KOAN / Resonate Blends, Inc. - Dosare SEC, Raport anual, Declarație de procură

Resonate Blends, Inc.
US ˙ OTCPK

Statistici de bază
CIK 897078
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Resonate Blends, Inc.
SEC Filings (Chronological Order)
Această pagină oferă o listă completă, cronologică, a dosarelor SEC, cu excepția dosarelor de proprietate pe care le oferim în altă parte.
July 22, 2025 15-12G/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15/A CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15/A CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-21202 Resonate Blends, Inc. (Exact name of registrant as specified in

July 7, 2025 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc.

June 16, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the three months ended March 31, 2025 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact name o

June 10, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. (Exact name of reg

March 18, 2025 15-12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(G) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-21202 Resonate Blends, Inc. (Exact name of registrant as specified in i

March 14, 2025 EX-17.1

Resignation Letter of James Morrison, Director, dated March 5, 2025

Exhibit 17.1 March 5, 2025 Board of Directors Apollo Biowellness, Inc. f/k/a Resonate Blends, Inc. One Marine Plaza, Ste 305A N. Bergen, NJ 07043 Re: Apollo Biowellness, Inc. f/k/a Resonate Blends, Inc. (the “Company”) Dear Sirs: Please be advised that I hereby resign as a President/CEO of Apollo Biowellness, Inc. f/k/a Resonate Blends, Inc., effective the close of business as indicated above. I w

March 14, 2025 8-K

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): March 5, 2025 Resonate Blends, In

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): March 5, 2025 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File

November 26, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2024 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exac

November 14, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-21202 NOTIFICATION OF LATE FILING CUSIP NUMBER 76090M 102 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Re

August 21, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2024 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact nam

August 14, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-21202 NOTIFICATION OF LATE FILING CUSIP NUMBER 76090M 102 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report

August 12, 2024 EX-10.2

Reformation of Share Exchange Agreement among the Company, Emergent Health Corp. and the Preferred Shareholders of Emergent Health Corp.

Exhibit 10.2

August 12, 2024 EX-17.1

Resignation Letter of Sandy Lipkins dated July 29, 2024

Exhibit 17.1

August 12, 2024 8-K

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): August 12, 2024 (June 20, 2024) R

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): August 12, 2024 (June 20, 2024) Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation)

July 17, 2024 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ___)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) ☒ Definitive Information Statement Resonate Blends, In

June 27, 2024 PRER14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. 1) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) ☐ Definitive Information Statement Resonate Blends, I

June 26, 2024 PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ___)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) ☐ Definitive Information Statement Resonate Blends, In

May 20, 2024 EX-10.1

Securities Purchase Agreement dated as of March 4, 2024, between the Company and AJB Capital Investments, LLC

Exhibit 10.1

May 20, 2024 EX-4.4

Pre-Funded Common Stock Purchase Warrant dated March 29, 2024, issued by the Company to Ray Vollintine

Exhibit 4.4 PRE-FUNDED COMMON STOCK PURCHASE WARRANT APOLLO BIOWELLNESS INC. A.K.A. RESONATE BLENDS, INC. Warrant Shares: 7,200,000 March 29, 2024 THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Ray Vollintine (including any permitted and registered assigns, the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and th

May 20, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2024 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact na

May 20, 2024 EX-4.1

Promissory Note dated March 4, 2024, $280,000 principal amount, issued by the Company in favor of AJB Capital Investments, LLC

Exhibit 4.1

May 20, 2024 EX-10.4

Make-Whole Letter dated March 29, 2024, between the Company and Ray Vollintine

Exhibit 10.4 Apollo Biowellness, Inc. A.K.A. Resonate Blends, Inc. March 29, 2024 Ray Vollintine 1621 East Georgia Ave Springfield, Ill 62703 Re: Make-Whole Provisions Ladies and Gentlemen: Reference is made to that certain pre-funded warrant of even date herewith (the Warrant”) for the purchase of up to 7,200,000 shares of common stock (the “Common Stock”) of Apollo Biowellness, Inc. A.K.A. Reson

May 20, 2024 EX-4.2

Promissory Note dated March 29, 2024, $280,000 principal amount, issued by the Company in favor of AJB Capital Investments, LLC

Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS PROMISSORY NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT F

May 20, 2024 EX-10.2

Security Agreement dated as of March 4, 2024, between the Company AJB Capital Investments, LLC

Exhibit 10.2

May 20, 2024 EX-10.3

Securities Purchase Agreement dated as of March 29, 2024, between the Company and Ray Vollintine

Exhibit 10.3 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 29, 2024, by and between APOLLO BIOWELLNESS, INC. A.K.A. RESONATE BLENDS, INC., a Nevada corporation, with headquarters located at One Marine Plaza, Suite 305A, North Bergen, NJ 07047 (the “Company”), and RAY VOLLINTINE, residing at 1621 East Georgia Ave, Springfield, Ill 62703 (the “

May 20, 2024 EX-4.3

Pre-Funded Common Stock Purchase Warrant dated March 4, 2024, issued by the Company to AJB Capital Investments, LLC

Exhibit 4.3

May 15, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-21202 NOTIFICATION OF LATE FILING CUSIP NUMBER 76090M 102 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report

April 22, 2024 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ___)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) ☒ Definitive Information Statement Resonate Blends, In

April 16, 2024 8-K/A

Amendment to Current Report on Form 8-K filed April 16, 2024.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 14, 2024 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission Fi

April 16, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. (Exact name of reg

April 2, 2024 PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ___)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. ) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14A-6(e)(2)) ☐ Definitive Information Statement Resonate Blends, In

April 1, 2024 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-21202 NOTIFICATION OF LATE FILING CUSIP NUMBER 76090M 102 (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Rep

March 20, 2024 8-K

Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): March 14, 2024 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File

March 20, 2024 EX-10.2

Amendment to Share Exchange Agreement, dated March 18, 2024

Exhibit 10.2

March 20, 2024 EX-10.3

Securities Purchase Agreement, dated March 14, 2024 (incorporated by reference to Current Report on Form 8-K filed on March 20, 2024)

