Basic Stats
| CIK | 1119190 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to HUMBL, Inc.
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2025 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 000-31267 HUMBL, Inc. (Exact name of R |
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| July 25, 2025 |
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): July 21, 2025 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State or other jurisdiction (Commission (IRS Employer of incorporation) |
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| July 25, 2025 |
Termination Agreement dated July 21, 2025 Exhibit 10.1 TERMINATION AGREEMENT This Termination Agreement (this “Agreement”) is entered into effective as of July 21, 2025 (the “Effective Date”), by and between HUMBL, Inc., a Delaware corporation (“HUMBL”), and MultiCortex LLC, a Delaware limited liability company (“MultiCortex”). HUMBL and MultiCortex are sometimes referred to herein individually as a “Party” and collectively as the “Partie |
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| June 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2025 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 000-31267 HUMBL, Inc. (Exact name of |
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| May 15, 2025 |
PART II — RULES 12b-25(b) AND (c) UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| May 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 000-31267 HUMBL, INC. (Exact name of |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☒ Definitive Information Statement HUMBL, INC. (Name of Registrant as Specified in |
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| April 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☐ Definitive Information Statement HUMBL, INC. (Name of Registrant as Specified in |
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| April 9, 2025 |
HUMBL, Inc. Announces Name Change Application and Ticker Symbol Updates Exhibit 99.2 HUMBL, Inc. Announces Name Change Application and Ticker Symbol Updates San Diego, CA April 8, 2025 – HUMBL, Inc. (OTC: HMBL) announced today that it will be submitting an application to the Financial Industry Regulatory Authority (FINRA) to change its corporate name to HUMBL Ventures, Inc. The company has a deadline of June 30, 2025 to apply to change the legal name from HUMBL, Inc. |
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| April 9, 2025 |
Exhibit 99.1 HUMBL, Inc. Announces Joint Venture Agreement with MultiCortex to Expand its Artificial Intelligence (AI) Distribution San Diego, CA – April 8, 2025 – HUMBL, Inc. (OTC: HMBL) is pleased to announce a joint venture agreement with MultiCortex, LLC, a U.S. and Brazilian-based company specializing in artificial intelligence (AI) and high-performance computing. Under the terms of the agree |
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| April 9, 2025 |
Joint Venture Agreement between HUMBL, Inc. and MultiCortex LLC dated April 3, 2025 Exhibit 10.1 JOINT VENTURE AGREEMENT This Joint Venture Agreement (the “Agreement”) is entered into in April 3, 2025, by and between HUMBL, Inc. (“HUMBL”), a Delaware corporation; and MultiCortex LLC (“MultiCortex”), a Delaware limited liability company. Hereinafter collectively referred to as the “Parties.” WHEREAS: ● The Parties have a mutual interest in consolidating efforts to foster the devel |
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| April 9, 2025 |
Exhibit 10.2 AMENDMENT TO ASSET PURCHASE AGREEMENT This Amendment to Asset Purchase Agreement (this “Amendment”) is entered into effective as of April 7, 2025, by and between WSCG, Inc., a Wyoming corporation (“Buyer”), HUMBL, Inc., a Delaware corporation (“Seller”), and WSCG HUMBL SPV, a series of SPV Mgmt LLC, a Delaware limited liability company (“Holding Company”). Capitalized terms used herei |
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| April 9, 2025 |
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): April 3, 2025 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State or other jurisdiction (Commission (IRS Employer of incorporation) |
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| April 1, 2025 |
OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response ............. 2.50 SEC FILE NUMBER CUSIP NUMBER (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 |
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| March 18, 2025 |
Exhibit 10.1 CONVERTIBLE PROMISSORY NOTE Effective Date: March 14, 2025 U.S. $550,000.00 FOR VALUE RECEIVED, HUMBL, Inc., a Delaware corporation (“Borrower”), promises to pay to Quail Hollow Capital, LLC, a Texas limited liability company, or its successors or assigns (“Lender”), $550,000.00 and any interest, fees, charges, and late fees accrued hereunder on the date that is twelve (12) months aft |
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| March 18, 2025 |
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 14, 2025 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State or other jurisdiction (Commission (IRS Employer of incorporation |
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| March 18, 2025 |
HUMBL, Inc. Secures $500,000 in Strategic Investment From Quail Hollow Capital, LLC Exhibit 99.1 HUMBL, Inc. Secures $500,000 in Strategic Investment From Quail Hollow Capital, LLC March 18, 2025 - San Diego, CA - HUMBL, Inc. (OTC: HMBL) (the “Company”) is pleased to announce a strategic investment from Quail Hollow Capital, LLC, marking a key step in the Company’s efforts to strengthen its financial position and drive future growth. Quail Hollow Capital has invested $500,000 in |
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| March 6, 2025 |
Exhibit 99.1 HUMBL, Inc. Announces $2 Million Share Exchange Agreement and Strategic Partnership With NUBURU, Inc. to Accelerate Growth and Shareholder Value San Diego, CA – February 28, 2025 – HUMBL, Inc. (OTC: HMBL) announced the execution of a $2,000,000 Equity Swap Agreement and strategic partnership with NUBURU, Inc. (NYSE: BURU) designed to accelerate both companies’ growth strategies and de |
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| March 6, 2025 |
Equity Swap Agreement dated February 28, 2025 between HUMBL, Inc. and Nuburu, Inc. Exhibit 10.1 EQUITY SWAP AGREEMENT This Equity Swap Agreement (“Agreement”) is made as of February 28, 2025 (the “Effective Date”), by and between Nuburu, Inc. (“BURU”), a Delaware corporation listed on NYSE MKT, and HUMBL, Inc. (“HMBL”), a Delaware corporation listed on OTC Pink. BURU and HMBL may each be referred to as a “Party” and collectively as the “Parties.” RECITALS WHEREAS, the Parties de |
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| March 6, 2025 |
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): February 28, 2025 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State or other jurisdiction (Commission (IRS Employer of incorporat |
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| February 6, 2025 |
Exhibit 10.1 AMENDMENT TO ASSET PURCHASE AGREEMENT This Amendment to Asset Purchase Agreement (this “Amendment”) is entered into effective as of January 31, 2025, by and between WSCG, Inc., a Wyoming corporation (“Buyer”), HUMBL, Inc., a Delaware corporation (“Seller”), and WSCG HUMBL SPV, a series of SPV Mgmt LLC, a Delaware limited liability company (“Holding Company”). Capitalized terms used he |
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| February 6, 2025 |
Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits 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): January 31, 2025 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State or other jurisdiction (Commission (IRS Employer of incorporati |
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| December 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☒ Definitive Information Statement HUMBL, INC. (Name of Registrant as Specified in |
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| December 26, 2024 |
