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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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 15, 2025
APPYEA,
INC.
| Nevada |
|
000-55403 |
|
46-1496846 |
| (State
or Other Jurisdiction |
|
(commission |
|
(IRS
Employer |
| Of
incorporation) |
|
File
Number) |
|
Identification
Number) |
| 16
Balfour Street, Jerusalem Israel |
|
00-00000 |
| (Address
of Principal Executive Offices) |
|
(Area
Code) |
(800)
674-3561
(Registrant’s
telephone number, including area code)
Not
applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
| ☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol |
|
Name
of each exchange on which registered |
| N/A |
|
N/A |
|
N/A |
Indicate
by check mark whether the registrant is an emerging growth company as defined in 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
7.01 Regulation FD Disclosure.
AppYea,
Inc. (the “Company”) is furnishing this Current Report on Form 8-K in connection with the disclosure of information regarding
the Company’s strategic direction during a webcast on September 16, 2025. The transcript of the webcast is included as Exhibit
99.1 to this Current Report on Form 8-K.
The
information in this Current Report on Form 8-K (including Exhibit 99.1) is furnished pursuant to Item 7.01 and shall not be deemed to
be “filed” for the purpose of Section 18 of the Exchange Act of 1934, as amended, or otherwise subject to the liabilities
of that section. This Current Report on Form 8-K will not be deemed an admission as to the materiality of any information in the Current
Report on Form 8-K that is required to be disclosed solely by Regulation FD.
Certain
Statements included in this report, which are not historical in nature, are forward-looking statements made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Statements relating to the future performance of AppYea are subject
to many factors including, but not limited to, the sufficiency or working capital to complete the multi-prong platform and realize our
business plans and new strategic direction, the going concern qualification in our financial statements, our ability to penetrate the
new intended markets, our success in integrating the platform and initiating go-to-market efforts, our success in commercializing the
integrated platform, our success in uplisting to Nasdaq or any other US exchange, evaluation of a Techlott token and a potential ICO,
market strategy and timelines, successful entry into prediction markets, the introduction of competitive products, the impact of any
adverse litigation, commercialization and technological difficulties, and the other risks identified in the Company’s Annual Report
on Form 10-K for the year ended December 31, 2024 filed with the Securities and Exchange Commission on April 15, 2025 and other filings.
Such statements are based upon the current beliefs and expectations of management and are subject to significant risks and uncertainties.
Actual results may differ from those set forth in the forward-looking statements.
We
do not have, and expressly disclaim, any obligation to release publicly any updates or any changes in our expectations or any change
in events, conditions, or circumstances on which any forward-looking statement is based.
Item
8.01 Other Events
On
October 15, 2025, the Company issued a press release announcing its business strategy and announcing the release of a transcript
of a webcast held on September 16, 2025 by the Company’s CEO Mr. Yakir Abadi. A copy of the press release is filed herewith as
Exhibit 99.2 to this Current Report on Form 8-K.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
| Exhibit
No. |
|
Description |
| |
|
|
| 99.1 |
|
Transcript of webcast conducted on September 16, 2025 |
| 99.2 |
|
Press Release issued on October 15, 2025 |
| 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 hereunto duly authorized.
| |
AppYea,
Inc. |
| |
|
|
| |
By: |
/s/
Ron Mekler |
| |
Name:
|
Ron
Mekler |
| |
Title: |
Chief
Financial Officer |
Date:
October 15, 2025
