” ) and Pegasus Specialty Holdings LLC, an Ohio Limited Liability Corporation and wholly owned subsidiary of Parent (“Merger |
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| June 23, 2023 |
15% OID Senior Promissory Note, dated June 20, 2023 Exhibit 4.1 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAI |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2023 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact na |
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| May 22, 2023 |
Certificate of Amendment dated July 20, 2020 Exhibit 3.1 |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-21202 NOTIFICATION OF LATE FILING CUSIP NUMBER 76090M 102 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report |
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| April 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. (Exact name of reg |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 NT 10-K 1 formnt10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-21202 NOTIFICATION OF LATE FILING CUSIP NUMBER 76090M 102 (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on F |
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| March 20, 2023 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the shares of |
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| March 20, 2023 |
KOAN / Resonate Blends Inc / AJB Capital Investments LLC - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* RESONATE BLENDS, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 76090M102 (CUSIP Number) September 13, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| November 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2022 ? Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exac |
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| November 21, 2022 |
Certificate of Amendment dated July 20, 2020 Exhibit 3.1 |
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| November 14, 2022 |
Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits 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 Report (Date of earliest event reported): November 11, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission F |
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| November 14, 2022 |
Letter from Boyle CPA, LLC to the Securities and Exchange Commission Exhibit 16.1 November 11, 2022 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.W. Washington, D.C. 20549-7561 On November 11, 2022, we resigned as the independent registered public accounting firm of Resonate Blends, Inc. We have read the statements of Resonate Blends, Inc. included under Item 4.01 on Form 8-K to be filed with the Securities and Exchange Commissio |
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| November 14, 2022 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: September 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report |
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| September 20, 2022 |
Common Stock Purchase Warrant(16) Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REG |
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| September 20, 2022 |
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 Report (Date of earliest event reported): September 13, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission |
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| September 20, 2022 |
Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS PROMISSORY NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT F |
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| September 20, 2022 |
Securities Purchase Agreement(16) Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of September 8, 2022, by and between RESONATE BLENDS, INC., a Nevada corporation, with headquarters located at 26565 Agoura Road, Suite 200, Calabasas, CA 91302 (the ?Company?), and AJB CAPITAL INVESTMENTS, LLC, a Delaware limited liability company, with its address at 4700 Sheridan Street, Su |
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| August 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2022 ? Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact nam |
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| August 22, 2022 |
Certificate of Amendment dated July 20, 2020 Exhibit 3.1 |
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| August 15, 2022 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR For Period Ended: June 30, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report on Fo |
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| August 12, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits 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 Report (Date of earliest event reported): August 11, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission Fil |
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| August 12, 2022 |
Exhibit 99.1 |
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| July 27, 2022 |
KOAN / RESONATE BLENDS INC / FirstFire Global Opportunities Fund LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 RESONATE BLENDS INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 76090M102 (CUSIP Number) JULY 21, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ? Rule |
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| July 20, 2022 |
KOAN / RESONATE BLENDS INC / GS Capital Partners, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment No. Under the Securities Exchange Act of 1934 RESONATE BLENDS INC. (Name of Issuer) Common Stock (Title of Class of Securities) 76090M102 (CUSIP Number) July 15, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| July 19, 2022 |
Unregistered Sales of Equity Securities 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 Report (Date of earliest event reported): July 15, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File |
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| July 1, 2022 |
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 Report (Date of earliest event reported): June 27, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File |
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| July 1, 2022 |
Convertible Promissory Note(15) Exhibit 4.1 |
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| May 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2022 ? Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact na |
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| May 20, 2022 |
Certificate of Amendment dated July 20, 2020 Exhibit 3.1 |
