OZSC Ozop Energy Solutions

Filed: 11 Jun 21, 5:15pm






Washington, D.C. 20549





Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


June 7, 2021

Date of Report

(Date of earliest event reported)



(Exact name of registrant as specified in its charter)


Nevada 000-55976 35-2540672

(State or other jurisdiction

of Incorporation)



File Number)


(IRS Employer

Identification No.)


26 N. Main St.

Florida, NY 10921

(Address of principal executive offices, including zip code)


(845) 544-5112

(Registrant’s telephone number, including area code)


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
[  ]Soliciting material pursuant to Rule 14a-12 under the Exchange Act
[  ]Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
[  ]Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act


Securities registered pursuant to Section 12(b) of the Act:


Title of each class  Trading Symbol(s) Name of each exchange on which registered
None N/A N/A






Item 1.01 Entry into a Material Definitive Agreement.


On June 7, 2021, the Company entered into a Referral Program Agreement (the “Agreement”) with Brainbox AI Inc., a Canadian company (“Brainbox”). Under the terms of the Agreement, Brainbox shall pay the Company a quarterly referral fee of recurring revenue of any customer referred to Brainbox by the Company. The fees paid by Brainbox to the Company shall be ten percent (10%) for the first year, ten percent (10%) for the second year, five percent (5%) for the third year and five percent (5%) for the fourth year. The Agreement shall be for a term of one (1) year and shall automatically renew for successive one-year terms unless terminated by either party by providing the other with thirty (30) days written notice prior to the end of the initial terms of the then-current renewal term.


The foregoing information is a summary of the Agreement described above, is not complete, and is qualified in its entirety by reference to the full text of the Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K. Readers should review the Agreement for a complete understanding of the terms and conditions of the transaction described above.


Item 7.01 Regulation FD Disclosure.


The Company issued press releases on June 7, 2021 and June 9, 2021. A copy of the press releases issued by the Company are attached as Exhibits 99.1, 99.2, and 99.3 to this Current Report on Form 8-K, which are incorporated by reference solely for purposes of this Item 7.01 disclosure.


Exhibits 99.1, 99.2, and 99.3 contain forward-looking statements. These forward-looking statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed in these forward-looking statements.


The information set forth under this Item 7.01, including Exhibits 99.1, 99.2, and 99.3 is being furnished and, as a result, such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such Section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.


Item 9.01 Financial Statements and Exhibits.


(d) Exhibits.


Exhibit Number Description
10.1 Referral Program Agreement dated June 7, 2021
99.1 Press Release dated June 7, 2021
99.2 Press Release dated June 9, 2021
99.3 Press Release dated June 9, 2021






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 hereunto duly authorized.


Dated: June 11, 2021


 By:/s/ Brian Conway
 Name:Brian Conway
 Title:Chief Executive Officer