UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
(Exact name of Registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) |
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(I.R.S.
employer identification number) |
| (Address of principal executive offices) | (Zip Code) |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
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Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class: | Trading Symbol(s): | Name of Exchange on which Registered: | ||
| OTC Markets Group, Inc. |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
Growth Company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 Entry into a Material Agreement.
On May 13, 2025 GivBux, Inc. entered into a Share Exchange Agreement with Charter House Financial AU, a Nevada corporation, whereby GivBux, Inc. will issue up to five (5,000,000) million shares of restricted to Charter House in exchange for 100% of the private company. One hundred thousand (100,000) shares of restricted common stock are immediately deliverable and the transaction will close on July 13, 2025 pending completion of all due diligence pre requisites.
Item 9.01 Exhibit List
The material Transaction Documents Include: (1) Securities Purchase Agreement; (2) Warrant Agreement; (3) Registration Rights Agreement; and (4) Security Agreement included as exhibits herewith.
| Exhibit 9.01 | Share Exchange Agreement | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| GIVBUX, INC. | ||
| Date: June 18, 2025 | By: | /s/ Umesh Singh |
| Name: | Umesh Singh | |
| Title: | President and Chief Executive Officer | |