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EX-10 - EXH. 10.8 - GARZA AGREE - Pure Harvest Corporate Group, Inc.form8k101ex108garza5-20.txt
EX-10 - EXH. 10.7 - BURCHAM AGREE - Pure Harvest Corporate Group, Inc.form8k101exh107burch5-20.txt
EX-10 - EXH 10.6 - GREGAREK AGREE. - Pure Harvest Corporate Group, Inc.form8k101ex106greg5-20.txt

                                  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: May 11, 2020

                       PURE HARVEST CANNABIS GROUP, INC.
                  --------------------------------------------
                (Name of registrant as specified in its charter)

      Colorado                 333-212055                    71-0942431
---------------------     ------------------     ------------------------------
State of Incorporation    Commission File No.    IRS Employer Identification No.

                          2401 E. 2nd Avenue, Suite 600
                                Denver, CO 80206
                           --------------------------
                     Address of principal executive offices

                                 (800) 924-3716
                              --------------------
                      Telephone number, including area code

           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:

[ ] 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-14(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
-------------------   --------------   -----------------------------------------
       None                N/A                         N/A

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 [x]

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 13a of the
Exchange Act. [x]

                                       1


Item 1.01. Entry into a Material Definitive Agreement. See Item. 5.02 of this report. Item 3.02. Unregistered Sale of Equity Securities. The Company relied upon the exemption provided by Section 4(a)(2) of the Securities Act of 1933 in connection with the issuance of common stock to Matthew Gregarek, David Burcham and Daniel Garza, as explained in Item 5.02 of this report. The persons who acquired these securities were sophisticated investors and were provided full information regarding the Company's business and operations. There was no general solicitation in connection with the offer or sale of these securities. The persons who acquired these securities acquired them for their own accounts. The certificates representing these securities will bear a restricted legend providing that they cannot be sold except pursuant to an effective registration statement or an exemption from registration. No commission was paid to any person in connection with the sale of these securities. Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. In May 2020, the Company entered into two-year employment agreements with Matthew Gregarek, the Company's Chairman and Chief Executive Officer, David Burcham, the Company's President, and Daniel Garza, the Company's Chief Marketing Officer. The employment agreement with Mr. Gregarek (dated May 11, 2020) provides for: o a signing bonus of $100,000; o a base salary of $175,000 per year, payable in equal monthly installments; The employment agreement with Mr. Burcham (dated May 14, 2020) provides for: o a signing bonus of $50,000; o a base salary of $150,000 per year, payable in equal monthly installments; The employment agreement with Mr. Garza (dated May 14, 2020) provides for: o a signing bonus of $75,000; o a base salary of $150,000 per year, payable in equal monthly installments; Each employment agreement provides that the signing bonus can be deferred until the Company is generating sufficient revenue. Each employment agreement also provides for the award of shares of the Company's restricted common stock and options to purchase shares of the Company's common stock. 2
The foregoing is qualified by the complete terms of the employment agreements, copies of which are filed as Exhibits to this report. Item 9.01 Financial Statements and Exhibits. Exhibit Description 10.6 Employment Agreement with Matthew Gregarek. 10.7 Employment Agreement with David Burcham. 10.8 Employment Agreement with Daniel Garza. 3
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Dated: May 18, 2020 PURE HARVEST CANNABIS GROUP, INC. By: /s/ Matthew Gregarek -------------------------------- Matthew Gregarek Chief Executive Officer