UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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~~ 18January 28, ~~2019~~2020

HELIOS AND MATHESON ANALYTICS INC.

(Exact name of Registrant as specified in charter)

Delaware		0-22945		13-3169913
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification Number)

Empire State Building

350 5^th Avenue

New York, New York 10118

(Address of principal executive offices)

Registrant’s telephone number, including area code: (212) 979-8228

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2 below).

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)). ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13(e)-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading symbol(s)		Name of exchange on which registered
N/A		N/A		N/A

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

Emerging growth company ☐

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. ☐

ITEM 51.0203. ~~Departure~~Bankruptcy ~~of Directors~~ or ~~Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Receivership.

OnAfter ~~September~~considering ~~18,~~strategic ~~2019~~alternatives, ~~the Board of Directors~~ of Helios and Matheson Analytics Inc., a Delaware corporation (the “Company”), ~~appointed~~and ~~Parthasarathy~~its ~~(Pat)~~subsidiaries ~~Krishnan~~MoviePass asInc., ~~the~~a Delaware ~~Interim~~corporation, ~~Chief~~and ~~Executive Officer~~Zone ofTechnologies ~~the Company~~Inc., ~~Since~~a ~~January~~Nevada 20corporation, ~~2017,~~each ~~Mr.~~filed ~~Krishnan,~~a ~~age~~voluntary ~~56,~~petition ~~has~~for ~~served~~relief as (the ~~Company’s Chief Innovation Officer.~~“Petition”) ~~Mr.~~under ~~Krishnan~~the ~~previously~~provisions ~~served~~of asChapter a7 ~~member~~of ~~and~~Title ~~Chairman~~11 of the ~~Board~~United ofStates ~~Directors~~Code, of11 ~~the~~U.S.C. ~~Company~~§§ 101 et seq. (the “~~Board~~Code”) ~~from~~ ~~April~~in 1,the ~~2016~~United toStates ~~November~~Bankruptcy 9,Court ~~2016~~for ~~and~~the asSouthern District of New York (the ~~Company’s~~“Bankruptcy ~~President~~Court”) on January 28, 2020. ~~Chief~~The ~~Executive~~proceedings ~~Officer~~are styled “In Re: Helios and ~~Interim~~Matheson ~~Chief~~Analytics ~~Financial~~Inc.”, ~~Officer from~~“In ~~April~~Re: 1MoviePass Inc.”, and ~~2016~~“In toRe: ~~January~~Zone 20Technologies, ~~2017~~Inc.”. ~~From~~As ~~May~~a ~~2013~~result toof ~~March~~filing ~~2016~~the Petition, ~~Mr.~~a ~~Krishnan~~Chapter ~~was~~7 ~~the~~trustee ~~Chief~~will ~~Technology~~be ~~Officer~~appointed ~~and Co-Founder~~by ofthe ~~Ciberoc~~Bankruptcy ~~Corporation.~~Court ~~Ciberoc~~to ~~Corporation~~administer ~~addresses~~the ~~cyber~~estate ~~physical~~of ~~security~~the ~~needs~~Company ~~using~~and ~~biometric~~to ~~authentication~~perform ~~coupled~~the ~~with multifactor~~duties ~~authentication~~set ~~for~~forth ~~cloud~~in ~~infrastructure~~Section ~~enterprises~~704 of the Code.

~~Mr.~~ITEM ~~Krishnan will continue to be subject to the at-will employment agreement he entered into with the Company on April 7, 2016 (the “Krishnan Agreement”)~~5.02 ~~Pursuant to~~Departure ~~the~~of ~~Krishnan~~Directors ~~Agreement,~~or ~~Mr.~~Certain ~~Krishnan’s~~Officers; ~~annual~~Election ~~compensation~~of ~~was~~Directors; ~~initially~~Appointment ~~$175,000~~of aCertain ~~year,~~Officers; ~~which~~Compensatory ~~was~~Arrangements ~~increased to $225,000 on November 9, 2016. The Krishnan Agreement includes non-compete and non-solicitation provisions that continue for a period~~ of ~~one~~ ~~year~~Certain ~~following his separation from service~~Officers.

~~There~~Prathap Singh, Gavriel Ralbag, Muralikrishna Gadiyaram and Joseph Fried tendered their resignations as members of the Company’s Board of Directors effective upon filing the Petition. The resignations of Mr. Singh, Mr. Ralbag, Mr. Gadiyaram and Mr. Fried are nonot ~~family~~the ~~relationships~~result ~~between~~of any disagreements with the Company regarding the Company’s operations, policies, or practices. Mr. ~~Krishnan~~Singh, Mr. Ralbag, Mr. Gadiyaram and Mr. Fried have all resigned due to the Company’s ~~other~~filing ~~directors~~of orthe ~~executive~~Petition ~~officers~~which effectively eliminates the powers of the Company’s Board of Directors. Following the resignations of Mr. Singh, Mr. Ralbag, Mr. Gadiyaram, and Mr. Fried, the Company will have no members serving on its Board of Directors.

InParthasarathy Krishnan ~~addition,~~tendered onhis ~~September~~resignation ~~18,~~as ~~2019,~~ the ~~Board appointed~~Company’s ~~Mr.~~Interim ~~Joseph~~Chief ~~Fried~~Executive asOfficer ~~the~~effective ~~Chairman~~upon offiling the ~~Board~~Petition. The resignation of Mr. ~~Fried~~Krishnan is ~~one~~not of the ~~current~~result ~~independent~~of ~~members~~any ofdisagreement with the ~~Board~~Company ~~and~~regarding athe Company’s ~~member~~operations, ofpolicies, ~~each~~or practices. Mr. Krishnan resigned due to the filing of the ~~Audit~~Petition ~~Committee,~~which ~~Nominating~~effectively ~~and~~eliminates ~~Corporate~~the powers ~~Governance~~Mr. ~~Committee,~~Krishnan ~~Compensation~~previously ~~Committee~~held ~~and~~on ~~Strategic~~behalf ~~Review Committee~~of the Company.

Robert Damon tendered his resignation as the Company’s Interim Chief Financial Officer and Secretary, effective upon filing the Petition. The resignation of Mr. Damon is not the result of any disagreement with the Company regarding the Company’s operations, policies, or practices. Mr. Damon resigned due to the Company’s filing of the Petition which effectively eliminates the powers Mr. Damon previously held on behalf of the Company.

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.

	HELIOS AND MATHESON ANALYTICS INC.
Date: September 24, 2019	By:	/s/ Robert Damon
Date: January 28, 2020	By:	/s/ Robert Damon
		Robert Damon Interim Chief Financial Officer

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