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): December 24, 2024 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State of other jurisdiction (Commission (IRS Employer of incorporat |
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| December 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2024 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State of other jurisdiction of incorporation) (Commission File Nu |
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| December 19, 2024 |
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): December 13, 2024 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State of other jurisdiction of incorporation) (Commission File Numb |
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| December 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☐ Definitive Information Statement HUMBL, INC. (Name of Registrant as Specified in |
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| December 3, 2024 |
Exhibit 10.4 HUMBL Completes Stock Purchase Agreement with Ybyra Capital and Sale of its Assets for $20,000,000 to WSCG, Inc. San Diego, CA - December 3, 2024 - HUMBL, Inc. (OTC: HMBL) is pleased to announce a two-step transaction that includes HUMBL, Inc. and two other partners to be filed as a Form 14C step-transaction. The first phase of the step-transaction involves a stock purchase agreement |
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| December 3, 2024 |
Exhibit 10.2 ASSET PURCHASE AGREEMENT AMONG HUMBL, INC. (as Seller), WSCG, Inc. (as Buyer) and WSCG Humbl SPV, a series of SPV Mgmt, LLC (as Holding Company) December 2, 2024 TABLE OF CONTENTS Page Article I Purchase and Sale of Assets 1 1.1 Purchase and Sale of Acquired Assets 1 1.2 Assumption of Liabilities 1 Article II Consideration Payable by Buyer 2 2.1 Purchase Price 2 2.2 Payment of Purchas |
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| December 3, 2024 |
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): December 2, 2024 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State or other jurisdiction (Commission (IRS Employer of incorporati |
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| December 3, 2024 |
Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into by and among BRIAN FOOTE, an individual (“Seller”), YBYRÁ CAPITAL S.A., a Brazilian company (“Ybyrá”), and HUMBL, INC., a Delaware corporation (the “Company”), and shall be effective as of December 2, 2024 (the “Effective Date”). A. Seller has voting control of the Company with his ownership of 7 |
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| December 3, 2024 |
Exhibit 10.3 HUMBL, Inc. Board of Directors 101 West Broadway Suite 1450 San Diego, California 92101 23 November 2024 Members of the Board: I understand that HUMBL, Inc. (“the Company”), WSGC, Inc., a Wyoming corporation (“the Buyer”), and WSCG Humbl SPV, a series of SPV Mgmt, LLC, a Delaware series limited liability company (the “Holding Company”), will shortly enter into an Asset Purchase Agreem |
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| November 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2024 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 000-31267 HUMBL, Inc. (Exact name |
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| November 15, 2024 |
PART II — RULES 12b-25(b) AND (c) UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| October 16, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): October 16, 2024 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State or other jurisdiction (Commission (IRS Employer of incorporati |
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| October 16, 2024 |
HUMBL Issued U.S. Patent for System and Method for Transferring Currency Using Blockchain Exhibit 99.1 FOR IMMEDIATE RELEASE HUMBL Issued U.S. Patent for System and Method for Transferring Currency Using Blockchain San Diego, CA, October 16, 2024 - HUMBL, Inc. (OTC: HMBL) is pleased to announce the issuance of U.S. Patent No. 12,118,613 by the United States Patent and Trademark Office (USPTO) for the “System and Method for Transferring Currency Using Blockchain.” This patent was formal |
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| September 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☒ Definitive Information Statement HUMBL, INC. (Name of Registrant as Specified in |
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| August 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☐ Definitive Information Statement HUMBL, INC. (Name of Registrant as Specified in |
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| August 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2024 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 000-31267 HUMBL, Inc. (Exact name of R |
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| August 15, 2024 |
PART II — RULES 12b-25(b) AND (c) UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| August 12, 2024 |
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): July 17, 2024 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State or other jurisdiction (Commission (IRS Employer of incorporation) |
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| August 12, 2024 |
Certificate of Designation of the Series D Preferred Stock of HUMBL, Inc. Exhibit 3.1 CERTIFICATE OF DESIGNATION OF THE SERIES D PREFERRED STOCK OF HUMBL, INC. It is hereby certified that: 1. The name of the corporation is HUMBL, Inc. (the “Corporation”). 2. The Certificate of Incorporation of the Corporation designates 22,500,000,000 shares of Common Stock, $0.00001 par value, and 10,000,000 shares as Preferred Stock, $0.00001 par value, 7,000,000 of which have been de |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2024 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 000-31267 HUMBL, Inc. (Exact name of |
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| May 15, 2024 |
PART II — RULES 12b-25(b) AND (c) UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| May 10, 2024 |
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): May 8, 2024 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State or other jurisdiction (Commission (IRS Employer of incorporation) F |
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| April 18, 2024 |
Exhibit 6.14 SUBLEASE AGREEMENT THIS SUBLEASE AGREEMENT (“Sublease”) is made this 24th day of July, 2023 (the “Execution Date”) by and between FOCUSCOM INC., a duly incorporated corporation in the State of California, having its principal place of business at 101 W. Broadway , Suite 1450 San Diego , CA 92101 (the “Sublandlord”), and HUMBL, INC., a duly incorporated corporation in the State of Cali |
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| April 18, 2024 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation in this Registration Statement on Form 1-A of our report dated March 28, 2024, relating to the financial statements of HUMBL, Inc. for the years ended December 31, 2023 and 2022 and to all references to our firm included in this Registration Statement. /s/ BF Borgers CPA PC Certified Public |
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| April 18, 2024 |
Exhibit 3.5 |
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| April 18, 2024 |
Exhibit 3.6 |
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| April 18, 2024 |
Exhibit 4.1 SUBSCRIPTION AGREEMENT Name of Investor: Brian Foote Chief Executive Officer HUMBL, Inc. 101 W. Broadway, Suite 1450 San Diego, CA 92101 Re: HUMBL, Inc. Offering of up to [ ] shares of common stock (the “Shares”) 1. Subscription. The undersigned hereby tenders this subscription and applies to purchase the number of Shares in HUMBL, Inc., a Delaware corporation (the “Company”) indicated |
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| April 18, 2024 |
File No. 024-12322 An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. Information contained in this Preliminary Offering Circular is subject to completion or amendment. These securities may not be sold nor may offers to buy be accepted before the Offering Statement filed with the Commission is qualified. This Prel |
