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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 5, 2025
GLOBAL INTERACTIVE TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware |
|
001-41763 |
|
88-1368281 |
(State or other Jurisdiction
of Incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
160, Yeouiseo-ro, Yeongdeungpo-gu
Seoul, Republic of Korea |
|
07231 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
Registrant’s
telephone number, including area code: +82-2564-8588
| N/A
|
| (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 follow 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 |
| Common Stock, par value $0.001 per share |
|
GITS |
|
The Nasdaq Stock Market LLC |
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.
CURRENT REPORT ON FORM 8-K
Global Interactive Technologies, Inc.
September 5, 2025
Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 5, 2025, the Board of Directors (the
“Board”) of Global Interactive Technologies, Inc. (the “Company”) approved and adopted an amendment to the Company’s
Bylaws to add a provision authorizing the Board to remove a director for cause in limited, specified circumstances, consistent with the
authority granted to the Board under the Company’s Amended and Restated Certificate of Incorporation.
Except as specifically amended above, the Bylaws
remain in full force and effect.
The foregoing description
of the amended Bylaws is qualified in its entirety by reference to the full text of the Amendment to the Bylaws of the Company, which
is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated by reference herein.
On the same date, the Board, by the affirmative
vote of the disinterested directors, determined that cause existed for the removal of director Aram Ahn pursuant to the amended Bylaws.
The Board found that, among other material failures, Mr. Ahn failed to execute certain documents required in his capacity as a director
in order to comply with applicable regulatory requirements and contractual obligations, which the Board determined constituted cause under
the amended Bylaws. As a result, Mr. Ahn was removed from the Board, effective immediately.
Following Mr. Ahn’s removal, the Board continues
to consist of four directors.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change
in Fiscal Year.
The
information set forth above in Item 5.02 of this Form 8-K is incorporated herein by reference in its entirety.
Item 9.01 Financial Statements and Exhibits.
Exhibit
Number |
|
Description |
| 3.1 |
|
Amendment to Bylaws of Global Interactive Technologies, Inc. |
| 104 |
|
Cover Page Interactive Data (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.
| |
GLOBAL INTERACTIVE TECHNOLOGIES, INC. |
| |
|
| Dated: September 9, 2025 |
By: |
/s/ Taehoon Kim |
| |
|
Name: |
Taehoon Kim |
| |
|
Title: |
Chief Executive Officer |
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