Exhibit 10.3

March 20, 2024 EX-10.1

Conveyance Agreement, dated March 14, 2024 (incorporated by reference to Current Report on Form 8-K filed on March 20, 2024)

Exhibit 10.1

March 7, 2024 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): February 28, 2024 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission F

March 7, 2024 EX-2.1

Amendment to Share Exchange Agreement, dated March 4, 2024 (incorporated by reference to Current Report on Form 8-K filed on March 7, 2024)(18)

Exhibit 2.1

February 26, 2024 EX-2.1

Share Exchange Agreement, dated February 20, 2024 (incorporated by reference to Current Report on Form 8-K filed on February 20, 2024)

Exhibit 2.1 SHARE EXCHANGE AGREEMENT by and among Resonate Blends, Inc. a Nevada corporation and Emergent Health Corp., a Wyoming corporation and the Holders of Series Class A Preferred Stock, the Class Convertible Non-Voting Preferred Stock and the Class F Preferred Stock of Emergent Health Corp. February 20, 2024 SHARE EXCHANGE AGREEMENT This SHARE EXCHANGE AGREEMENT (the “Agreement”) is entered

February 26, 2024 8-K

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): February 20, 2024 Resonate Blends

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): February 20, 2024 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission F

January 25, 2024 SC 13G/A

KOAN / Resonate Blends, Inc. / AJB Capital Investments LLC - SCHEDULE 13G AMENDMENT NO. 1 Passive Investment

SC 13G/A 1 sc13g.htm SCHEDULE 13G AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* RESONATE BLENDS, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 76090M102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Stat

December 13, 2023 EX-99.1

Definitive Agreement Dated June 20, 2023 Termination Notice

Exhibit 99.1 December 7, 2023 Mr. Geoff Selzer Chief Executive Officer Resonate Blends, Inc. 26565 Agoura Road Suite 200 Calabasas, CA 91302 Definitive Agreement Dated June 20, 2023 Termination Notice Dear Mr. Selzer: We regret to inform you that Pegasus Specialty Vehicles, LLC (“Pegasus”) is submitting this Termination Notice to Resonate Blends, Inc. (“Resonate”) to immediately terminate the Defi

December 13, 2023 8-K

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): December 7, 2023 Resonate Blends,

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): December 7, 2023 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission Fi

November 20, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2023 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exac

November 20, 2023 EX-3.1

Certificate of Amendment dated July 20, 2020

Exhibit 3.1

November 14, 2023 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-21202 NOTIFICATION OF LATE FILING CUSIP NUMBER 76090M 102 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Re

August 23, 2023 EX-4.2

Promissory Note, dated August 9, 2023

Exhibit 4.2 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND THIS NOTE, THE SECURITIES AND ANY INTEREST THEREIN MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT AND SUCH

August 23, 2023 8-K

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): August 1, 2023 Resonate Blends, I

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): August 1, 2023 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File

August 23, 2023 EX-4.1

Promissory Note, dated August 1, 2023

Exhibit 4.1 THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND THIS NOTE, THE SECURITIES AND ANY INTEREST THEREIN MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT AND SUCH

August 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2023 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact nam

August 14, 2023 EX-3.1

Certificate of Amendment dated July 20, 2020

Exhibit 3.1

June 23, 2023 EX-10.2

Registration Rights Agreement, dated June 20, 2023

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 16, 2023, between Resonate Blends, Inc., a Nevada corporation (the “Company”), and each of the several “Investors signatory hereto (hereinafter, each a “Purchaser” and, collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Purchase Agreem

June 23, 2023 EX-10.1

Securities Purchase Agreement, dated June 20, 2023

Exhibit 10.1 EXECUTION SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of June 16, 2023 and is by and between Resonate Blends, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the Annex A hereto (each, including its successors and assigns, an “Investor” or “Holder”) and collectively, the “Investors”). WHEREAS, the Investor

June 23, 2023 EX-10.3

Company Loan and Security Agreement, dated June 20, 2023

Exhibit 10.3 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of June 20, 2023, is made by and between Pegasus Specialty Vehicles, LLC, an Ohio limited liability company (the “Borrower”), and Resonate Blends, Inc., a Nevada corporation (the, “Lender”). RECITALS WHEREAS, on even date herewith, the parties to this Agreement are parties to the Agreement and Pla

June 23, 2023 8-K

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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 20, 2023 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File

June 23, 2023 EX-2.1

Agreement and Plan of Merger, dated June 20, 2023

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER This AGREEMENT AND PLAN OF MERGER, dated as of June 20, 2023 (this “Agreement” ), is by and among Pegasus Specialty Vehicles, LLC, an Ohio Limited Liability Corporation (“Company” ), Resonate Blends, Inc., a Nevada corporation (“Parent” ) and Pegasus Specialty Holdings LLC, an Ohio Limited Liability Corporation and wholly owned subsidiary of Parent (“Merger

June 23, 2023 EX-4.1

15% OID Senior Promissory Note, dated June 20, 2023

Exhibit 4.1 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAI

May 22, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2023 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact na

May 22, 2023 EX-3.1

Certificate of Amendment dated July 20, 2020

Exhibit 3.1

May 15, 2023 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-21202 NOTIFICATION OF LATE FILING CUSIP NUMBER 76090M 102 (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: March 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report

April 17, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. (Exact name of reg

March 31, 2023 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

NT 10-K 1 formnt10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-21202 NOTIFICATION OF LATE FILING CUSIP NUMBER 76090M 102 (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on F

March 20, 2023 EX-99

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the shares of

March 20, 2023 SC 13G

KOAN / Resonate Blends Inc / AJB Capital Investments LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* RESONATE BLENDS, INC. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 76090M102 (CUSIP Number) September 13, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

November 21, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2022 ? Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exac

November 21, 2022 EX-3.1

Certificate of Amendment dated July 20, 2020

Exhibit 3.1

November 14, 2022 8-K

Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

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): November 11, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission F