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| May 16, 2022 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NT 10-Q 1 formnt10-q.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: March 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q |
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| April 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 2 ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. |
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| April 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. |
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| April 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. (Exact name of reg |
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| March 31, 2022 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report o |
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| March 8, 2022 |
Common Stock Purchase Warrant(14) EX-4.2 3 ex4-2.htm Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO A |
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| March 8, 2022 |
Securities Purchase Agreement, dated March 3, 2022 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of February 11, 2022 (the ?Execution Date?), by and between Resonate Blends, Inc., a Nevada corporation, with its address at 26565 Agoura Road, Suite 200 Calabasas, CA 91302 (the ?Company?), and Albert Richards (including its successors and assigns, the ?Buyer?) WHEREAS: A. The Company and the |
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| March 8, 2022 |
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 Report (Date of earliest event reported): March 3, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File |
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| March 8, 2022 |
Convertible Promissory Note(14) Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S |
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| February 10, 2022 |
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 Report (Date of earliest event reported): February 4, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission Fi |
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| February 10, 2022 |
Common Stock Purchase Warrant(13) Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| February 10, 2022 |
Convertible Promissory Note(13) Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S |
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| February 10, 2022 |
Convertible Promissory Note(13) Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S |
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| February 10, 2022 |
Common Stock Purchase Warrant(13) Exhibit 4.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| February 3, 2022 |
Securities Purchase Agreement(12) Exhibit 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of January 28, 2022, (the ?Execution Date?), by and between Resonate Blends, Inc., a Nevada corporation, with its address at 26565 Agoura Road, Suite 200 Calabasas, CA 91302 (the ?Company?), and Jefferson Street Capital LLC, a New Jersey limited liability company with an address at 720 Monroe |
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| February 3, 2022 |
Common Stock Purchase Warrant(12) Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| February 3, 2022 |
Convertible Promissory Note(12) Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S |
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| February 3, 2022 |
Securities Purchase Agreement(12) Exhibit 10.2 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of January 28, 2022 (the ?Execution Date?), by and between Resonate Blends, Inc., a Nevada corporation, with its address at 26565 Agoura Road, Suite 200 Calabasas, CA 91302 (the ?Company?), and BHP Capital NY, Inc., a New York corporation with an address at 45 SW 9th St., Suite 1603, Miami, FL |
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| February 3, 2022 |
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 Report (Date of earliest event reported): January 28, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission Fi |
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| February 3, 2022 |
Common Stock Purchase Warrant(12) Exhibit 4.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| February 3, 2022 |
Convertible Promissory Note(12) Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S |
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| November 22, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2021 ? Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exac |
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| November 15, 2021 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NT 10-Q 1 formnt10-q.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: September 30, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form |
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| November 1, 2021 |
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 Report (Date of earliest event reported): October 27, 2021 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission Fi |
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| September 13, 2021 |
EX-2.1 2 ex2-1.htm Exhibit 2.1 On behalf of Resonate Blends, a Nevada corporation (“Resonate” or the “Purchaser”), we are pleased to submit the following binding letter of intent for Resonate to acquire substantially all of the assets of the lemon & grass business and the Koan business (together, the “Business”) owned and operated by L & G USA Inc., a Delaware Corporation and L & G Canada Inc., an |
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| September 13, 2021 |
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 Report (Date of earliest event reported): September 9, 2021 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission F |
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| September 13, 2021 |
Resonate Blends Executes Binding LOI to Acquire a Wellness Cannabis Brand Exhibit 99.1 Resonate Blends Executes Binding LOI to Acquire a Wellness Cannabis Brand Strategic acquisition of Florida-based lemon and grass? expands Resonate?s market presence and national footprint through multi-state distribution and product-level synergies CALABASAS, Calif.?September 13, 2021 ? Resonate Blends, Inc. (OTCQB:KOAN), a Wellness Lifestyle cannabis holding company (?Resonate? or ?t |
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| August 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2021 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact nam |
