SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September
(Exact name of registrant as specified in
|(State or Other Jurisdiction
488 Madison Avenue, 12th Floor
New York, NY 10022
(Address of principal executive offices,
including zip code)
telephone number, including area code)
Adam S. Gottbetter, Esq.
Gottbetter & Partners, LLP
Phone: (212) 400-6900
101 Ridge Rd.
North Arlington, NJ 07031
(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; Compensatory Arrangements of Certain Officers.
As previously reported, effective September
18, 2012, Jarnes Khorozian resigned as the sole director and as the President, Secretary and Treasurer of Charlie GPS Inc. (the
Effective September 21, 2012, stockholders
of the Company holding at least the requisite voting power, under Nevada law, of the issued and outstanding stock of the Company
entitled to vote, acting by written consent without a meeting, appointed Lisa Andoh as sole director of the Company, to serve until
the next annual meeting of the stockholders of the Company, and until her successor is duly elected or appointed and qualified,
or until his prior resignation or removal.
Effective September 21, 2012, the Board
of Directors of the Company appointed Ms. Andoh as the Company’s President, Treasurer and Secretary, to serve at the pleasure
of the Board of Directors.
Ms. Andoh, 50, has been since November
2011, the Vice President of Finance and Controller of FilmOn.TV Networks, an internet and broadband wireless television provider,
and is the principal of I Am Productions, Inc., whose primary business is entertainment finance, production and distribution. From
July 2010 to November 2011, she was Production Financial Analyst-Director of Starz Entertainment, LLC, a television production
company; from September 2008 to July 2010 she was Finance Manager/Controller-International Production/Distribution/Corporate of
Odd Lot Entertainment/Affinity International/Relevant Theatricals, a film company; from October 2005 to September 2008 she was
Controller-Production/Corporate of Eqal, Inc., a multimedia production and design company; from October 2004 to September 2005
she was Production Manager/Accountant at Warner Brothers Animation; from September 2001 to September 2004 she was Controller of
Digital Hip Hop, an international technology/production start-up company; and from September 1997 to September 2001 she was International
Marketing/Promotions Director of Virgin Records UK.
Ms. Andoh has been in the entertainment
industry for 30 years, starting as a model and actress, then for the last 25 years in the business arena. She has worked in a business
management capacity for entertainment professionals and celebrities, specializing in startups and production companies, helping
them to build finance departments and overseeing production and distribution functions. She has also produced, financed and distributed
online, film and television properties.
|Item 5.07||Submission of Matters to a Vote of Security Holders.
The information contained in Item 5.02
above regarding the vote of the Company’s stockholders is incorporated herein by reference. The number of votes cast in favor
of the election of Ms. Andoh as a director of the Company was 8,000,000. No votes were cast against or withheld, nor were there
any abstentions or broker non-votes. As of the date of the written consent of stockholders, there were 10,400,000 shares of the
Company’s common stock, $0.001 par value per share, issued and outstanding.
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.
||Charlie GPS Inc.
|Dated: September 27, 2011
||/s/ Lisa Andoh
||Name: Lisa Andoh