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): July 19, 2018

 

VNUE, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

 

000-53462

 

98-0543851

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification Number)

 

104 W. 29 th Street 11 th Floor

New York, New York 10001

(Address of principal executive offices, including ZIP code)

 

(833) 937-5493

(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 (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))

 

 
 
 
 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

 

Effective July 19, 2018, Matthew Carona resigned as a director of VNUE, Inc. (the “Company”), as well as his position of Chief Operating Officer (COO) and president. Mr. Carona’s resignation from the Company did not result from any disagreement with the Company.

 

Pursuant to the Unanimous Written Consent of Directors in Lieu of Meeting, Dated July 20 th , 2018, the Company has named Lou Mann as a director to fill the vacancy created by Mr. Carona’s resignation. Mr. Mann is an Executive Vice President of the Company. Additionally, the Company has named its CEO, Zach Bair, as president. The Board of Directors elected Mr. Mann and Mr. Bair to the afore mentioned positions effective July 20 th , 2018.

 

Section 7 - Regulation FD

 

Item 7.01 Regulation FD Disclosure

 

By filing this Current Report on Form 8-K and furnishing the information contained herein, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD. The information is summary information that is intended to be considered in the context of the Company's Securities and Exchange Commission ("SEC") filings and other public announcements that the Company may make, by press release or otherwise, from time to time. The Company undertakes no duty or obligation to publicly update or revise the information contained in this Current Report on Form 8-K, although it may do so from time to time as its management believes is warranted. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

99.1

Press Release of VNUE, Inc., dated 23 July 2018

 

 

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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.

 

 

VNUE, INC.

 

Dated: July 20, 2018

By:

/s/ Zach Bair

 

Name:

Zach Bair

 

Title:

Chief Executive Officer, Chairman of the Board, Secretary and Treasurer

 

 

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