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| August 16, 2021 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR For Period Ended: June 30, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report on Fo |
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| July 15, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 form8-k.htm 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 Report (Date of earliest event reported): July 15, 2021 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) |
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| July 15, 2021 |
Exhibit 99.1 |
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| June 25, 2021 |
STKS / One Group Hospitality Inc / Hoge Richard Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* RESONATE BLENDS INC. (Name of Issuer) Common Stock, par value $ 0.0001 (Title of Class of Securities) 76090M102 (CUSIP Number) November 27, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua |
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| June 22, 2021 |
8-K 1 form8-k.htm 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 Report (Date of earliest event reported): June 14 , 2021 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation |
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| May 19, 2021 |
Certificate of Amendment dated July 20, 2020 Exhibit 3.1 |
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| May 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q 10-Q 1 form10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2021 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate |
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| May 18, 2021 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NT 10-Q 1 formnt10-q.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: March 31, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition R |
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| April 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. (Exact name of |
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| April 1, 2021 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR For Period Ended: December 31, 2020 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] |
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| March 18, 2021 |
EX-99.1 7 ex99-1.htm Exhibit 99.1 Resonate Blends, Inc. Closes Private Placement The Company Plans to Launch KOAN® Cordials Into The Wellness Lifestyle Market CALABASAS, Calif.—March 18, 2021 – Resonate Blends, Inc. (OTCQB:KOAN), a Wellness Lifestyle cannabis holding company (“Resonate” or “the Company”), announced today it has closed its private placement raising $3,312,500 in gross proceeds. Aft |
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| March 18, 2021 |
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 Report (Date of earliest event reported): March 15, 2021 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File |
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| March 18, 2021 |
EX-4.2 3 ex4-2.htm Exhibit 4.2 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR REGISTERED OR QUALIFIED UNDER ANY STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS SUCH SALE, TRANSFER, PLEDGE OR HYPOTHECATION IS IN ACCORDANCE WITH SUCH ACT AND APPLICABLE STATE SECURITIES LAWS. W |
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| March 18, 2021 |
8% Unsecured Convertible Promissory Note(10) EX-4.1 2 ex4-1.htm Exhibit 4.1 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR REGISTERED OR QUALIFIED UNDER ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, DELIVERED AFTER SALE, TRANSFERRED, PLEDGED, OR HYPOTHECATED UNLESS QUALIFIED AND REGISTERED UNDER APPLICABLE STATE AND FEDERAL SECURITIES L |
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| March 18, 2021 |
EX-4.3 4 ex4-3.htm Exhibit 4.3 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR REGISTERED OR QUALIFIED UNDER ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, DELIVERED AFTER SALE, TRANSFERRED, PLEDGED, OR HYPOTHECATED UNLESS QUALIFIED AND REGISTERED UNDER APPLICABLE STATE AND FEDERAL SECURITIES L |
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| March 18, 2021 |
Form of Equity Subscription Agreement Exhibit 10.2 Exhibit A-1 Subscription Agreement for Accredited Investors (Attached) Exhibit A-1 - Page 1 Resonate Blends, Inc. Subscription Agreement for Accredited Investors This Subscription Agreement should be used only by investors who are investing on the basis of being an ?Accredited Investor? (as defined below). Investors who are investing on the basis of being a ?Non-U.S. Person? should co |
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| March 18, 2021 |
Form of Note Subscription Agreement EX-10.1 5 ex10-1.htm Exhibit 10.1 SUBSCRIPTION AGREEMENT Resonate Blends, Inc. 26565 Agoura Road, Suite 200 Calabasas, CA 91302 This Subscription Agreement (this “Agreement”) has been executed by the subscriber set forth in the signature page attached hereto (the “Subscriber”) in connection with the private placement offering (the “Offering”) of a maximum of $2,000,000 units (the “Units”) where ea |
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| February 26, 2021 |
8-K 1 form8-k.htm 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 Report (Date of earliest event reported): February 25, 2021 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporat |
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| February 12, 2021 |
8-K 1 form8-k.htm 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 Report (Date of earliest event reported): February 12, 2021 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporat |
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| December 17, 2020 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 Resonate Blends, Inc. Announces Q1 Launch For Its KOAN Cordials Product Line The Company Adds Top California Cannabis Strategist Gaynell Rogers to Advisory Board CALABASAS, Calif.—December 17, 2020 – Resonate Blends, Inc. (OTCQB:KOAN), a cannabis-based holding company (“Resonate” or “the Company”), today provides an update to shareholders on several topics relatin |
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| December 17, 2020 |
Financial Statements and Exhibits, Other Events 8-K 1 form8-k.htm 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 Report (Date of earliest event reported): December 17, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporat |
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| November 23, 2020 |
10-Q 1 form10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2020 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Reso |
