UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Securities Act of 1934
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On March 31, 2025, Two Hands Corporation (the “Company”) held a special meeting of its stockholders (the “Special Meeting”). At the Special Meeting, an aggregate of 4,567,736,549 shares of voting stock, or approximately 83.5% of our 5,469,037,729 total outstanding voting shares as of February 21, 2025, the record date for the Special Meeting (the “Record Date”), were present at or were voted at the Special Meeting, constituting a quorum. The following proposals were voted on at the Special Meeting (as described in greater detail in the Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on August 12, 2024 (the “Proxy Statement”), with the results of such voting as set forth below. Capitalized terms have the meanings given to such terms in the Proxy Statement and this Form 8-K should be read in connection with the Proxy Statement.
| Proposal 1 | For | Against | Broker Non-Votes | |||||
Change of control transaction approval by disinterested shareholders) (3,000,000,000 votes excluded from interested shareholders) |
1,208,310,376 | 85,050,562 | 274,375,611
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| Proposal 2 | For | Against | ||||||
| Name change | 4,475,220,930 | 92,515,619 | ||||||
| Proposal 3 | For | Against | ||||||
| Share consolidation (3,000,000,000 votes excluded from interested shareholders) | 668,082,761 | 899,653,788 | ||||||
As a result of the above voting, the first two proposals were approved by the requisite vote of the Company’s stockholders, but the third proposal was not.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Document |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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.
| TWO HANDS CORPORATION | |||
| Dated: April 1, 2025 | By: | /s/ Emil Assentato | |
| Emil Assentato | |||
| Chief Executive Officer | |||
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