GBT Technologies Inc. 8-K

What Happened

• GBT Technologies, Inc. (GTCH) announced on January 15, 2026 that the Board appointed Patrick Bertagna as Interim Chief Executive Officer, effective that date. The appointment followed the resignation of Thomas Murray as CEO.
• The Company and Mr. Bertagna entered into an Executive Employment Agreement dated January 15, 2026 outlining a six-month initial term and compensation and benefit terms.

Key Details

• Term and salary: Initial six-month term; base pay of $10,000 per month, payable in cash, shares of common stock (OTC Pink: GTCH), or a combination as the Board decides. Stock portion is valued at a cost basis of $0.00005 per share (adjusted for splits) and is considered earned on the 15th of each month.
• Performance bonus: Upon completion of a reverse stock split and the Company’s application for uplisting to a senior exchange, Mr. Bertagna is entitled to 1,000,000,000 pre-reverse common shares (or equivalent post-split), to be issued within 10 business days after Board approval and an 8-K announcing the effective reverse split and uplist application.
• Benefits and policies: Eligible for standard executive benefits (retirement, insurance, leave), one week paid vacation in the initial term, reimbursement for business expenses, and standard provisions for termination, non-compete (during term), non-solicitation, confidentiality, and indemnification. Governing law is California.
• Approval and disclosures: Appointment and agreement were approved by the sole director by written consent on January 15, 2026. No family relationships or related-party transactions requiring Item 404 disclosure were reported. The Employment Agreement is filed as Exhibit 10.1 to the 8-K.

Why It Matters

• Management change: A new interim CEO can signal a shift in leadership and priorities; investors should note the company has named an interim leader while the agreement term is short (six months).
• Potential shareholder impact: Compensation may be paid in stock and the agreement includes a large performance equity award (1,000,000,000 pre-split shares contingent on a reverse split and uplist), which could affect share count and dilution depending on issuance and any reverse split adjustments.
• Strategic objective: The performance award is tied to a reverse stock split and uplisting effort, indicating management is pursuing a move to a senior exchange; investors should watch for future filings announcing a reverse split or uplisting steps.

Exhibit note: The full Executive Employment Agreement is filed as Exhibit 10.1 to the 8-K for complete terms.