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| November 23, 2020 |
Exhibit 3.1 |
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| November 16, 2020 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: September 30, 2020 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ |
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| September 21, 2020 |
Exhibit 99.1 Resonate Blends Restructures its Balance Sheet Through Equity Investment Company decreases debt via new equity injection and positions itself for launch phase CALABASAS, Calif.—September 21, 2020 – Resonate Blends, Inc. (OTCQB: KOAN) (“Company”), a cannabis holding company centered on valued-added holistic wellness and lifestyle brands, announces today that it has exercised its option |
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| September 21, 2020 |
Addendum to Securities Purchase Agreement(9) EX-10.1 2 ex10-1.htm Exhibit 10.1 September 16, 2020 This letter is an addendum to the Purchase Agreement (“SPA”) with FirstFire Global Opportunities Fund, LLC (“FirstFire”) issued on July 20, 2020 with a principal amount of $225,000, a $25,000 original issue discount and interest at 8% per annum. The principal balance and accrued but unpaid interest may be converted to our common stock at $0.10 p |
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| September 21, 2020 |
Other Events, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - 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 Report (Date of earliest event reported): September 18, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission |
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| August 20, 2020 |
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 Report (Date of earliest event reported): August 20, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission Fil |
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| August 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2020 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact |
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| August 14, 2020 |
Exhibit 3.1 |
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| August 10, 2020 |
Certificate of Designation for Series E Preferred Stock(7) Exhibit 3.2 |
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| August 10, 2020 |
8-K 1 form8-k.htm 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 Report (Date of earliest event reported): August 7, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation |
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| July 23, 2020 |
Securities Purchase Agreement(6) EX-10.1 3 ex10-1.htm Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 20, 2020, by and between RESONATE BLENDS, INC., a Nevada corporation, with headquarters located at 26565 Agoura Road, Suite 200, Calabasas, California 91302 (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with it |
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| July 23, 2020 |
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 Report (Date of earliest event reported): July 20, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File |
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| July 23, 2020 |
Secured Convertible Promissory Note(6) Exhibit 4.1 THIS INSTRUMENT CONTAINS AN AFFIDAVIT OF CONFESSION OF JUDGMENT PROVISION WHICH CONSTITUTES A WAIVER OF IMPORTANT RIGHTS BORROWER MAY HAVE AND ALLOWS THE HOLDER TO OBTAIN A JUDGMENT AGAINST BORROWER WITHOUT ANY FURTHER NOTICE. NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTER |
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| July 22, 2020 |
Completion of Acquisition or Disposition of Assets, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 20, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) |
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| July 20, 2020 |
EX-2.1 2 ex2-1.htm Exhibit 2.1 STOCK PURCHASE AGREEMENT STOCK PURCHASE AGREEMENT (the “Agreement”) made as of this 22nd day of May, 2020, by and between Resonate Blends, Inc., a Nevada corporation (the “Seller”), and Wais Asefi (“Asefi”), Nick Miniello, Juleon Asefi, and Curt Byers (each a “Buyer”, and collectively, the “Buyers”). WITNESSETH: WHEREAS, the Seller owns one hundred percent (100%) of |
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| July 20, 2020 |
EX-10.2 4 ex10-2.htm Exhibit 10.2 VOTING AGREEMENT To induce the parties to the Stock Purchase Agreement, dated as of May 22, 2020 (the “Purchase Agreement”), among Resolate Blends, Inc., a Nevada corporation (the “Seller”), and the buyers named therein (the “Buyers”), to enter into and perform the Purchase Agreement, the undersigned stockholder of the Seller whose name, address and signature appe |
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| July 20, 2020 |
Separation Agreement and Release(1) EX-10.1 3 ex10-1.htm Exhibit 10.1 SEPARATION AGREEMENT AND RELEASE This Separation Agreement and Release (“Agreement”) is made as of May 22, 2020, by and between Wais Asefi (“Employee”) and Resonate Blends, Inc., a Nevada corporation (the “Company”). Employee and the Company shall collectively be referred to herein as the “Parties”, and each individually as a “Party.” RECITALS WHEREAS, Employee wa |
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| July 20, 2020 |
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 Report (Date of earliest event reported): May 22, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File N |
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| June 29, 2020 |
10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2020 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonat |
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| June 18, 2020 |
Unaudited pro forma financial information (2) DEFM14C 1 formdefm14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [X] Definitiv |
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| June 17, 2020 |
United States securities and exchange commission logo June 17, 2020 Geoffrey Selzer Chief Executive Officer Resonate Blends, Inc. |
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| June 17, 2020 |
United States securities and exchange commission logo June 17, 2020 Geoffrey Selzer Chief Executive Officer Resonate Blends, Inc. |
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| June 16, 2020 |
8-K/A 1 form8-ka.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Amendment No. 1 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 22, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction |
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| June 16, 2020 |
