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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
and Exchange Act of 1934
Date of Report (Date of earliest event reported): July
21, 2026 (July 16, 2026)
GBT
TECHNOLOGIES INC.
(Exact name of small business issuer as specified in
its charter)
| Nevada |
000-54530 |
27-0603137 |
| (State or other jurisdiction of incorporation or organization) |
Commission File Number |
(I.R.S. Employer Identification No.) |
117 W. 9th Street, Los Angeles, California
90015
(Address of principal executive offices) (Zip code)
Registrant’s telephone number including area
code: 888-685-7336
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 Instructions
A.2. below):
☐ 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 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. ☐
Securities registered pursuant to Section 12(b) of the Act: Not applicable.
| Title of each class |
Trading Symbol |
Name of each exchange on which registered |
| Not applicable. |
|
|
Section 5 – Corporate Governance and Management
Item 5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Patrick Bertagna’s employment agreement as the
Interim Chief Executive Officer of GBT Technologies, Inc. (the “Company”) expired as of July 15, 2026. In connection with
that expiration, Mr. Bertagna also concurrently resigned from the Company’s Board of Directors (the “Board”). Neither
the expiration of the employment agreement nor his resignation from the Board was the result of any disagreement with the Company on any
matter relating to the Company’s operations, policies, or practices.
Immediately prior to Mr. Bertagna’s resignation
as the sole member of the Board, he appointed Minh Collins, the current President of Cube X Media Corporation, a wholly-owned subsidiary
of the Company, to serve as a director of the Company and also as the Company’s Chief Executive Officer. The appointments were effective
the following day, July 16, 2026. Mr. Collins will serve as a director until the Company’s 2027 Annual Meeting of Stockholders,
or until his successor is duly elected and qualified, or until his earlier death, resignation, or removal.
Mr. Collins has over 20 years of experience in film,
television, and commercial production. His directing credits include “Qualifying” (2021), “Clown Fear” (2020),
documentary “Rocking the Couch” (2019), and “Hit List,” an internationally distributed feature. Over the past
five years, his key roles have included serving as the Chief Executive Officer of 24 Collins Studios from January 2024 through the present,
and as a film director for Nu Boyana Film Studios since 2021. 24 Collins Studios provides comprehensive film and video production services
in California. Nu Boyana Film Studios is a film studio and sound stage, offering a full range of film production and post-production services
in Sofia, Bulgari. Mr. Collins also founded the Hollywood Florida Film Festival in 2015 and continues to serve as its creative visionary.
There are no family relationships between Mr. Collins
and any director or executive officer of the Company. Mr. Magers has not been involved in any transaction with the Company that would
require disclosure under Item 404(a) of Regulation S-K.
Exhibit
Number |
|
Description |
| |
|
|
| 104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
| |
GBT TECHNOLOGIES INC. |
| |
|
|
| |
By: |
/s/ Minh Collins |
| |
Name: |
Minh Collins |
| |
Title: |
Chief Executive Office & Director |
| |
|
|
| Date: July 21, 2026 |
|
|