November 14, 2022 EX-16.1

Letter from Boyle CPA, LLC to the Securities and Exchange Commission

Exhibit 16.1 November 11, 2022 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.W. Washington, D.C. 20549-7561 On November 11, 2022, we resigned as the independent registered public accounting firm of Resonate Blends, Inc. We have read the statements of Resonate Blends, Inc. included under Item 4.01 on Form 8-K to be filed with the Securities and Exchange Commissio

November 14, 2022 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: September 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report

September 20, 2022 EX-4.2

Common Stock Purchase Warrant(16)

Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES AS TO WHICH THIS SECURITY MAY BE EXERCISED HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REG

September 20, 2022 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

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): September 13, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission

September 20, 2022 EX-4.1

Promissory Note(16)

Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS PROMISSORY NOTE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT F

September 20, 2022 EX-10.1

Securities Purchase Agreement(16)

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of September 8, 2022, by and between RESONATE BLENDS, INC., a Nevada corporation, with headquarters located at 26565 Agoura Road, Suite 200, Calabasas, CA 91302 (the ?Company?), and AJB CAPITAL INVESTMENTS, LLC, a Delaware limited liability company, with its address at 4700 Sheridan Street, Su

August 22, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2022 ? Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact nam

August 22, 2022 EX-3.1

Certificate of Amendment dated July 20, 2020

Exhibit 3.1

August 15, 2022 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR For Period Ended: June 30, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report on Fo

August 12, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): August 11, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission Fil

August 12, 2022 EX-99.1

Investor Presentation

Exhibit 99.1

July 27, 2022 SC 13G

KOAN / RESONATE BLENDS INC / FirstFire Global Opportunities Fund LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 RESONATE BLENDS INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 76090M102 (CUSIP Number) JULY 21, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ? Rule

July 20, 2022 SC 13G

KOAN / RESONATE BLENDS INC / GS Capital Partners, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment No. Under the Securities Exchange Act of 1934 RESONATE BLENDS INC. (Name of Issuer) Common Stock (Title of Class of Securities) 76090M102 (CUSIP Number) July 15, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

July 19, 2022 8-K

Unregistered Sales of Equity Securities

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): July 15, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File

July 1, 2022 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

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 27, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File

July 1, 2022 EX-4.1

Convertible Promissory Note(15)

Exhibit 4.1

May 20, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2022 ? Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact na

May 20, 2022 EX-3.1

Certificate of Amendment dated July 20, 2020

Exhibit 3.1

May 16, 2022 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

NT 10-Q 1 formnt10-q.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: March 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q

April 19, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 2 ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT UNDER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 2 ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc.

April 18, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT UNDER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc.

April 15, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. (Exact name of reg

March 31, 2022 NT 10-K

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report o

March 8, 2022 EX-4.2

Common Stock Purchase Warrant(14)

EX-4.2 3 ex4-2.htm Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO A

March 8, 2022 EX-10.1

Securities Purchase Agreement, dated March 3, 2022

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of February 11, 2022 (the ?Execution Date?), by and between Resonate Blends, Inc., a Nevada corporation, with its address at 26565 Agoura Road, Suite 200 Calabasas, CA 91302 (the ?Company?), and Albert Richards (including its successors and assigns, the ?Buyer?) WHEREAS: A. The Company and the

March 8, 2022 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

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): March 3, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File

March 8, 2022 EX-4.1

Convertible Promissory Note(14)

Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S

February 10, 2022 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

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): February 4, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission Fi

February 10, 2022 EX-4.3

Common Stock Purchase Warrant(13)

Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

February 10, 2022 EX-4.2

Convertible Promissory Note(13)

Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S

February 10, 2022 EX-4.1

Convertible Promissory Note(13)

Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S

February 10, 2022 EX-4.4

Common Stock Purchase Warrant(13)

Exhibit 4.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

February 3, 2022 EX-10.1

Securities Purchase Agreement(12)

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of January 28, 2022, (the ?Execution Date?), by and between Resonate Blends, Inc., a Nevada corporation, with its address at 26565 Agoura Road, Suite 200 Calabasas, CA 91302 (the ?Company?), and Jefferson Street Capital LLC, a New Jersey limited liability company with an address at 720 Monroe

February 3, 2022 EX-4.3

Common Stock Purchase Warrant(12)

Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

February 3, 2022 EX-4.2

Convertible Promissory Note(12)

Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S

February 3, 2022 EX-10.2

Securities Purchase Agreement(12)

Exhibit 10.2 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of January 28, 2022 (the ?Execution Date?), by and between Resonate Blends, Inc., a Nevada corporation, with its address at 26565 Agoura Road, Suite 200 Calabasas, CA 91302 (the ?Company?), and BHP Capital NY, Inc., a New York corporation with an address at 45 SW 9th St., Suite 1603, Miami, FL

February 3, 2022 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

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): January 28, 2022 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission Fi

February 3, 2022 EX-4.4

Common Stock Purchase Warrant(12)

Exhibit 4.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

February 3, 2022 EX-4.1

Convertible Promissory Note(12)

Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S

November 22, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2021 ? Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exac

November 15, 2021 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

NT 10-Q 1 formnt10-q.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form N-SAR For Period Ended: September 30, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form

November 1, 2021 8-K

Current Report

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): October 27, 2021 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission Fi

September 13, 2021 EX-2.1

Letter of Intent(11)

EX-2.1 2 ex2-1.htm Exhibit 2.1 On behalf of Resonate Blends, a Nevada corporation (“Resonate” or the “Purchaser”), we are pleased to submit the following binding letter of intent for Resonate to acquire substantially all of the assets of the lemon & grass business and the Koan business (together, the “Business”) owned and operated by L & G USA Inc., a Delaware Corporation and L & G Canada Inc., an

September 13, 2021 8-K

Entry into a Material Definitive Agreement, Other Events, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): September 9, 2021 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission F

September 13, 2021 EX-99.1

Resonate Blends Executes Binding LOI to Acquire a Wellness Cannabis Brand

Exhibit 99.1 Resonate Blends Executes Binding LOI to Acquire a Wellness Cannabis Brand Strategic acquisition of Florida-based lemon and grass? expands Resonate?s market presence and national footprint through multi-state distribution and product-level synergies CALABASAS, Calif.?September 13, 2021 ? Resonate Blends, Inc. (OTCQB:KOAN), a Wellness Lifestyle cannabis holding company (?Resonate? or ?t