RESONATE BLENDS, INC. 26565 Agoura Road, Suite 200 Calabasas, CA 91302 June 15, 2020 Via EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Mailstop 3561 Washington D.C., 20549-7010 Attention: Jeff Kauten Re: Resonate Blends, Inc. Preliminary Information Statement on Schedule 14C Filed May 28, 2020 File No. 000-21202 Dear Mr. Kauten: I write on behalf of Resonate Blends, Inc |
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| June 16, 2020 |
PRER14C 1 formprer14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [ ] Definitiv |
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| June 5, 2020 |
United States securities and exchange commission logo June 5, 2020 Geoffrey Selzer Chief Executive Officer Resonate Blends, Inc. |
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| June 5, 2020 |
United States securities and exchange commission logo June 5, 2020 Geoffrey Selzer Chief Executive Officer Resonate Blends, Inc. |
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| May 28, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [ ] Definitive Information Statement RE |
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| May 27, 2020 |
8-K 1 form8-k.htm 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 Report (Date of earliest event reported): May 22, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) |
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| May 27, 2020 |
Voting Agreement, dated May 22, 2020 EX-10.2 4 ex10-2.htm Exhibit 10.2 VOTING AGREEMENT To induce the parties to the Stock Purchase Agreement, dated as of May 22, 2020 (the “Purchase Agreement”), among Resolate Blends, Inc., a Nevada corporation (the “Seller”), and the buyers named therein (the “Buyers”), to enter into and perform the Purchase Agreement, the undersigned stockholder of the Seller whose name, address and signature appe |
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| May 27, 2020 |
Separation Agreement, dated May 22, 2020 EX-10.1 3 ex10-1.htm Exhibit 10.1 SEPARATION AGREEMENT AND RELEASE This Separation Agreement and Release (“Agreement”) is made as of May 22, 2020, by and between Wais Asefi (“Employee”) and Resonate Blends, Inc., a Nevada corporation (the “Company”). Employee and the Company shall collectively be referred to herein as the “Parties”, and each individually as a “Party.” RECITALS WHEREAS, Employee wa |
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| May 27, 2020 |
Exhibit 2.1 STOCK PURCHASE AGREEMENT STOCK PURCHASE AGREEMENT (the “Agreement”) made as of this 22nd day of May, 2020, by and between Resonate Blends, Inc., a Nevada corporation (the “Seller”), and Wais Asefi (“Asefi”), Nick Miniello, Juleon Asefi, and Curt Byers (each a “Buyer”, and collectively, the “Buyers”). WITNESSETH: WHEREAS, the Seller owns one hundred percent (100%) of the outstanding com |
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| May 14, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. (Exact name of registr |
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| May 14, 2020 |
Exhibit 99.1 May 11, 2020 Resonate Blends, Inc. 26565 Agoura Road, Suite 200 Calabasas, CA 91302 Attn: Geoffrey Selzer Geoffrey: We are located in New Jersey continuing to operate under a State of Emergency due to the outbreak of the corornavirus (COVID-19). As a result of the impact of COVID-19, the ability to complete our review for the period ended March 31, 2020 has been delayed. We reasonably |
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| May 14, 2020 |
Financial Statements and Exhibits 8-K 1 form8-k.htm 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 Report (Date of earliest event reported): May 14, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) |
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| March 31, 2020 |
March 30, 2020 Resonate Blends, Inc. 26565 Agoura Road, Suite 200 Calabasas, CA 91302 Attn: Geoffrey Selzer Geoffrey: We are located in New Jersey operating under a State of Emergency due to the outbreak of the corornavirus (COVID-19). As a result of the impact of COVID-19, the ability to complete our audit for the year ended December 31, 2019 has been delayed. We reasonably believe that we will b |
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| March 31, 2020 |
Financial Statements and Exhibits 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 Report (Date of earliest event reported): March 30, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File |
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| March 19, 2020 |
Securities Purchase Agreement, dated March 13, 2020 EX-10.3 7 ex10-3.htm Exhibit 10.3 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 13, 2020, by and between RESONATE BLENDS, INC., a Nevada corporation, with headquarters located at 26565 Agoura Road, Suite 200, Calabasas, CA 91302 (the “Company”), and JEFFERSON STREET CAPITAL LLC, a New Jersey limited liability company, with its address at 720 |
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| March 19, 2020 |
Securities Purchase Agreement, dated March 13, 2020 Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 13, 2020, by and between RESONATE BLENDS, INC., a Nevada corporation, with headquarters located at 26565 Agoura Road, Suite 200, Calabasas, CA 91302 (the “Company”), BHPCAPITAL NY INC., a New York corporation, with its address at 45 SW 9th Street, Suite 1603,Miami, FL 33130 (Buyer). W |
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| March 19, 2020 |
Securities Purchase Agreement, dated March 13, 2020 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 13, 2020, by and between RESONATE BLENDS, INC., a Nevada corporation, with headquarters located at 26565 Agoura Road, Suite 200, Calabasas, CA 91302 (the “Company”), and ARMADA CAPITAL PARTNERS LLC, a Delaware limited liability company, with its address at 7703 Springfield Lake Drive, |
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| March 19, 2020 |
Convertible Promissory Note, dated March 13, 2020 Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S |
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| March 19, 2020 |
Convertible Promissory Note, dated March 13, 2020 Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S |
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| March 19, 2020 |
Convertible Promissory Note, dated March 13, 2020 Exhibit 4.3 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S |
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| March 19, 2020 |