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| March 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 000-31267 HUMBL, INC. (Exact name of |
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| February 29, 2024 |
Exhibit 10.1 ASSET PURCHASE AGREEMENT BETWEEN HUMBL, INC. (as Seller) and AVRIO WORLDWIDE, PBC (as Buyer) Dated February 23, 2024 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this “Agreement”) is made and entered into effective as of February 23, 2024 (the “Effective Date”), by and between Avrio Worldwide, PBC, a Delaware public benefit corporation (“Buyer”), and HUMBL, Inc., a Delaware |
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| February 29, 2024 |
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): February 23, 2024 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State or other jurisdiction (Commission (IRS Employer of incorporat |
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| February 29, 2024 |
Exhibit 99.1 HUMBL Announces Purchase of HUMBL Financial by Avrio, to Drive a Range of Financial Products and Services into the Global Markets New York, San Diego, London, Abu Dhabi, February 29, 2024 - HUMBL, Inc. (OTC: HMBL) and Avrio are pleased to announce the acquisition of the HUMBL Financial brand, products and services by Avrio. Avrio is the parent of several companies delivering licensed |
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| January 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☒ Definitive Information Statement HUMBL, INC. (Name of Registrant as Specified in |
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| December 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☐ Definitive Information Statement HUMBL, INC. (Name of Registrant as Specified in |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2023 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 000-31267 HUMBL, Inc. (Exact name |
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| October 25, 2023 |
Exhibit 10.1 THE EXCHANGE CONTEMPLATED HEREIN IS INTENDED TO COMPORT WITH THE REQUIREMENTS OF SECTION 3(a)(9) OF THE SECURITIES ACT OF 1933, AS AMENDED. EXCHANGE AGREEMENT This Exchange Agreement (this “Agreement”) is entered into as of October , 2023 (the “Effective Date”) by and between Sartorii, LLC, a Delaware limited liability company (“Sartorii”), and HUMBL, Inc., a Delaware corporation (“Co |
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| October 25, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): October 23, 2023 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State or other jurisdiction (Commission (IRS Employer of incorporati |
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| October 25, 2023 |
Investor Rights Agreement dated October 23, 2023 between HUMBL and Sartorii Exhibit 10.2 INVESTOR RIGHTS AGREEMENT This INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of October 23, 2023, by and between HUMBL, Inc., a Delaware corporation (the “Company”), and Sartorii, LLC, a Delaware limited liability company (the “Investor”) (individually a “Party” and collectively the “Parties”). RECITALS: WHEREAS, the Investor is acquiring 8,775 shares of the |
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| October 13, 2023 |
Exhibit 10.4 Letter Agreement This letter agreement (this “Letter Agreement”) is entered into by and between Pacific Lion LLC, a Florida limited liability company (“Investor”), and HUMBL, Inc., a Delaware corporation (the “Company”). 1. Right of First Refusal. For a period of nine (9) months from the date of this Letter Agreement, Company agrees not to issue any shares of common stock to settle an |
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| October 13, 2023 |
Exhibit 10.3 CERTIFICATE OF DESIGNATION OF THE SERIES C PREFERRED STOCK OF HUMBL, INC. It is hereby certified that: 1. The name of the corporation is HUMBL, Inc. (the “Corporation”). 2. The Certificate of Incorporation of the Corporation designates 12,500,000,000 shares of Common Stock, $0.00001 par value, and 10,000,000 shares as Preferred Stock, $.00001 par value, 7,000,000 of which have been de |
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| October 13, 2023 |
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): October 3, 2023 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State of other jurisdiction (Commission (IRS Employer of incorporatio |
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| October 13, 2023 |
Exhibit 10.2 INVESTOR RIGHTS AGREEMENT This INVESTOR RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of October 11, 2023, by and between HUMBL, Inc., a Delaware corporation (the “Company”), and Pacific Lion, LLC, a Florida limited liability company (the “Investor”) (individually a “Party” and collectively the “Parties”). RECITALS: WHEREAS, the Investor is acquiring an aggregate of |
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| October 13, 2023 |
HUMBL Announces That It Has Entered Into a Exhibit 99.1 HUMBL Announces That It Has Entered Into a Securities Purchase Agreement For Over $2 Million In Financing With Pacific Lion San Diego, California, October 11, 2023 (GLOBE NEWSWIRE) — HUMBL, Inc. (OTC: HMBL) (“HUMBL” or the “Company”) announced today that it has signed a Securities Purchase Agreement (“SPA”) with Pacific Lion that will provide the Company with $2,040,000 in capital ove |
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| October 13, 2023 |
Exhibit 10.1 Securities Purchase Agreement This Securities Purchase Agreement (this “Agreement”), dated as of October 3, 2023, is entered into by and between HUMBL, Inc., a Delaware corporation, its successors and/or assigns (“Company”), and Pacific Lion LLC, a Florida limited liability company, its successors and/or assigns (“Investor”). A. Company and Investor are executing and delivering this A |
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| August 31, 2023 |
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): July 18, 2023 HUMBL, INC. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State of other jurisdiction (Commission (IRS Employer of incorporation) |
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| August 31, 2023 |
Exhibit 10.1 GLOBAL AMENDMENT This Global Amendment (this “Amendment”) is entered into effective as of July 18, 2023, by and between Pacific Lion LLC, a Florida limited liability company (“Investor”), and HUMBL, Inc., a Delaware corporation (“Company”). A. Company and Investor previously entered into that certain Securities Purchase Agreement dated May 10, 2023 (the “Purchase Agreement”). B. Pursu |
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| August 22, 2023 |
HUMBL, Inc. 600 B Street, Suite 300 San Diego, California 92101 UP TO [ ] SHARES OF COMMON STOCK File No. [ ] An Offering Statement pursuant to Regulation A relating to these securities has been filed with the Securities and Exchange Commission. Information contained in this Preliminary Offering Circular is subject to completion or amendment. These securities may not be sold nor may offers to buy be accepted before the Offering Statement filed with the Commission is qualified. This Preliminar |
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| August 22, 2023 |
Exhibit 6.9 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into by and between HUMBL, Inc., a Delaware corporation (the “Company”), and Brian Foote, an individual (“Employee”), effective as of July 13, 2021 (the “Effective Date”). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which a |
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| August 22, 2023 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 11.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby consent to the incorporation in this Registration Statement on Form 1-A of our report dated April 5, 2023, relating to the financial statements of HUMBL, Inc. for the years ended December 31, 2022 and 2021 and to all references to our firm included in this Registration Statement. /s/ BF Borgers CPA PC Certified Public |
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| August 22, 2023 |
