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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 29, 2026
CYBERLOQ
TECHNOLOGIES, INC.
(Exact
name of registrant as specified in its charter)
Nevada
(State
or other jurisdiction of incorporation)
| 000-56264 |
|
26-2118480 |
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
| 4837
Swift Road Suite 210-1, Sarasota, FL |
|
34231 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code (612) 961-4536
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
Stock |
|
CLOQ |
|
OTCQB |
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)) |
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 Definitive Agreement.
On
September 29, 2026, CyberloQ Technologies, Inc. (the “Company”) and Michigan Secure Capital Group Corp. (“MSCG”)
executed an Operating Agreement (the “Operating Agreement”) in connection with the parties’ entering into a joint-venture
relationship (the “Venture”). The parties intend to pursue the development, integration, and commercialization of technology-enabled
cybersecurity, authentication, compliance, wallet, and related products and services.
CyberloQ
and MSCG each have a 50% economic interest in the Venture. Distributable cash is to be allocated equally after authorized costs, expenses,
obligations, and reserves. The Venture is manager-managed, with MSCG having operational authority, subject to specified matters requiring
approval of CyberloQ.
Under
the Operating Agreement, CyberloQ will make available approved CyberloQ® and CyberloQ Secure® technologies, which may include
mobile-application technology, device registration, multi-factor authentication, biometric functionality, geolocation and geofencing,
application programming interfaces, and related integration support. MSCG will contribute or make available management, technology-development
coordination, compliance oversight, financial-infrastructure and commercialization capabilities, and approved rights to access, integrate,
or use technologies that may include CoreArmor™, automated-compliance architecture, Commercial Amazing Wallet, Amazing Wallet,
XpressPay, XchangeXpress, approved tokenization infrastructure, and Core-Sentinel™ when production-ready. The technology arrangements
are subject to the Operating Agreement’s approvals and licensing restrictions; neither member transfers ownership of its pre-existing
intellectual property merely by permitting its use or integration. CyberloQ has also committed to contribute 200,000,000 shares of CyberloQ
Class B Non-Voting Common Stock to the Venture. However, neither the Venture nor MSCG may sell, pledge, collateralize, finance, encumber,
transfer, or otherwise dispose of shares held by the Venture without CyberloQ’s prior written consent and upon an uncured material
breach by MSCG or the Venture, CyberloQ may require the Venture to reconvey to all previously contributed CyberloQ shares free and clear
of liens.
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.
| |
CYBERLOQ
TECHNOLOGIES, INC.
(Registrant) |
| |
|
|
| |
By: |
/s/
Christopher Jackson |
| |
|
Christopher
Jackson, President |
| |
|
|
| Date:
October 1, 2026 |
|
|
