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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): June 29, 2026
TAP
Real Estate Technologies, Inc.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
000-31267 |
|
27-1296318 |
| (State
or other jurisdiction |
|
(Commission |
|
(IRS
Employer |
| of
incorporation) |
|
File
Number) |
|
Identification
No.) |
| 101
W. Broadway |
|
|
| Suite
1450 |
|
|
| San
Diego, CA |
|
92101 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (786) 738-9012
(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 (see General Instruction 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)) |
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
Stock, par value $0.00001 |
|
RWAX |
|
OTCID |
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
December 30, 2025, TAP Real Estate Technologies, Inc. (the “Company”) entered into a License Agreement with TAP, Inc. (“TAP”)
to license certain technology from TAP. The License Agreement was set to expire on June 30, 2026. On June 29, 2026, the Company and TAP
entered into an Amended and Restated License Agreement (the “Amended and Restated License Agreement”). The Amended and Restated
License Agreement is a perpetual license and supersedes and replaces the original License Agreement.
Pursuant
to the terms of the Amended and Restated License Agreement, the Company licensed from TAP the right to use all of TAP’s token engine,
blockchain registry, wallet and other related technology in the real estate sector, exclusive as to third parties (TAP retains the right
to use the technology in the real estate sector itself). The Company agreed to pay TAP $700,000 for the license, of which $695,000 has
already been paid. The remaining $5,000 is due on or before September 30, 2026. The license is royalty free and, upon payment of the
remaining $5,000, fully paid up.
The
foregoing description of the Amended and Restated License Agreement does not purport to be complete and is qualified in its entirety
by reference to the Amended and Restated License Agreement which is filed as Exhibit 10.1 to this Current Report on Form 8-K.
Item
9.01 Financial Statements and Exhibits.
| Exhibits |
|
|
| |
|
|
| 10.1 |
|
Amended and Restated License Agreement dated June 29, 2026, between the Company and TAP, Inc. |
| 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 Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
| Date:
July 2, 2026 |
TAP
Real Estate Technologies, Inc. |
| |
|
|
| |
By: |
/s/
Gregory Hopkins |
| |
|
Gregory
Hopkins, CEO |