August 18, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2021 ☐ Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact nam

August 16, 2021 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR For Period Ended: June 30, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report on Fo

July 15, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 form8-k.htm 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): July 15, 2021 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation)

July 15, 2021 EX-99.1

Investor Presentation

Exhibit 99.1

June 25, 2021 SC 13G

STKS / One Group Hospitality Inc / Hoge Richard Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* RESONATE BLENDS INC. (Name of Issuer) Common Stock, par value $ 0.0001 (Title of Class of Securities) 76090M102 (CUSIP Number) November 27, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua

June 22, 2021 8-K

Other Events

8-K 1 form8-k.htm 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 14 , 2021 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation

May 19, 2021 EX-3.1

Certificate of Amendment dated July 20, 2020

Exhibit 3.1

May 19, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

10-Q 1 form10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2021 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate

May 18, 2021 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25

NT 10-Q 1 formnt10-q.htm U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: March 31, 2021 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition R

April 15, 2021 10-K

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. (Exact name of

April 1, 2021 NT 10-K

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U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR For Period Ended: December 31, 2020 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ]

March 18, 2021 EX-99.1

Resonate Blends, Inc. Closes Private Placement The Company Plans to Launch KOAN® Cordials Into The Wellness Lifestyle Market

EX-99.1 7 ex99-1.htm Exhibit 99.1 Resonate Blends, Inc. Closes Private Placement The Company Plans to Launch KOAN® Cordials Into The Wellness Lifestyle Market CALABASAS, Calif.—March 18, 2021 – Resonate Blends, Inc. (OTCQB:KOAN), a Wellness Lifestyle cannabis holding company (“Resonate” or “the Company”), announced today it has closed its private placement raising $3,312,500 in gross proceeds. Aft

March 18, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events, Financial Statements and Exhibits

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): March 15, 2021 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File

March 18, 2021 EX-4.2

Form of Warrant

EX-4.2 3 ex4-2.htm Exhibit 4.2 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR REGISTERED OR QUALIFIED UNDER ANY STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS SUCH SALE, TRANSFER, PLEDGE OR HYPOTHECATION IS IN ACCORDANCE WITH SUCH ACT AND APPLICABLE STATE SECURITIES LAWS. W

March 18, 2021 EX-4.1

8% Unsecured Convertible Promissory Note(10)

EX-4.1 2 ex4-1.htm Exhibit 4.1 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR REGISTERED OR QUALIFIED UNDER ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, DELIVERED AFTER SALE, TRANSFERRED, PLEDGED, OR HYPOTHECATED UNLESS QUALIFIED AND REGISTERED UNDER APPLICABLE STATE AND FEDERAL SECURITIES L

March 18, 2021 EX-4.3

Form of Warrant

EX-4.3 4 ex4-3.htm Exhibit 4.3 THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR REGISTERED OR QUALIFIED UNDER ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, DELIVERED AFTER SALE, TRANSFERRED, PLEDGED, OR HYPOTHECATED UNLESS QUALIFIED AND REGISTERED UNDER APPLICABLE STATE AND FEDERAL SECURITIES L

March 18, 2021 EX-10.2

Form of Equity Subscription Agreement

Exhibit 10.2 Exhibit A-1 Subscription Agreement for Accredited Investors (Attached) Exhibit A-1 - Page 1 Resonate Blends, Inc. Subscription Agreement for Accredited Investors This Subscription Agreement should be used only by investors who are investing on the basis of being an ?Accredited Investor? (as defined below). Investors who are investing on the basis of being a ?Non-U.S. Person? should co

March 18, 2021 EX-10.1

Form of Note Subscription Agreement

EX-10.1 5 ex10-1.htm Exhibit 10.1 SUBSCRIPTION AGREEMENT Resonate Blends, Inc. 26565 Agoura Road, Suite 200 Calabasas, CA 91302 This Subscription Agreement (this “Agreement”) has been executed by the subscriber set forth in the signature page attached hereto (the “Subscriber”) in connection with the private placement offering (the “Offering”) of a maximum of $2,000,000 units (the “Units”) where ea

February 26, 2021 8-K

Current Report

8-K 1 form8-k.htm 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): February 25, 2021 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporat

February 12, 2021 8-K

Current Report

8-K 1 form8-k.htm 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): February 12, 2021 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporat

December 17, 2020 EX-99.1

Resonate Blends, Inc. Announces Q1 Launch For Its KOAN Cordials Product Line The Company Adds Top California Cannabis Strategist Gaynell Rogers to Advisory Board

EX-99.1 2 ex99-1.htm Exhibit 99.1 Resonate Blends, Inc. Announces Q1 Launch For Its KOAN Cordials Product Line The Company Adds Top California Cannabis Strategist Gaynell Rogers to Advisory Board CALABASAS, Calif.—December 17, 2020 – Resonate Blends, Inc. (OTCQB:KOAN), a cannabis-based holding company (“Resonate” or “the Company”), today provides an update to shareholders on several topics relatin

December 17, 2020 8-K

Financial Statements and Exhibits, Other Events

8-K 1 form8-k.htm 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): December 17, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporat

November 23, 2020 10-Q

Quarterly Report -

10-Q 1 form10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2020 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Reso

November 23, 2020 EX-3.1

Certificate of Amendment(4)

Exhibit 3.1

November 16, 2020 NT 10-Q

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U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: September 30, 2020 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [

September 21, 2020 EX-99.1

Resonate Blends Restructures its Balance Sheet Through Equity Investment Company decreases debt via new equity injection and positions itself for launch phase

Exhibit 99.1 Resonate Blends Restructures its Balance Sheet Through Equity Investment Company decreases debt via new equity injection and positions itself for launch phase CALABASAS, Calif.—September 21, 2020 – Resonate Blends, Inc. (OTCQB: KOAN) (“Company”), a cannabis holding company centered on valued-added holistic wellness and lifestyle brands, announces today that it has exercised its option