Exhibit 17.1 LIST OF SUBSIDIARIES HUMBL Blockchain Services, Inc., a Delaware corporation Ixaya Business SA de CV, a Mexican corporation HUMBL Chile SpA, a Chilean stock company |
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| August 22, 2023 |
Exhibit 6.11 |
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| August 22, 2023 |
Exhibit 6.10 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into by and between HUMBL, Inc., a Delaware corporation (the “Company”), and Jeffrey Hinshaw, an individual (“Employee”), effective as of July 13, 2021 (the “Effective Date”). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of wh |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2023 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 000-31267 HUMBL, Inc. (Exact name of R |
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| August 4, 2023 |
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 1, 2023 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State of other jurisdiction (Commission (IRS Employer of incorporation |
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| August 4, 2023 |
Exhibit 10.1 MASTER CONSULTING SERVICES AGREEMENT This Master Consulting Services Agreement (this “Agreement”) dated as of August 1, 2023 (the “Execution Date”) is entered into by and between BRU, LLC, a Wyoming limited liability company (“Contractor”), and HUMBL, Inc., a Delaware corporation (“Company”). Contractor and Company are each referred to as a “Party” and, collectively, as the “Parties”. |
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| August 2, 2023 |
Exhibit 10.1 Securities Purchase Agreement This Securities Purchase Agreement (this “Agreement”), dated as of July 26, 2023, is entered into by and between HUMBL, Inc., a Delaware corporation, its successors and/or assigns (“Company”), and [], a [] limited liability company, its successors and/or assigns (“Investor”). A. Company and Investor are executing and delivering this Agreement in reliance |
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| August 2, 2023 |
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): July 26, 2023 HUMBL, INC. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State of other jurisdiction (Commission (IRS Employer of incorporation) |
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| July 20, 2023 |
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): July 14, 2023 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State of other jurisdiction (Commission (IRS Employer of incorporation) |
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| July 20, 2023 |
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): July 15, 2023 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State of other jurisdiction (Commission (IRS Employer of incorporation) |
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| July 20, 2023 |
Exhibit 10.1 SETTLEMENT AGREEMENT AND MUTUAL RELEASE THIS SETTLEMENT AGREEMENT AND MUTUAL RELEASE (this “Agreement”), effective upon execution and dated as of July 14, 2023 (the “Execution Date”), is entered into by and among HUMBL, INC., a Delaware corporation (“Company”), BIZSECURE INC., a Delaware corporation(“Seller”), Alfonso Arana, an individual (“A. Arana”), Alfonso Rodriguez-Arana, an indi |
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| July 20, 2023 |
Exhibit 10.1 TECHNOLOGY SERVICES AGREEMENT THIS TECHNOLOGY SERVICES AGREEMENT (this “Agreement”) is entered into on July 15, 2023 (the “Effective Date”), by and between HUMBL, Inc., a Delaware corporation (“HUMBL”), and Arena Football League Management, LLC, a Minnesota limited liability company (“AFL”). HUMBL and AFL may be referred to individually as a “Party” and collectively as the “Parties.” |
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| July 10, 2023 |
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): June 30, 2023 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State of other jurisdiction (Commission (IRS Employer of incorporation) |
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| July 10, 2023 |
Exhibit 10.2 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY APP |
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| July 10, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into effective as of June 30, 2023 (the “Effective Date”), by and between HUMBL, Inc., a Delaware corporation (the “Seller”), and Phantom Power, LLC, a California limited liability company (“Buyer”). Each of the Buyer and the Seller are referred to herein individually as a “Party” and collec |
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| June 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☒ Definitive Information Statement HUMBL, INC. (Name of Registrant as Specified in |
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| June 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☐ Definitive Information Statement HUMBL, INC. (Name of Registrant as Specified in |
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| June 9, 2023 |
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): June 9, 2023 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 27-1296318 (State of other jurisdiction (Commission (IRS Employer of incorporation) |
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| May 22, 2023 |
Exhibit 10.1 Securities Purchase Agreement This Securities Purchase Agreement (this “Agreement”), dated as of May [], 2023, is entered into by and between HUMBL, Inc., a Delaware corporation, its successors and/or assigns (“Company”), and [] a [] limited liability company, its successors and/or assigns (“Investor”). A. Company and Investor are executing and delivering this Agreement in reliance up |
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| May 22, 2023 |
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): May 15, 2023 HUMBL, INC. (Exact name of registrant as specified in its charter) Delaware 000-31267 91-2948019 (State of other jurisdiction (Commission (IRS Employer of incorporation) |
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| May 15, 2023 |
Equity Financing Agreement dated May 10, 2023 Exhibit 10.3 EQUITY FINANCING AGREEMENT This EQUITY FINANCING AGREEMENT (the “Agreement”), dated as of May 10, 2023 (the “Execution Date”), is entered into by and between HUMBL, Inc., a Delaware corporation (the “Company”), and Pacific Lion LLC, a Florida limited liability company (the “Investor”). RECITALS: WHEREAS, the parties desire that, upon the terms and subject to the conditions contained h |
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| May 15, 2023 |
Warrant to Purchase Shares of Common Stock dated May 10, 2023 Exhibit 10.2 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY APP |
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| May 15, 2023 |
Convertible Promissory Note dated May 10, 2023 Exhibit 10.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2023 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 000-31267 HUMBL, Inc. (Exact name of |
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| May 15, 2023 |
Registration Rights Agreement dated May 10, 2023 Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT This Registration Rights AGREEMENT (the “Agreement”), dated as of May 10, 2023 (the “Execution Date”), is entered into by and between HUMBL, Inc., a Delaware corporation (the “Company”), and Pacific Lion LLC, a Florida limited liability company (the “Investor”). RECITALS: Whereas, pursuant to the Equity Financing Agreement entered into by and between the |
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| April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 000-31267 HUMBL, INC. (Exact name of |
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| March 31, 2023 |
OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response ............. 2.50 SEC FILE NUMBER CUSIP NUMBER (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2022 |
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| February 6, 2023 |
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): January 31, 2023 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 91-2948019 (State of other jurisdiction (Commission (IRS Employer of incorporati |