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 Report (Date of earliest event reported): March 13, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File |
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| March 18, 2020 |
EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (this “Agreement”), is dated as of March 10, 2020 (the Effective Date”), between Resonate Blends, Inc. |
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| March 18, 2020 |
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 Report (Date of earliest event reported): March 10, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File |
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| March 6, 2020 |
Settlement Agreement, dated March 3, 2020 Exhibit 10.1 SETTLEMENT AGREEMENT THIS AMENDING AGREEMENT dated this 3rd day of March 2020 BETWEEN: Cicero Holding Group, Inc. 1858 Pleasantville Rd., Suite 110 Briarcliff Manor, NY 10510 OF THE FIRST PART - AND- Resonate Blends, Inc. 26565 Agoura Rd., Suite 200 Calabasas, CA 91302 OF THE SECOND PART Background A. Cicero Holdings, Inc. and Resonate Blends, Inc. (the “Parties”) entered into the Con |
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| March 6, 2020 |
Financial Statements and Exhibits, Other Events 8-K 1 form8-k.htm 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 Report (Date of earliest event reported): March 3, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) |
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| January 22, 2020 |
8-K 1 form8-k.htm 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 Report (Date of earliest event reported): January 20, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporati |
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| December 16, 2019 |
8-K 1 form8-k.htm 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 Report (Date of earliest event reported): December 16, 2019 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporat |
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| December 16, 2019 |
Exhibit 3.1 |
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| December 13, 2019 |
TXHD / Textmunication Holdings, Inc. 10-Q/A - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2019 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textm |
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| December 11, 2019 |
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 Report (Date of earliest event reported): December 9, 2019 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commis |
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| November 19, 2019 |
TXHD / Textmunication Holdings, Inc. 10-Q - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2019 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textmunication Holdings |
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| November 14, 2019 |
TXHD / Textmunication Holdings, Inc. NT 10-Q - - U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: September 30, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ |
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| October 31, 2019 |
EX-2.3 4 ex2-3.htm |
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| October 31, 2019 |
Membership Interest Purchase Agreement(2) EX-2.1 2 ex2-1.htm |
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| October 31, 2019 |
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 Report (Date of earliest event reported): October 25, 2019 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commis |
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| October 31, 2019 |
EX-10.1 5 ex10-1.htm |
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| October 31, 2019 | ||
| October 31, 2019 |
Membership Interest Purchase Agreement(2) EX-2.2 3 ex2-2.htm |
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| October 10, 2019 | ||
| October 10, 2019 |
Regulation FD Disclosure, Financial Statements and Exhibits 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 Report (Date of earliest event reported): October 10, 2019 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commis |
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| August 14, 2019 |
TXHD / Textmunication Holdings, Inc. 10-Q - Quarterly Report - 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2019 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textmuni |
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| June 27, 2019 |
Textmunication Holdings, Inc. (the “Company”) 2019 INCENTIVE PLAN Section 1. PURPOSE The purpose of the Textmunication Holdings, Inc. 2019 Incentive Plan is to attract, retain and motivate employees, officers, directors, consultants, agents, advisors and independent contractors of the Company and its Related Companies by providing them the opportunity to acquire a proprietary interest in the Compa |
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| June 27, 2019 |
TXHD / Textmunication Holdings, Inc. S-8 - - S-8 1 forms-8.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Textmunication Holdings, Inc. (Exact name of registrant as specified in its charter) Nevada 58-1588291 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1940 Contra Costa Blvd. Pleasant Hill, CA |
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| June 27, 2019 |
Form of Warrant pursuant to the Securities Purchase Agreement dated June 11, 2019 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEM |
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| June 27, 2019 |
8-K 1 form8-k.htm 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 Report (Date of earliest event reported): June 11, 2019 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorpo |
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| June 27, 2019 |
Amended Certificate of Designation for Series D Convertible Preferred Stock AMENDED CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF THE SERIES D CONVERTIBLE PREFERRED STOCK OF TEXTMUNICATION HOLDINGS, INC I, Wais Asefi, hereby certify that I am the CEO and President of Textmunication Holdings, Inc. |
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| June 27, 2019 |
Form of Securities Purchase Agreement, dated as of June 11, 2019 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Securities Purchase Agreement” or “Agreement”) is dated as of June 11, 2019 (the Effective Date”), between Textmunication Holdings, Inc. |
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| June 25, 2019 |
Other Events, Financial Statements and Exhibits 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 Report (Date of earliest event reported): June 25, 2019 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commissio |