September 21, 2020 EX-10.1

Addendum to Securities Purchase Agreement(9)

EX-10.1 2 ex10-1.htm Exhibit 10.1 September 16, 2020 This letter is an addendum to the Purchase Agreement (“SPA”) with FirstFire Global Opportunities Fund, LLC (“FirstFire”) issued on July 20, 2020 with a principal amount of $225,000, a $25,000 original issue discount and interest at 8% per annum. The principal balance and accrued but unpaid interest may be converted to our common stock at $0.10 p

September 21, 2020 8-K

Other Events, Unregistered Sales of Equity Securities, Financial Statements and Exhibits -

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): September 18, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission

August 20, 2020 8-K

Other Events

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): August 20, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission Fil

August 14, 2020 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2020 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonate Blends, Inc. (Exact

August 14, 2020 EX-3.1

Certificate of Amendment(8)

Exhibit 3.1

August 10, 2020 EX-3.2

Certificate of Designation for Series E Preferred Stock(7)

Exhibit 3.2

August 10, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

8-K 1 form8-k.htm 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): August 7, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation

July 23, 2020 EX-10.1

Securities Purchase Agreement(6)

EX-10.1 3 ex10-1.htm Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 20, 2020, by and between RESONATE BLENDS, INC., a Nevada corporation, with headquarters located at 26565 Agoura Road, Suite 200, Calabasas, California 91302 (the “Company”), and FIRSTFIRE GLOBAL OPPORTUNITIES FUND, LLC, a Delaware limited liability company, with it

July 23, 2020 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

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): July 20, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File

July 23, 2020 EX-4.1

Secured Convertible Promissory Note(6)

Exhibit 4.1 THIS INSTRUMENT CONTAINS AN AFFIDAVIT OF CONFESSION OF JUDGMENT PROVISION WHICH CONSTITUTES A WAIVER OF IMPORTANT RIGHTS BORROWER MAY HAVE AND ALLOWS THE HOLDER TO OBTAIN A JUDGMENT AGAINST BORROWER WITHOUT ANY FURTHER NOTICE. NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTER

July 22, 2020 8-K/A

Completion of Acquisition or Disposition of Assets, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Amendment No. 1 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 20, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation)

July 20, 2020 EX-2.1

Stock Purchase Agreement(1)

EX-2.1 2 ex2-1.htm Exhibit 2.1 STOCK PURCHASE AGREEMENT STOCK PURCHASE AGREEMENT (the “Agreement”) made as of this 22nd day of May, 2020, by and between Resonate Blends, Inc., a Nevada corporation (the “Seller”), and Wais Asefi (“Asefi”), Nick Miniello, Juleon Asefi, and Curt Byers (each a “Buyer”, and collectively, the “Buyers”). WITNESSETH: WHEREAS, the Seller owns one hundred percent (100%) of

July 20, 2020 EX-10.2

Voting Agreement(1)

EX-10.2 4 ex10-2.htm Exhibit 10.2 VOTING AGREEMENT To induce the parties to the Stock Purchase Agreement, dated as of May 22, 2020 (the “Purchase Agreement”), among Resolate Blends, Inc., a Nevada corporation (the “Seller”), and the buyers named therein (the “Buyers”), to enter into and perform the Purchase Agreement, the undersigned stockholder of the Seller whose name, address and signature appe

July 20, 2020 EX-10.1

Separation Agreement and Release(1)

EX-10.1 3 ex10-1.htm Exhibit 10.1 SEPARATION AGREEMENT AND RELEASE This Separation Agreement and Release (“Agreement”) is made as of May 22, 2020, by and between Wais Asefi (“Employee”) and Resonate Blends, Inc., a Nevada corporation (the “Company”). Employee and the Company shall collectively be referred to herein as the “Parties”, and each individually as a “Party.” RECITALS WHEREAS, Employee wa

July 20, 2020 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits -

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): May 22, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File N

June 29, 2020 10-Q

Quarterly Report -

10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2020 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Resonat

June 18, 2020 DEFM14C

Unaudited pro forma financial information (2)

DEFM14C 1 formdefm14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [X] Definitiv

June 17, 2020 TEXT-EXTRACT

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United States securities and exchange commission logo June 17, 2020 Geoffrey Selzer Chief Executive Officer Resonate Blends, Inc.

June 17, 2020 LETTER

LETTER

United States securities and exchange commission logo June 17, 2020 Geoffrey Selzer Chief Executive Officer Resonate Blends, Inc.

June 16, 2020 8-K/A

Changes in Control of Registrant, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

8-K/A 1 form8-ka.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Amendment No. 1 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 22, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction

June 16, 2020 CORRESP

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RESONATE BLENDS, INC. 26565 Agoura Road, Suite 200 Calabasas, CA 91302 June 15, 2020 Via EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Mailstop 3561 Washington D.C., 20549-7010 Attention: Jeff Kauten Re: Resonate Blends, Inc. Preliminary Information Statement on Schedule 14C Filed May 28, 2020 File No. 000-21202 Dear Mr. Kauten: I write on behalf of Resonate Blends, Inc

June 16, 2020 PRER14C

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PRER14C 1 formprer14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [ ] Definitiv

June 5, 2020 LETTER

LETTER

United States securities and exchange commission logo June 5, 2020 Geoffrey Selzer Chief Executive Officer Resonate Blends, Inc.

June 5, 2020 TEXT-EXTRACT

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United States securities and exchange commission logo June 5, 2020 Geoffrey Selzer Chief Executive Officer Resonate Blends, Inc.

