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 2130, 2024 (August 1627, 2024)

SinglePoint Inc.

(Exact name of registrant as specified in its charter)

Nevada

000-53425

26-1240905

(State or other jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

3104 E Camelback Rd #2137

Phoenix, AZ

85016

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (888) 682-7464

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8 K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (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 CFR 240.14a-12)

☐	Pre commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
common stock, par value $0.0001 per share		SING		Cboe BZX Exchange, Inc.

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 43.0201 ~~Non-Reliance~~Notice onof ~~Previously~~Delisting ~~Issued~~or ~~Financial~~Failure ~~Statements~~to orSatisfy a ~~Related~~Continued ~~Audit~~Listing ~~Report~~Rule or ~~Completed~~Standard; ~~Interim~~Transfer ~~Review~~of Listing

On August 1627, 2024, ~~the management “Management” of~~ SinglePoint, Inc. (the “Company”), ~~after~~received ~~discussions~~a ~~with~~written ~~Turner,~~notice ~~Stone & Company, L.L.P,~~ (the “~~Turner~~Deficiency Notification”) from the ~~independent~~Listing ~~registered~~Qualifications ~~public~~Department ~~accounting~~(the ~~firm~~“Staff”) of ~~the~~The ~~Company~~Cboe BZX Exchange, ~~determined~~Inc. ~~that~~(“Cboe BZX”) notifying the Company’s ~~previously~~that ~~issued~~because ~~audited~~the ~~consolidated~~Company ~~financial~~had ~~statements~~not ~~included~~timely infiled ~~the~~its ~~Company’s~~ Form 10-KQ for the ~~year~~quarter ended ~~December~~June 3130, ~~2023,~~2024 (the “~~Financial~~Form ~~Statements~~10-Q”) ~~and~~within the 5-day grace period ~~covered~~(as ~~thereby~~set forth in the ~~“Affected~~Form ~~Period”)~~12b-25 ~~initially~~the Company filed with the Securities and Exchange Commission (“SEC”) on ~~July~~August 1915, 2024) as required by Cboe BZX Listing Rule 14.6(c)(1) (the “Timely Filing Requirement”), ~~should~~the noCompany ~~longer~~was again out of compliance with the Timely Filing Requirement. Information regarding previous notifications from the Staff of deficiencies under Cboe BZX Listing Rules, including prior failures to comply with the Timely Filing Requirement which have since been rectified, can be ~~relied~~found in the Company’s Current Reports on Form 8-K (the “Prior 8-Ks”) filed on April 22, 2024, June 10, 2024, June 24, 2024 and July 29, 2024 and, to the extent required, the information in Item 3.01 of each of the prior 8-Ks is incorporated by reference herein.

~~Management~~Pursuant ~~reached~~to ~~such~~Cboe ~~conclusions~~BZX ~~following~~Listing anRule ~~internal~~14.12(h), ~~review~~on ofAugust ~~certain transactions and the related accounting treatment~~8, ~~and consultations with Turner. Based upon Management’s evaluation~~2024, the Company ~~concluded~~had ~~that~~a ~~its~~hearing ~~accounting~~(the ~~for~~“Hearing”) ~~inventory~~before ~~and~~a ~~unearned~~Hearings ~~revenues,~~Panel ~~which~~to ~~were~~address ~~previously~~the ~~netted~~deficiencies ondescribed ain ~~contract basis on~~ the ~~Company’s~~Prior ~~consolidated~~8-Ks ~~balance~~and to ~~sheet~~request atan ~~December~~extension ~~31,~~within ~~2023,~~which ~~did~~to ~~not~~evidence ~~give~~compliance ~~full~~with ~~effect to~~ the ~~transactions,~~previously ~~and~~identified ~~the~~deficiencies. The ~~inventory~~Staff ~~and~~has ~~unearned~~not ~~revenues~~yet ~~were~~issued ~~understated~~a decision in ~~the~~connection ~~Company’s~~with ~~Financial~~the ~~Statements~~Hearing.

~~The~~Since the Deficiency Notification was issued after the Hearing but prior to the Staff’s issuance of their decision, under Cboe BZX Listing Rule 14.12(g)(2), the Company ~~expects~~is required to ~~file~~make a written submission to the ~~applicable~~Cboe ~~restated~~BZX ~~Financial~~that ~~Statements~~addresses asthe ~~soon~~deficiency asidentified ~~practicable~~in the Deficiency Notification by 5 p.m. Eastern Time on September 3, 2024. The Company’s ~~Chief~~plans ~~Financial~~to ~~Officer~~timely ~~has~~make ~~discussed~~this ~~these~~written ~~matters~~submission ~~with~~and ~~Turner~~is ~~and~~diligently ~~with~~working on completing the ~~Company’s~~Form ~~Board~~10-Q ofso ~~Directors~~that it can be filed as soon as practicable.

~~Previously,~~Forward-looking the Company’s management had evaluated the effectiveness of the Company's disclosure controls and procedures as well as its internal control over financial reporting as of December 31, 2023, and during the year then ended. As previously disclosed, management had concluded that the Company’s disclosure controls and procedures had material weaknesses during such periods and in response thereto in 2024 has sought outside consultants to assist Management, which the Company believes has and will continue to provide for improved processes related to such controls and procedures.Statements

AThis ~~copy~~report may contain “forward-looking statements” within the meaning of ~~this~~Section ~~Form~~27A ~~8-K~~of ~~was~~the ~~provided~~Securities toAct ~~Turner~~of ~~prior~~1933 and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements include but are not limited to: ~~its~~any statements regarding: the filing of the Form 10-Q, our ability to regain compliance with the ~~SEC~~applicable Cboe BZX listing rules and any other statements that are not historical facts. Forward-looking statements are based on management’s current expectations and are subject to risks and uncertainties that could negatively affect our business, operating results, financial condition and stock price.

~~Forward~~We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking ~~Statements~~statements contained herein to reflect any change in our expectations or any changes in events, conditions or circumstances on which any such statement is based, except as may be required by law, and we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The information contained herein is intended to be reviewed in its totality, and any stipulations, conditions or provisos that apply to a given piece of information in one part of this report should be read as applying mutatis mutandis to every other instance of such information appearing herein.

This report may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements include, but are not limited to: any statements regarding: our ability to complete the restatements of the Financial Statements covering the Affected Period and our ability to address any material weaknesses. Forward-looking statements are based on management’s current expectations and are subject to risks and uncertainties that could negatively affect our business, operating results, financial condition and stock price.2

We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in our expectations or any changes in events, conditions or circumstances on which any such statement is based, except as may be required by law, and we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The information contained herein is intended to be reviewed in its totality, and any stipulations, conditions or provisos that apply to a given piece of information in one part of this report should be read as applying mutatis mutandis to every other instance of such information appearing herein.SIGNATURES

~~Item~~Pursuant ~~9.01~~to ~~Financial~~the ~~Statements~~requirements ~~and~~of ~~Exhibits~~the Stock Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

(d) Exhibits

	SinglePoint Inc.

Dated: August 30, 2024	By:	/s/ William Ralston
	Name:	William Ralston
	Title:	Chief Executive Officer

EXHIBIT INDEX
Exhibit No.		Description
7.1		Letter from Turner. Stone & Company, L.L.P.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document.)

SIGNATURES

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

	SinglePoint Inc.
Dated: August 21, 2024	By:	/s/ William Ralston
	Name:	William Ralston
	Title:	Chief Executive Officer

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