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| June 25, 2019 |
Textmunication Announces Transition to a Cannabis Holding Company EX-99.1 2 ex99-1.htm Textmunication Announces Transition to a Cannabis Holding Company PLEASANT HILL, CA, June 25, 2019, — Textmunication Holdings, Inc. (OTCM: TXHD) (“the Company”), a cloud-based communication technology holding company, announced today that it plans to change its business direction from its current SMS technology business to focus entirely on the emerging national cannabis marke |
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| May 21, 2019 | ||
| May 21, 2019 | ||
| May 21, 2019 |
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 Report (Date of earliest event reported): May 16, 2019 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission |
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| May 21, 2019 |
Amendment to Certificate of Designation for Series C Preferred Stock(5) |
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| May 20, 2019 |
TXHD / Textmunication Holdings, Inc. 10-K/A - Annual Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission file number: 000-21202 Textmunication Holdings, |
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| May 20, 2019 |
TXHD / Textmunication Holdings, Inc. 10-Q - Quarterly Report - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2019 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textmunication Holdings, In |
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| May 14, 2019 |
TXHD / Textmunication Holdings, Inc. NT 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: March 31, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Tr |
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| April 2, 2019 |
TXHD / Textmunication Holdings, Inc. U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR For Period Ended: December 31, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] |
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| April 2, 2019 |
TXHD / Textmunication Holdings, Inc. (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission file number: 000-21202 Textmunication Holdings, Inc. (Exact name of |
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| April 1, 2019 |
TXHD / Textmunication Holdings, Inc. / Thielen David Thomas Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Textmunication Holdings, Inc. (Name of Issuer) Common Stock, $0.001 Per Share Par Value (Title of Class of Securities) 883178 204 (CUSIP Number) David Thielen Textmunication Holdings, Inc. 1940 Contra Costa Blvd. Pleasant Hill, CA 94523 (Name, Address and Telephone Number |
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| April 1, 2019 |
TXHD / Textmunication Holdings, Inc. / Asefi Wais Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Textmunication Holdings, Inc. (Name of Issuer) Common Stock, $0.001 Per Share Par Value (Title of Class of Securities) 883178 204 (CUSIP Number) Wais Asefi Textmunication Holdings, Inc. 1940 Contra Costa Blvd. Pleasant Hill, CA 94523 925-250-4282 (Name, Address and Telepho |
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| April 1, 2019 |
TXHD / Textmunication Holdings, Inc. / Miniello Nick Allen Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Textmunication Holdings, Inc. (Name of Issuer) Common Stock, $0.001 Per Share Par Value (Title of Class of Securities) 883178 204 (CUSIP Number) Nick Miniello Textmunication Holdings, Inc. 1940 Contra Costa Blvd. Pleasant Hill, CA 94523 (Name, Address and Telephone Number |
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| November 19, 2018 |
TXHD / Textmunication Holdings, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2018 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textmunication Holdings |
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| November 14, 2018 |
TXHD / Textmunication Holdings, Inc. NT 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: September 30, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ |
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| October 17, 2018 |
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 Report (Date of earliest event reported): October 12, 2018 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction (Commission (I.R.S. Emplo |
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| October 17, 2018 |
Settlement Agreement and Release dated October 12, 2018 EX-10.1 2 ex10-1.htm SETTLEMENT AGREEMENT AND RELEASE This Settlement Agreement (the “Agreement”) is made as of the Effective Date (defined below) by and between (i) Lester Einhaus (“Einhaus”); and (ii) Textmunication Holdings, Inc. (“Textmunication”), Wais Asefi, and David Thielen (collectively the “Textmunication Parties”). Said parties are referred to collectively as the “Parties” and individua |
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| September 4, 2018 |
Entry into a Material Definitive Agreement 8-K 1 form8-k.htm 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 Report (Date of earliest event reported): September 4, 2018 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of inc |
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| August 20, 2018 |
TXHD / Textmunication Holdings, Inc. 10-Q/A (Quarterly Report) 10-Q/A 1 form10-qa.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2018 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Numbe |
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| August 15, 2018 |
TXHD / Textmunication Holdings, Inc. NT 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: June 30, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Tra |
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| August 15, 2018 |
TXHD / Textmunication Holdings, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2018 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textmunication Holdings, Inc |
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| August 15, 2018 |
Debt Settlement Agreement, dated August 4, 2017 DEBT SETTLEMENT AGREEMENT This DEBT SETTLEMENT AGREEMENT (this “Agreement”) is dated August 4, 2017 (the “Effective Date”), by and between Carebourn Capital, L. |
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| August 15, 2018 | ||
| July 19, 2018 |
TXHD / Textmunication Holdings, Inc. 10-Q/A (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2018 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textmunic |
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| July 11, 2018 |