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| February 6, 2023 |
Exhibit 10.1 Settlement Agreement This Settlement Agreement (this “Agreement”), dated as of January 31, 2023, is entered into by and between HUMBL, Inc., a Delaware corporation (the “Company”), Juan Luis Gonzalez, an individual (“Juan”) and Javier Gonzalez, an individual (“Javier”, and each of Juan and Javier, a “Buyer”, and collectively, the “Buyers”). Each of Juan and Javier and the Company are |
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| January 12, 2023 |
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): January 6, 2023 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 91-2948019 (State of other jurisdiction (Commission (IRS Employer of incorporatio |
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| January 5, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): December 29, 2022 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 91-2948019 (State of other jurisdiction (Commission (IRS Employer of incorporat |
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| December 14, 2022 |
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): December 8, 2022 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 91-2948019 (State of other jurisdiction (Commission (IRS Employer of incorporati |
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| December 14, 2022 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights AGREEMENT (the “Agreement”), dated as of December 12, 2022 (the “Execution Date”), is entered into by and between HUMBL, Inc., a Delaware corporation with its principal executive office at 600 B Street, Suite 300, San Diego, CA 92101 (the “Company”), and GHS Investments LLC, a Nevada limited liability company, with offices at 420 |
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| December 14, 2022 |
Exhibit 10.1 EQUITY FINANCING AGREEMENT This EQUITY FINANCING AGREEMENT (the “Agreement”), dated as of December 12, 2022 (the “Execution Date”), is entered into by and between HUMBL, Inc., a Delaware corporation with its principal executive office at 600 B Street, Suite 300, San Diego, CA 92101 (the “Company”), and GHS Investments LLC, a Nevada limited liability company, with offices at 420 Jerich |
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| December 14, 2022 |
Exhibit 10.3 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN AND WILL NOT BE REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION PROVIDED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER (THE “1933 ACT”) US $222,0 |
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| November 18, 2022 |
Exhibit 10.1 LINE OF CREDIT AGREEMENT This Line of Credit Agreement (this “Agreement”), effective as of November 15, 2022, is entered into by and between HUMBL, Inc., a Delaware corporation (“Borrower”), and Sartorii, LLC, a Delaware limited liability company (“Lender”). A. Borrower desires to obtain from Lender a line of credit (the “Line of Credit”) under which loan advances may from time to tim |
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| November 18, 2022 |
Exhibit 10.2 SETTLEMENT AGREEMENT AND MUTUAL RELEASE OF CLAIMS This Settlement Agreement and Mutual Release of Claims (“Agreement”) is entered into as November 15, 2022 by and between Forwardly, Inc. (“Forwardly”), a Nevada corporation, and HUMBL, Inc. (“HUMBL”), a Delaware corporation. Forwardly and HUMBL are individually referred to as a “Party” and collectively as the “Parties.” RECITALS WHEREA |
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| November 18, 2022 |
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): November 15, 2022 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 91-2948019 (State of other jurisdiction (Commission (IRS Employer of incorporat |
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| November 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☒ Definitive Information Statement HUMBL, INC. (Name of Registrant as Specified in |
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| November 14, 2022 |
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): November 7, 2022 HUMBL, INC. (Exact name of registrant as specified in its charter) Delaware 000-31267 91-2948019 (State of other jurisdiction (Commission (IRS Employer of incorporati |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2022 ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 000-31267 HUMBL, Inc. (Exact name |
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| November 14, 2022 |
Exhibit 10.1 Securities Purchase Agreement This Securities Purchase Agreement (this “Agreement”), dated as of November , 2022, is entered into by and between HUMBL, Inc., a Delaware corporation, its successors and/or assigns (“Company”), and [], a [] limited liability company, its successors and/or assigns (“Investor”). A. Company and Investor are executing and delivering this Agreement in relianc |
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| November 9, 2022 |
Exhibit 10.1 ASSET PURCHASE AGREEMENT AMONG BRIAN MELTZER AND ROBIN BURNS (as Sellers) and HUMBL, INC. (as Buyer) Dated November 2, 2022 TABLE OF CONTENTS Page Article I Purchase and Sale of Assets 1 1.1 Purchase and Sale of Acquired Assets 1 1.2 Assets Being Retained by Sellers 1 1.3 Assumption of Liabilities 1 Article II Consideration Payable by Buyer 2 2.1 Purchase Price 2 2.2 Payment of Purcha |
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| November 9, 2022 |
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): November 2, 2022 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 91-2948019 (State of other jurisdiction (Commission (IRS Employer of incorporati |
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| November 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☐ Definitive Information Statement HUMBL, INC. (Name of Registrant as Specified in |
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| September 27, 2022 |
Exhibit 10.1 GLOBAL AMENDMENT This Global Amendment (this ?Amendment?) is entered into effective as of September 21, 2022, by and between [] (?Investor?), and HUMBL, Inc., a Delaware corporation (?Company?). Capitalized terms used herein but not otherwise defined in this Agreement shall have the meanings set forth in the Purchase Agreement (as defined below). A. Company and Investor previously ent |
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| September 27, 2022 |
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): September 21, 2022 HUMBL, INC. (Exact name of registrant as specified in its charter) Delaware 000-31267 91-2948019 (State of other jurisdiction (Commission (IRS Employer of incorpora |
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| September 20, 2022 |
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): September 14, 2022 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 91-2948019 (State of other jurisdiction (Commission (IRS Employer of incorporation) File |
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| September 20, 2022 |
HUMBL Terminates Agreement to Acquire Agora Digital Holdings, Inc. Exhibit 99.1 HUMBL Terminates Agreement to Acquire Agora Digital Holdings, Inc. SAN DIEGO, CALIFORNIA, September 16, 2022 (GLOBE NEWSWIRE) ? HUMBL, Inc. (?HUMBL?) (OTC Markets: HMBL) has announced it has terminated the Securities Exchange Agreement previously announced on August 11, 2022 for HUMBL to acquire Ecoark?s approximately 89% owned subsidiary, Agora Digital Holdings, Inc. (?Agora Digital? |
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| August 17, 2022 |
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 11, 2022 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 91-2948019 (State of other jurisdiction (Commission (IRS Employer of incorporatio |
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| August 17, 2022 |