May 28, 2020 PRE 14C

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [ ] Definitive Information Statement RE

May 27, 2020 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

8-K 1 form8-k.htm 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): May 22, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation)

May 27, 2020 EX-10.2

Voting Agreement, dated May 22, 2020

EX-10.2 4 ex10-2.htm Exhibit 10.2 VOTING AGREEMENT To induce the parties to the Stock Purchase Agreement, dated as of May 22, 2020 (the “Purchase Agreement”), among Resolate Blends, Inc., a Nevada corporation (the “Seller”), and the buyers named therein (the “Buyers”), to enter into and perform the Purchase Agreement, the undersigned stockholder of the Seller whose name, address and signature appe

May 27, 2020 EX-10.1

Separation Agreement, dated May 22, 2020

EX-10.1 3 ex10-1.htm Exhibit 10.1 SEPARATION AGREEMENT AND RELEASE This Separation Agreement and Release (“Agreement”) is made as of May 22, 2020, by and between Wais Asefi (“Employee”) and Resonate Blends, Inc., a Nevada corporation (the “Company”). Employee and the Company shall collectively be referred to herein as the “Parties”, and each individually as a “Party.” RECITALS WHEREAS, Employee wa

May 27, 2020 EX-2.1

SPA, dated May 22, 2020

Exhibit 2.1 STOCK PURCHASE AGREEMENT STOCK PURCHASE AGREEMENT (the “Agreement”) made as of this 22nd day of May, 2020, by and between Resonate Blends, Inc., a Nevada corporation (the “Seller”), and Wais Asefi (“Asefi”), Nick Miniello, Juleon Asefi, and Curt Byers (each a “Buyer”, and collectively, the “Buyers”). WITNESSETH: WHEREAS, the Seller owns one hundred percent (100%) of the outstanding com

May 14, 2020 10-K

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission file number: 000-21202 Resonate Blends, Inc. (Exact name of registr

May 14, 2020 EX-99.1

May 11, 2020

Exhibit 99.1 May 11, 2020 Resonate Blends, Inc. 26565 Agoura Road, Suite 200 Calabasas, CA 91302 Attn: Geoffrey Selzer Geoffrey: We are located in New Jersey continuing to operate under a State of Emergency due to the outbreak of the corornavirus (COVID-19). As a result of the impact of COVID-19, the ability to complete our review for the period ended March 31, 2020 has been delayed. We reasonably

May 14, 2020 8-K

Financial Statements and Exhibits

8-K 1 form8-k.htm 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): May 14, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation)

March 31, 2020 EX-99.1

March 30, 2020

March 30, 2020 Resonate Blends, Inc. 26565 Agoura Road, Suite 200 Calabasas, CA 91302 Attn: Geoffrey Selzer Geoffrey: We are located in New Jersey operating under a State of Emergency due to the outbreak of the corornavirus (COVID-19). As a result of the impact of COVID-19, the ability to complete our audit for the year ended December 31, 2019 has been delayed. We reasonably believe that we will b

March 31, 2020 8-K

Financial Statements and Exhibits

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): March 30, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File

March 19, 2020 EX-10.3

Securities Purchase Agreement, dated March 13, 2020

EX-10.3 7 ex10-3.htm Exhibit 10.3 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 13, 2020, by and between RESONATE BLENDS, INC., a Nevada corporation, with headquarters located at 26565 Agoura Road, Suite 200, Calabasas, CA 91302 (the “Company”), and JEFFERSON STREET CAPITAL LLC, a New Jersey limited liability company, with its address at 720

March 19, 2020 EX-10.2

Securities Purchase Agreement, dated March 13, 2020

Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 13, 2020, by and between RESONATE BLENDS, INC., a Nevada corporation, with headquarters located at 26565 Agoura Road, Suite 200, Calabasas, CA 91302 (the “Company”), BHPCAPITAL NY INC., a New York corporation, with its address at 45 SW 9th Street, Suite 1603,Miami, FL 33130 (Buyer). W

March 19, 2020 EX-10.1

Securities Purchase Agreement, dated March 13, 2020

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 13, 2020, by and between RESONATE BLENDS, INC., a Nevada corporation, with headquarters located at 26565 Agoura Road, Suite 200, Calabasas, CA 91302 (the “Company”), and ARMADA CAPITAL PARTNERS LLC, a Delaware limited liability company, with its address at 7703 Springfield Lake Drive,

March 19, 2020 EX-4.2

Convertible Promissory Note, dated March 13, 2020

Exhibit 4.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S

March 19, 2020 EX-4.1

Convertible Promissory Note, dated March 13, 2020

Exhibit 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S

March 19, 2020 EX-4.3

Convertible Promissory Note, dated March 13, 2020

Exhibit 4.3 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S

March 19, 2020 8-K

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits

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): March 13, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File

March 18, 2020 EX-10.1

Form of Exchange Agreement

EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (this “Agreement”), is dated as of March 10, 2020 (the Effective Date”), between Resonate Blends, Inc.

March 18, 2020 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): March 10, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission File

March 6, 2020 EX-10.1

Settlement Agreement, dated March 3, 2020

Exhibit 10.1 SETTLEMENT AGREEMENT THIS AMENDING AGREEMENT dated this 3rd day of March 2020 BETWEEN: Cicero Holding Group, Inc. 1858 Pleasantville Rd., Suite 110 Briarcliff Manor, NY 10510 OF THE FIRST PART - AND- Resonate Blends, Inc. 26565 Agoura Rd., Suite 200 Calabasas, CA 91302 OF THE SECOND PART Background A. Cicero Holdings, Inc. and Resonate Blends, Inc. (the “Parties”) entered into the Con

March 6, 2020 8-K

Financial Statements and Exhibits, Other Events

8-K 1 form8-k.htm 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): March 3, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation)

January 22, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 form8-k.htm 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): January 20, 2020 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporati

December 16, 2019 8-K

Current Report

8-K 1 form8-k.htm 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): December 16, 2019 Resonate Blends, Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporat

December 16, 2019 EX-3.1

Articles of Merger

Exhibit 3.1

December 13, 2019 10-Q/A

TXHD / Textmunication Holdings, Inc. 10-Q/A - Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2019 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textm

December 11, 2019 8-K

Other Events

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): December 9, 2019 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commis

November 19, 2019 10-Q

TXHD / Textmunication Holdings, Inc. 10-Q - Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2019 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textmunication Holdings

November 14, 2019 NT 10-Q

TXHD / Textmunication Holdings, Inc. NT 10-Q - -

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: September 30, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [

October 31, 2019 EX-2.3

Agreement of Conveyance(2)

