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 1, 2019

BOXSCORE BRANDS, INC.

(Exact Name of Registrant as Specified in Charter)

Registrant's telephone number, including area code: (855) 558-8363

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

CURRENT REPORT ON FORM 8-K

BoxScore Brands, Inc.

March 1, 2019

Effective March 3, 2019, Tyler J. Humphrey, age 30, was appointed to be Interim-Chief Executive Officer and Interim-Chief Financial Officer of BoxScore Brands, Inc. (the “Company”).

In 2011, Mr. Humphrey received a BS is Biomedical Engineering from Tulane University in New Orleans, LA. Mr. Humphrey holds a MSc. in Finance from London Business School. Prior to his studies at London Business School, Mr. Humphrey worked as a Management Consultant at Ernst & Young until 2016 and an Investment Banker at Bailey Southwell in 2017.

As part of Mr. Humphrey’s compensation, he received a 500,000 share warrant at a strike price of $.07 per share with a five (5) year maturity. He will receive a base salary of $78,000 per year with a discretionary bonus at the direction of the Board of Directors.

Mr. Humphrey has not previously engaged in a related party transaction with the Company at any time, and there are no family relationships between Mr. Humphrey and any of the Company’s other executive officers or directors.

In connection with Mr. Humphrey’s appointment, Michael T. Carroll resigned as the Company’s President, Chief Executive Officer, and Chief Financial Officer effective February 28, 2019. Additionally, Phillip Jones resigned as a Director of the Company effective March 1, 2019. There were no disagreements or disputes with the Company concerning their resignations.

On March 5, the company issued a non-equity linked promissory note for $100,000 to an investor with an annual 10% rate of interest and a one (1) year maturity. This investor also received a warrant for 500,000 shares at a strike price of $.07 per share with a five (5) year maturity.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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