Form of Securities Purchase Agreement Exhibit 10.1 Securities Purchase Agreement This Securities Purchase Agreement (this ?Agreement?), dated as of August 11, 2022, is entered into by and between HUMBL, Inc., a Delaware corporation, its successors and/or assigns (?Company?), and [], a [] limited liability company, its successors and/or assigns (?Investor?). A. Company and Investor are executing and delivering this Agreement in relianc |
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| August 16, 2022 |
Form of Securities Exchange Agreement Exhibit 10.1 SECURITIES EXCHANGE AGREEMENT This Securities Exchange Agreement (this ?Agreement?), dated as of August 11, 2022, is entered into among Agora Digital Holdings, Inc., a Nevada corporation (the ?Company?), Ecoark Holdings, Inc., a Nevada corporation (?Seller?), the other shareholders of the Company set forth on the signature page hereto (the ?Agora Shareholders,? and together with Selle |
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| August 16, 2022 |
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 11, 2022 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 91-2948019 (State of other jurisdiction (Commission (IRS Employer of incorporatio |
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| August 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2022 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File No. 000-31267 HUMBL, Inc. (Exact name of R |
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| August 1, 2022 |
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): July 26, 2022 HUMBL, Inc. (Exact name of registrant as specified in its charter) Delaware 000-31267 91-2948019 (State of other jurisdiction (Commission (IRS Employer of incorporation) |
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| August 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 HUMBL Inc. |
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| August 1, 2022 |
Note Purchase Agreement dated July 26, 2022 between HUMBL, Inc. and Sartorii, LLC Exhibit 10.1 Note Purchase Agreement This Note Purchase Agreement (this ?Agreement?), dated as of July 26, 2022, is entered into by and between HUMBL, Inc., a Delaware corporation (?Company?), and Sartorii, LLC, a Delaware limited liability company, its successors and/or assigns (?Investor?). A. Company and Investor are executing and delivering this Agreement in reliance upon an exemption from sec |
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| July 25, 2022 |
HUMBL, INC. 600 B Street, Suite 300 San Diego, California 92101 HUMBL, INC. 600 B Street, Suite 300 San Diego, California 92101 July 25, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Re: HUMBL, Inc. Acceleration Request for Registration Statement on Form S-1 File No. 333-261403 Ladies and Gentlemen: Pursuant to Rule 461 under the Securities Act of 1933, as amended, HUMBL, |
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| July 22, 2022 |
HUMBL, INC. 600 B Street, Suite 300 San Diego, California 92101 HUMBL, INC. 600 B Street, Suite 300 San Diego, California 92101 July 22, 2022 Via EDGAR Correspondence United States Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.E. Washington, D.C. 20549 Attn: Brian Fetterolf Robert Shapiro Re: HUMBL, Inc. (the ?Company?) Amendment No. 7 to Registration Statement on Form S-1 Filed July 20, 2022 File |
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| July 22, 2022 |
As filed with the Securities and Exchange Commission on July 22, 2022 As filed with the Securities and Exchange Commission on July 22, 2022 Registration Statement No. |
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| July 20, 2022 |
Amendment to Certificate of Incorporation Exhibit 3.2 STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF TESORO ENTERPRISES, INC. Tesoro Enterprises, Inc. (the ?Corporation?), a Delaware corporation, does hereby certify that the following amendments to the Corporation?s Certificate of Incorporation to change Paragraph First to change the name of the Corporation and to amend and restate Paragraph Fourth to in |
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| July 20, 2022 |
As filed with the Securities and Exchange Commission on July 20, 2022 As filed with the Securities and Exchange Commission on July 20, 2022 Registration Statement No. |
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| July 20, 2022 |
Employment Agreement dated July 13, 2021 between HUMBL, Inc. and Karen Garcia Exhibit 10.48 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is entered into by and between HUMBL, Inc., a Delaware corporation (the ?Company?), and Karen Garcia, an individual (?Employee?), effective as of July 13, 2021 (the ?Effective Date?). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of whic |
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| July 20, 2022 |
Promissory Note dated June 30, 2021 issued to Kevin Childress Exhibit 10.42 PROMISSORY NOTE Effective Date: June 30, 2021 U.S. $65,000.00 FOR VALUE RECEIVED, HUMBL, Inc., a Delaware corporation (?Borrower?), promises to pay to the order of Kevin Childress, or his assigns (?Lender?), $65,000.00 and any interest accrued hereunder on April 1, 2022 (the ?Maturity Date?) in accordance with the terms set forth herein and to pay interest on the outstanding balance |
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| July 20, 2022 |
Warrant dated May 21, 2021 issued to Athletes First, LLC Exhibit 10.37 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| July 20, 2022 |
Convertible Promissory Note dated June 21, 2021 issued to Murtaugh Group, LLC Exhibit 10.35 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| July 20, 2022 |
Warrant dated May 19, 2021 issued to KWP50, LLC Exhibit 10.22 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| July 20, 2022 |
Warrant with an original issuance date of May 13, 2021 issued to Scottish Isle Investing, LLC Exhibit 10.17 THIS WARRANT (AS DEFINED BELOW) IS ISSUED IN CONNECTION WITH THE BIFURCATION OF THAT CERTAIN WARRANT TO PURCHASE SHARES OF COMMON STOCK HAVING AN ORIGINAL ISSUE DATE OF MAY 13, 2021. FOR PURPOSES OF RULE 144, THIS WARRANT SHALL BE DEEMED TO HAVE BEEN ISSUED ON MAY 13, 2021. NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED |
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| July 20, 2022 |
Exhibit 10.13 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (the ?Agreement?) dated as of April 14, 2021 (the ?Execution Date?) is entered into by and between HUMBL, Inc., a Delaware corporation (the ?Company?), and Brighton Capital Partners, LLC, a Delaware limited liability company (the ?Investor?). RECITALS WHEREAS, pursuant to the Equity Financing Agreement entered into by a |
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| July 20, 2022 |
Warrant dated December 4, 2020 issued to Forwardly, Inc. Exhibit 10.2 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY APP |
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| July 20, 2022 |
Convertible Promissory Note dated June 30, 2021 issued to Phantom Power, LLC Exhibit 10.39 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| July 20, 2022 |
Exhibit 10.49 DEVELOPMENT SERVICES AGREEMENT This Development Services Agreement (this ?Agreement?) is entered into as of July 29, 2021 (the ?Effective Date?), by and between HUMBL, Inc., a Delaware corporation (?HUMBL?), and Red Rock Development Group, LLC, an Arizona limited liability company (?Red Rock?). The parties hereto may be referred to hereinafter individually as a ?Party? and collective |
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| July 20, 2022 |
Convertible Promissory Note dated August 30, 2021 issued to Hahanakai, LLC Exhibit 10.50 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| July 20, 2022 |
Warrant dated November 22, 2021 issued to Konop Enterprises Inc. Exhibit 10.55 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| July 20, 2022 |
Promissory Note dated February 12, 2022 issued to Sartorii, LLC. Exhibit 10.60 PROMISSORY NOTE Effective Date: February 22, 2022 U.S. $3,000,000.00 FOR VALUE RECEIVED, HUMBL, Inc., a Delaware corporation (?Borrower?), promises to pay to Sartorii, LLC, a Delaware limited liability company, or its successors or assigns (?Lender?), $3,000,000.00 and any interest, fees, charges, and late fees accrued hereunder on the date that is thirty-six (36) months after the Pu |