EX-2.3 4 ex2-3.htm

October 31, 2019 EX-2.1

Membership Interest Purchase Agreement(2)

EX-2.1 2 ex2-1.htm

October 31, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Completion of Acquisition or Disposition of Assets, Financial Statements and Exhibits

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): October 25, 2019 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commis

October 31, 2019 EX-10.1

Employment Agreement(2)

EX-10.1 5 ex10-1.htm

October 31, 2019 EX-10.2

Employment Agreement(2)

October 31, 2019 EX-2.2

Membership Interest Purchase Agreement(2)

EX-2.2 3 ex2-2.htm

October 10, 2019 EX-99.1

Executive Summary

October 10, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): October 10, 2019 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commis

August 14, 2019 10-Q

TXHD / Textmunication Holdings, Inc. 10-Q - Quarterly Report -

10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2019 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textmuni

June 27, 2019 EX-10.3

2019 Incentive Plan.*

Textmunication Holdings, Inc. (the “Company”) 2019 INCENTIVE PLAN Section 1. PURPOSE The purpose of the Textmunication Holdings, Inc. 2019 Incentive Plan is to attract, retain and motivate employees, officers, directors, consultants, agents, advisors and independent contractors of the Company and its Related Companies by providing them the opportunity to acquire a proprietary interest in the Compa

June 27, 2019 S-8

TXHD / Textmunication Holdings, Inc. S-8 - -

S-8 1 forms-8.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Textmunication Holdings, Inc. (Exact name of registrant as specified in its charter) Nevada 58-1588291 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1940 Contra Costa Blvd. Pleasant Hill, CA

June 27, 2019 EX-10.2

Form of Warrant pursuant to the Securities Purchase Agreement dated June 11, 2019

NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEM

June 27, 2019 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

8-K 1 form8-k.htm 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 11, 2019 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorpo

June 27, 2019 EX-3.1

Amended Certificate of Designation for Series D Convertible Preferred Stock

AMENDED CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF THE SERIES D CONVERTIBLE PREFERRED STOCK OF TEXTMUNICATION HOLDINGS, INC I, Wais Asefi, hereby certify that I am the CEO and President of Textmunication Holdings, Inc.

June 27, 2019 EX-10.1

Form of Securities Purchase Agreement, dated as of June 11, 2019

SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Securities Purchase Agreement” or “Agreement”) is dated as of June 11, 2019 (the Effective Date”), between Textmunication Holdings, Inc.

June 25, 2019 8-K

Other Events, Financial Statements and Exhibits

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 25, 2019 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commissio

June 25, 2019 EX-99.1

Textmunication Announces Transition to a Cannabis Holding Company

EX-99.1 2 ex99-1.htm Textmunication Announces Transition to a Cannabis Holding Company PLEASANT HILL, CA, June 25, 2019, — Textmunication Holdings, Inc. (OTCM: TXHD) (“the Company”), a cloud-based communication technology holding company, announced today that it plans to change its business direction from its current SMS technology business to focus entirely on the emerging national cannabis marke

May 21, 2019 EX-3.1

Certificate of Withdrawal, dated May 16, 2019

May 21, 2019 EX-3.2

Certificate of Designation, dated May 16, 2019

May 21, 2019 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

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): May 16, 2019 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission

May 21, 2019 EX-3.3

Amendment to Certificate of Designation for Series C Preferred Stock(5)

May 20, 2019 10-K/A

TXHD / Textmunication Holdings, Inc. 10-K/A - Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission file number: 000-21202 Textmunication Holdings,

May 20, 2019 10-Q

TXHD / Textmunication Holdings, Inc. 10-Q - Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2019 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textmunication Holdings, In

May 14, 2019 NT 10-Q

TXHD / Textmunication Holdings, Inc. NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: March 31, 2019 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Tr

April 2, 2019 NT 10-K

TXHD / Textmunication Holdings, Inc.

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR For Period Ended: December 31, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ]

April 2, 2019 10-K

TXHD / Textmunication Holdings, Inc. (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission file number: 000-21202 Textmunication Holdings, Inc. (Exact name of

April 1, 2019 SC 13D

TXHD / Textmunication Holdings, Inc. / Thielen David Thomas Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Textmunication Holdings, Inc. (Name of Issuer) Common Stock, $0.001 Per Share Par Value (Title of Class of Securities) 883178 204 (CUSIP Number) David Thielen Textmunication Holdings, Inc. 1940 Contra Costa Blvd. Pleasant Hill, CA 94523 (Name, Address and Telephone Number

April 1, 2019 SC 13D

TXHD / Textmunication Holdings, Inc. / Asefi Wais Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Textmunication Holdings, Inc. (Name of Issuer) Common Stock, $0.001 Per Share Par Value (Title of Class of Securities) 883178 204 (CUSIP Number) Wais Asefi Textmunication Holdings, Inc. 1940 Contra Costa Blvd. Pleasant Hill, CA 94523 925-250-4282 (Name, Address and Telepho

April 1, 2019 SC 13D

TXHD / Textmunication Holdings, Inc. / Miniello Nick Allen Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Textmunication Holdings, Inc. (Name of Issuer) Common Stock, $0.001 Per Share Par Value (Title of Class of Securities) 883178 204 (CUSIP Number) Nick Miniello Textmunication Holdings, Inc. 1940 Contra Costa Blvd. Pleasant Hill, CA 94523 (Name, Address and Telephone Number

November 19, 2018 10-Q

TXHD / Textmunication Holdings, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2018 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textmunication Holdings

November 14, 2018 NT 10-Q

TXHD / Textmunication Holdings, Inc. NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: September 30, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [

October 17, 2018 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits

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): October 12, 2018 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction (Commission (I.R.S. Emplo

October 17, 2018 EX-10.1

Settlement Agreement and Release dated October 12, 2018

EX-10.1 2 ex10-1.htm SETTLEMENT AGREEMENT AND RELEASE This Settlement Agreement (the “Agreement”) is made as of the Effective Date (defined below) by and between (i) Lester Einhaus (“Einhaus”); and (ii) Textmunication Holdings, Inc. (“Textmunication”), Wais Asefi, and David Thielen (collectively the “Textmunication Parties”). Said parties are referred to collectively as the “Parties” and individua