Joseph Griffin Press Release from July 11, 2018 TEXTMUNICATION HOLDINGS, INC. ADDS JOSEPH GRIFFIN AS INVESTMENT ADVISOR PLEASANT HILL, CA/ July 11, 2018 – Textmunication Holdings, Inc. (TXHD.OB), a cloud-based mobile SMS and RCS marketing platform provider, announces the addition of Joseph Griffin as financial investment advisor and investor to the company. In his role, he will advise Textmunication on strategic investment opportunities and inv |
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| July 11, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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 Report (Date of earliest event reported): July 9, 2018 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission |
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| July 11, 2018 |
Thomas DiBenedetto Press Release from July 10, 2018 Thomas DiBenedetto Joins Textmunication Holdings, Inc. as Lead Advisor PLEASANT HILL, CA/ July 10, 2018 – Textmunication Holdings, Inc. (TXHD.OB), a cloud-based mobile SMS and RCS marketing platform provider, announces the addition of Thomas DiBenedetto as lead advisor and investor. In his role, he will advise Textmunication on business execution, growth initiatives and strategic investment opport |
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| June 27, 2018 |
TXHD / Textmunication Holdings, Inc. 10-Q (Quarterly Report) 10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2018 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textmun |
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| June 20, 2018 |
TXHD / Textmunication Holdings, Inc. 10-K (Annual Report) 10-K 1 form10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission file number: 000-21202 Textmunication Holdings, |
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| May 18, 2018 |
Board Consent to Change auditor WRITTEN CONSENT TO ACTION WITHOUT MEETING OF THE DIRECTORS OF Textmunication Holdings, Inc. |
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| May 18, 2018 |
Letter from GBH CPAs, PC to the Securities and Exchange Commission |
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| May 18, 2018 |
Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits 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 Report (Date of earliest event reported): May 15, 2018 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction (Commission (I.R.S. Employer |
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| May 16, 2018 |
TXHD / Textmunication Holdings, Inc. NT 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: March 31, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Tr |
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| April 10, 2018 |
Unregistered Sales of Equity Securities 8-K 1 form8-k.htm 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 Report (Date of earliest event reported): April 3, 2018 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction (Commissio |
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| April 9, 2018 |
TXHD / Textmunication Holdings, Inc. DEFR14C DEFR14C 1 defr14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT March 9, 2018 Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 [X] Filed by the registrant [ ] Filed by a party other than the registrant [ ] Preliminary Information Statement [ ] Confidential, for Use of |
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| April 2, 2018 |
TXHD / Textmunication Holdings, Inc. NT 10-K U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [X ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR For Period Ended: December 31, 2017 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ |
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| March 26, 2018 |
TXHD / Textmunication Holdings, Inc. DEF 14C DEF 14C 1 def14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT March 9, 2018 Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 [X] Filed by the registrant [ ] Filed by a party other than the registrant [ ] Preliminary Information Statement [ ] Confidential, for Use of t |
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| March 14, 2018 |
TXHD / Textmunication Holdings, Inc. PRE 14C PRE 14C 1 pre14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT March 9, 2018 Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 [X] Filed by the registrant [ ] Filed by a party other than the registrant [X] Preliminary Information Statement [ ] Confidential, for Use of t |
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| February 22, 2018 |
Entry into a Material Definitive Agreement 8-K 1 form8-k.htm 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 Report (Date of earliest event reported): February 22, 2018 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of inc |
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| February 22, 2018 |
Entry into a Material Definitive Agreement 8-K 1 form8-k.htm 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 Report (Date of earliest event reported): February 22, 2018 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of inc |
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| January 2, 2018 |
TXHD / Textmunication Holdings, Inc. / Gs Capital Partners, Llc - SCHEDULE 13G Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Textmunication Holdings, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 883178105 (CUSIP Number) 1/2/2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule |
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| November 22, 2017 |
TEXTMUNICATION HOLDINGS, INC. DELIVERS Q3 REPORT WITH 42% REVENUE INCREASE EX-99.1 2 ex99-1.htm TEXTMUNICATION HOLDINGS, INC. DELIVERS Q3 REPORT WITH 42% REVENUE INCREASE PLEASANT HILL, CA/ November 22, 2017 – Textmunication Holdings, Inc. (TXHD.OB), a cloud-based mobile SMS marketing platform provider, filed its 2017 3rd Quarter report on November 21, 2017. Textmunication reported a 42% revenue increase from $129,943 in Q3 2016 to $184,835 in Q3 2017. The 42% revenue in |
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| November 22, 2017 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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 Report (Date of earliest event reported): November 22, 2017 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commi |
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| November 21, 2017 |
TXHD / Textmunication Holdings, Inc. 10-Q (Quarterly Report) 10-Q 1 form10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2017 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Text |