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| July 20, 2022 |
Amendment to Brighton Capital Partners, LLC Convertible Promissory Note dated June 11, 2022 Exhibit 10.64 AMENDMENT TO CONVERTIBLE PROMISSORY NOTE This Amendment to Convertible Promissory Note (this ?Amendment?) is entered into as of June 10, 2022, by and between Brighton Capital Partners, LLC, a Texas limited liability company (?Lender?), and HUMBL, Inc., a Delaware corporation (?Borrower?). Capitalized terms used herein but not otherwise defined shall have the meanings set forth in the |
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| July 20, 2022 |
Warrant dated December 23, 2020 issued to Judith Levine Exhibit 10.7 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY APP |
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| July 20, 2022 |
Warrant dated May 19, 2021 issued to CMP76, LLC Exhibit 10.26 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| July 20, 2022 |
Employment Agreement dated June 3, 2021 between HUMBL, Inc. and Javier Gonzalez Exhibit 10.32 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is entered into by and between HUMBL, Inc., a Delaware corporation (the ?Company?), and Javier Gonzalez, an individual (?Employee?), effective as of June 3, 2021 (the ?Effective Date?). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of wh |
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| July 20, 2022 |
Convertible Promissory Note dated June 30, 2021 issued to Kevin Childress Exhibit 10.40 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| July 20, 2022 |
Employment Agreement dated July 13, 2021 between HUMBL, Inc. and Brian Foote Exhibit 10.45 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is entered into by and between HUMBL, Inc., a Delaware corporation (the ?Company?), and Brian Foote, an individual (?Employee?), effective as of July 13, 2021 (the ?Effective Date?). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which |
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| July 20, 2022 |
Warrant dated August 30, 2021 issued to Hahanakai, LLC Exhibit 10.51 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| July 20, 2022 |
Convertible Promissory Note dated December 23, 2020 Issued to Judith Levine Exhibit 10.6 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| July 20, 2022 |
Form of Exchange Agreement used in our March 28, 2022 note for common stock exchange transaction. Exhibit 10.62 THE EXCHANGE CONTEMPLATED HEREIN IS INTENDED TO COMPORT WITH THE REQUIREMENTS OF SECTION 3(a)(9) OF THE SECURITIES ACT OF 1933, AS AMENDED. EXCHANGE AGREEMENT This Exchange Agreement (this ?Agreement?) is entered into as of March , 2022 (the ?Effective Date?) by and between [], an individual (?Investor?), and HUMBL, Inc., a Delaware corporation (?Company?). A. Company issued to Inves |
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| July 20, 2022 |
Promissory Note dated March 30, 2022 issued to Sartorii, LLC. Exhibit 10.63 PROMISSORY NOTE Effective Date: March 30, 2022 U.S. $1,500,000.00 FOR VALUE RECEIVED, HUMBL, Inc., a Delaware corporation (?Borrower?), promises to pay to Sartorii, LLC, a Delaware limited liability company, or its successors or assigns (?Lender?), $1,500,000.00 and any interest, fees, charges, and late fees accrued hereunder on the date that is thirty-six (36) months after the Purch |
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| July 20, 2022 |
Exhibit 3.5 BYLAWS OF HUMBL, INC. (A DELAWARE CORPORATION) ARTICLE I - CORPORATE OFFICES 1.1 REGISTERED OFFICE. The registered office of the Corporation shall be fixed in the corporation?s certificate of incorporation, as the same may be amended from time to time. 1.2 OTHER OFFICES. The corporation?s Board of Directors (the ?Board?) may at any time establish branch or other offices at any place or |
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| July 20, 2022 |
Exhibit 107 CALCULATION OF REGISTRATION FEE Title of each Class of Securities to be Registered Shares to be Registered(1) Proposed Maximum Aggregate Offering Price Per Share Maximum Aggregate Offering Price(2) Amount of Registration Fee Shares of Common Stock, par value $0. |
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| July 20, 2022 |
Warrant dated November 22, 2021 issued to Adel Wakil Exhibit 10.56 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| July 20, 2022 |
Warrant dated November 22, 2021 issued to Charger Corporation Exhibit 10.54 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| July 20, 2022 |
Convertible Promissory Note dated November 13, 2021 issued to Joy Corbin Exhibit 10.52 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| July 20, 2022 |
Convertible Promissory Note dated May 19, 2021 issued to CMP76, LLC Exhibit 10.25 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| July 20, 2022 |
Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this ?Agreement?) is entered into effective as of November 4, 2020 (the ?Effective Date?), by and among Henry Boucher, an individual (?Seller?), Brian Foote, an individual (?Purchaser?), and Tesoro Enterprises, Inc., an Oklahoma corporation (?Company?). A. Seller owns no less than 550,000,000 shares of common stock, $0.0001 par v |
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| July 20, 2022 |
Certificate of Withdrawal – Series C Exhibit 3.4 CERTIFICATE OF WITHDRAWAL OF THE DESIGNATIONS OF PREFERENCES AND RIGHTS OF SERIES C PREFERRED STOCK OF HUMBL, Inc. a Delaware corporation HUMBL, Inc., a Delaware corporation (the ?Corporation?), DOES HEREBY CERTIFY: That, pursuant to authority conferred on the Board of Directors of the Corporation by the Certificate of Incorporation of the Corporation (the ?Certificate of Incorporation |
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| July 20, 2022 |
Exhibit 2.1 PLAN OF MERGER AND SECURITIES EXCHANGE BY AND BETWEEN TESORO ENTERPRISES, INC. A DELAWARE CORPORATION AND HUMBL LLC A DELAWARE LIMITED LIABILITY COMPANY Dated as of December 2, 2020 THIS PLAN OF MERGER AND SECURITIES EXCHANGE (this ?Agreement?) is made and entered into as of December 2, 2020, by and between Tesoro Enterprises, Inc., a Delaware corporation (the ?C Corp?), and HUMBL LLC, |
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| July 20, 2022 |
Stock Purchase Agreement dated March 3, 2022 between HUMBL, Inc. and Gustavo Moya Ortiz. Exhibit 10.61 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this ?Agreement?) is entered into effective as of March 3, 2022, by and between HUMBL, Inc., a Delaware corporation (the ?Buyer?), on one hand, and Gustavo Moya Ortiz, an individual (the ?Seller?) on the other hand. Each of the Buyer and the Seller are referred to herein individually as a ?Party? and collectively as the ?Parties |
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| July 20, 2022 |
Convertible Promissory Note dated April 14, 2021 issued to Brighton Capital Partners, LLC EXHIBIT 10.11 CONVERTIBLE PROMISSORY NOTE Effective Date: April 14, 2021 U.S. $3,300,000.00 FOR VALUE RECEIVED, HUMBL, Inc., a Delaware corporation (?Borrower?), promises to pay to Brighton Capital Partners, LLC, a Texas limited liability company, or its successors or assigns (?Lender?), $3,300,000.00 and any interest, fees, charges, and late fees accrued hereunder on the date that is fifteen (15) |
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| July 20, 2022 |
Exhibit 10.16 THIS NOTE (AS DEFINED BELOW) IS ISSUED IN CONNECTION WITH THE BIFURCATION OF THAT CERTAIN CONVERTIBLE PROMISSORY NOTE IN THE ORIGINAL PRINCIPAL AMOUNT OF $382,500.00 HAVING AN ORIGINAL ISSUE DATE OF MAY 13, 2021. FOR PURPOSES OF RULE 144, THIS NOTE SHALL BE DEEMED TO HAVE BEEN ISSUED ON MAY 13, 2021. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE |
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| July 20, 2022 |