September 4, 2018 8-K

Entry into a Material Definitive Agreement

8-K 1 form8-k.htm 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): September 4, 2018 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of inc

August 20, 2018 10-Q/A

TXHD / Textmunication Holdings, Inc. 10-Q/A (Quarterly Report)

10-Q/A 1 form10-qa.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2018 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Numbe

August 15, 2018 NT 10-Q

TXHD / Textmunication Holdings, Inc. NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: June 30, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Tra

August 15, 2018 10-Q

TXHD / Textmunication Holdings, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2018 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textmunication Holdings, Inc

August 15, 2018 EX-10.1

Debt Settlement Agreement, dated August 4, 2017

DEBT SETTLEMENT AGREEMENT This DEBT SETTLEMENT AGREEMENT (this “Agreement”) is dated August 4, 2017 (the “Effective Date”), by and between Carebourn Capital, L.

August 15, 2018 EX-3.1

Certificate of Designation, dated May 15, 2017

July 19, 2018 10-Q/A

TXHD / Textmunication Holdings, Inc. 10-Q/A (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2018 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textmunic

July 11, 2018 EX-2

Joseph Griffin Press Release from July 11, 2018

TEXTMUNICATION HOLDINGS, INC. ADDS JOSEPH GRIFFIN AS INVESTMENT ADVISOR PLEASANT HILL, CA/ July 11, 2018 – Textmunication Holdings, Inc. (TXHD.OB), a cloud-based mobile SMS and RCS marketing platform provider, announces the addition of Joseph Griffin as financial investment advisor and investor to the company. In his role, he will advise Textmunication on strategic investment opportunities and inv

July 11, 2018 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): July 9, 2018 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commission

July 11, 2018 EX-1

Thomas DiBenedetto Press Release from July 10, 2018

Thomas DiBenedetto Joins Textmunication Holdings, Inc. as Lead Advisor PLEASANT HILL, CA/ July 10, 2018 – Textmunication Holdings, Inc. (TXHD.OB), a cloud-based mobile SMS and RCS marketing platform provider, announces the addition of Thomas DiBenedetto as lead advisor and investor. In his role, he will advise Textmunication on business execution, growth initiatives and strategic investment opport

June 27, 2018 10-Q

TXHD / Textmunication Holdings, Inc. 10-Q (Quarterly Report)

10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2018 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Textmun

June 20, 2018 10-K

TXHD / Textmunication Holdings, Inc. 10-K (Annual Report)

10-K 1 form10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT For the transition period from to Commission file number: 000-21202 Textmunication Holdings,

May 18, 2018 EX-16.2

Board Consent to Change auditor

WRITTEN CONSENT TO ACTION WITHOUT MEETING OF THE DIRECTORS OF Textmunication Holdings, Inc.

May 18, 2018 EX-16.1

Letter from GBH CPAs, PC to the Securities and Exchange Commission

May 18, 2018 8-K

Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

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): May 15, 2018 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction (Commission (I.R.S. Employer

May 16, 2018 NT 10-Q

TXHD / Textmunication Holdings, Inc. NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form N-SAR For Period Ended: March 31, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Tr

April 10, 2018 8-K

Unregistered Sales of Equity Securities

8-K 1 form8-k.htm 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): April 3, 2018 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction (Commissio

April 9, 2018 DEFR14C

TXHD / Textmunication Holdings, Inc. DEFR14C

DEFR14C 1 defr14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT March 9, 2018 Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 [X] Filed by the registrant [ ] Filed by a party other than the registrant [ ] Preliminary Information Statement [ ] Confidential, for Use of

April 2, 2018 NT 10-K

TXHD / Textmunication Holdings, Inc. NT 10-K

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 Commission File Number: 000-21202 Notification of Late Filing (Check One): [X ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR For Period Ended: December 31, 2017 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [

March 26, 2018 DEF 14C

TXHD / Textmunication Holdings, Inc. DEF 14C

DEF 14C 1 def14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT March 9, 2018 Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 [X] Filed by the registrant [ ] Filed by a party other than the registrant [ ] Preliminary Information Statement [ ] Confidential, for Use of t

March 14, 2018 PRE 14C

TXHD / Textmunication Holdings, Inc. PRE 14C

PRE 14C 1 pre14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION STATEMENT March 9, 2018 Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 [X] Filed by the registrant [ ] Filed by a party other than the registrant [X] Preliminary Information Statement [ ] Confidential, for Use of t

February 22, 2018 8-K

Entry into a Material Definitive Agreement

8-K 1 form8-k.htm 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): February 22, 2018 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of inc

February 22, 2018 8-K

Entry into a Material Definitive Agreement

8-K 1 form8-k.htm 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): February 22, 2018 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of inc

January 2, 2018 SC 13G

TXHD / Textmunication Holdings, Inc. / Gs Capital Partners, Llc - SCHEDULE 13G Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Textmunication Holdings, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 883178105 (CUSIP Number) 1/2/2018 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

November 22, 2017 EX-99.1

TEXTMUNICATION HOLDINGS, INC. DELIVERS Q3 REPORT WITH 42% REVENUE INCREASE

EX-99.1 2 ex99-1.htm TEXTMUNICATION HOLDINGS, INC. DELIVERS Q3 REPORT WITH 42% REVENUE INCREASE PLEASANT HILL, CA/ November 22, 2017 – Textmunication Holdings, Inc. (TXHD.OB), a cloud-based mobile SMS marketing platform provider, filed its 2017 3rd Quarter report on November 21, 2017. Textmunication reported a 42% revenue increase from $129,943 in Q3 2016 to $184,835 in Q3 2017. The 42% revenue in

November 22, 2017 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): November 22, 2017 Textmunication Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 000-21202 58-1588291 (State or other jurisdiction of incorporation) (Commi

November 21, 2017 10-Q

TXHD / Textmunication Holdings, Inc. 10-Q (Quarterly Report)

10-Q 1 form10q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2017 [ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 000-21202 Text

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