Employment Agreement dated July 13, 2021 between HUMBL, Inc. and Jeffrey Hinshaw Exhibit 10.46 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is entered into by and between HUMBL, Inc., a Delaware corporation (the ?Company?), and Jeffrey Hinshaw, an individual (?Employee?), effective as of July 13, 2021 (the ?Effective Date?). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of w |
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| July 20, 2022 |
Employment Agreement dated July 13, 2021 between HUMBL, Inc. and Michele Rivera Exhibit 10.47 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is entered into by and between HUMBL, Inc., a Delaware corporation (the ?Company?), and Michele Rivera, an individual (?Employee?), effective as of July 13, 2021 (the ?Effective Date?). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of wh |
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| July 20, 2022 |
Exhibit 21.1 HUMBL, Inc. List of Subsidiaries Subsidiary State or Jurisdiction of Incorporation Percentage Owned Tickeri, Inc. Delaware 100 % Monster Creative, LLC California 100 % Ixaya Business SA de CV Mexico 100 % |
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| July 20, 2022 |
Secured Promissory Note dated June 3, 2021 issued to Javier Gonzalez Exhibit 10.29 SECURED PROMISSORY NOTE $5,000,000.00 June 3, 2021 LENDER: BORROWER: Javier Gonzalez HUMBL, Inc. 41865 Rawnsley Drive 600 B Street, Suite 300 Ashburn, VA 20148 San Diego, California 92101 PROMISE TO PAY: HUMBL, Inc., a Delaware corporation (?Borrower?), promises to pay to the order of Javier Gonzalez, an individual (the ?Lender?), in lawful money of the United States of America, the |
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| July 20, 2022 |
Exhibit 10.8 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY APP |
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| July 20, 2022 |
Certificate of Merger of Tesoro Enterprises, Inc. and HUMBL LLC dated December 3, 2020. Exhibit 2.2 CERTIFICATE OF MERGER MERGING HUMBL, LLC A DELAWARE LIMITED LIABILITY COMPANY WITH AND INTO TESORO ENTERPRISES, INC. A DELAWARE CORPORATION Pursuant to Section 264 of the General Corporation Law of the State of Delaware and Section 18-209 of the Delaware Limited Liability Company Act Tesoro Enterprises, Inc., a Delaware corporation (the ?Company?), does hereby certify as follows: FIRST |
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| July 20, 2022 |
Convertible Promissory Note dated May 13, 2021 issued to Maize and Gray, LLC Exhibit 10.18 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| July 20, 2022 |
Warrant dated May 19, 2021 issued to North Falls Investments, L.P. Exhibit 10.24 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| July 20, 2022 |
Secured Promissory Note dated June 3, 2021 issued to Juan Luis Gonzalez Exhibit 10.28 SECURED PROMISSORY NOTE $5,000,000.00 June 3, 2021 LENDER: BORROWER: Juan Gonzalez HUMBL, Inc. 41865 Rawnsley Drive 600 B Street, Suite 300 Ashburn, VA 20148 San Diego, California 92101 PROMISE TO PAY: HUMBL, Inc., a Delaware corporation (?Borrower?), promises to pay to the order of Juan Gonzalez, an individual (the ?Lender?), in lawful money of the United States of America, the prin |
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| July 20, 2022 |
Warrant dated December 4, 2020 issued to Charger Corporation Exhibit 10.3 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY APP |
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| July 20, 2022 |
Convertible Promissory Note dated December 23, 2020 issued to Kevin Levine Exhibit 10.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| July 20, 2022 |
Promissory Note dated June 30, 2021 issued to Phantom Power, LLC Exhibit 10.41 PROMISSORY NOTE Effective Date: June 30, 2021 U.S. $435,000.00 FOR VALUE RECEIVED, HUMBL, Inc., a Delaware corporation (?Borrower?), promises to pay to the order of Phantom Power, LLC, a California limited liability company, or its successors or assigns (?Lender?), $435,000.00 and any interest accrued hereunder on April 1, 2022 (the ?Maturity Date?) in accordance with the terms set f |
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| July 20, 2022 |
Employment Agreement dated June 30, 2021 between HUMBL, Inc. and Doug Brandt Exhibit 10.43 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is entered into by and between Monster Creative, LLC, a California limited liability company (the ?Company?), and Doug Brandt, an individual (?Employee?), effective as of July 1, 2021 (the ?Effective Date?). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt |
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| July 20, 2022 |
Securities Purchase Agreement dated March 15, 2021 between HUMBL, Inc. and HUMBL CL SpA Exhibit 10.9 Securities Purchase Agreement This Securities Purchase Agreement (this ?Agreement?), dated as of March 15, 2021, is entered into by and between HUMBL, Inc., a Delaware corporation, its successors and/or assigns (?Company?), and HUMBL CL SpA., a Chilean corporation, its successors and/or assigns (?Investor?). A. Company and Investor are executing and delivering this Agreement in relian |
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| July 20, 2022 |
Exhibit 3.1 CERTIFICATE OF INCORPORATION OF TESORO ENTERPRISES, INC. ************** THE UNDERSIGNED, in order to form a corporation for the purposes hereinafter stated, under and pursuant to the provisions of the General Corporation Law of the State of Delaware, does hereby certify as follows: First: The name of the Corporation is Tesoro Enterprises, Inc. Second: The registered office of the Corpo |
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| July 20, 2022 |
Warrant with an original issuance date of May 13, 2021 issued to The Strider Lir Trust Exhibit 10.15 THIS WARRANT (AS DEFINED BELOW) IS ISSUED IN CONNECTION WITH THE BIFURCATION OF THAT CERTAIN WARRANT TO PURCHASE SHARES OF COMMON STOCK HAVING AN ORIGINAL ISSUE DATE OF MAY 13, 2021. FOR PURPOSES OF RULE 144, THIS WARRANT SHALL BE DEEMED TO HAVE BEEN ISSUED ON MAY 13, 2021. NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED |
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| July 20, 2022 |
Exhibit 10.59 ASSET PURCHASE AGREEMENT AMONG BIZSECURE, INC. (as Seller) and HUMBL, INC. (as Buyer) and ALFONSO ARANA and ALFONSO RODRIGUEZ-ARANA and CLEMENT DANISH (as Stockholders of Seller) Dated February 12, 2022 TABLE OF CONTENTS Page Article I Purchase and Sale of Assets 1 1.1 Purchase and Sale of Acquired Assets 1 1.2 Assets Being Retained by Seller 1 1.3 Assumption of Liabilities 2 Article |
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| July 20, 2022 |
Warrant dated November 22, 2021 issued to Antonio Dutra Exhibit 10.57 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| July 20, 2022 |
Warrant dated November 13, 2021 issued to Joy Corbin Exhibit 10.53 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| July 20, 2022 |
Warrant dated June 21, 2021 issued to Murtaugh Group, LLC Exhibit 10.36 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| July 20, 2022 |
Exhibit 10.58 ENGAGEMENT AGREEMENT FOR ADVISORY SERVICES This Engagement Agreement (this ?Agreement?) is entered into between Humbl, Inc. (?Client?) and George Sharp (?Consultant?), collectively the ?Parties?, as of November 18, 2021, in San Diego, California. 1. Scope And Duties. Client hereby retains Consultant to provide advice in connection with the business of the Client. The Client is intere |
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| July 20, 2022 |
Exhibit 10.38 MEMBERSHIP INTEREST PURCHASE AGREEMENT THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this ?Agreement?) is entered into effective as of June 30, 2021 (the ?Effective Date?), by and among HUMBL, Inc., a Delaware corporation (the ?Buyer?), on one hand, and Phantom Power, LLC, a California limited liability company (?Phantom Power?), and Kevin Childress, an individual (?Kevin,? and togeth |
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| July 20, 2022 |
Warrant dated June 21, 2021 issued to Infinity Block Investments, LLC Exhibit 10.34 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| July 20, 2022 |
Employment Agreement dated June 3, 2021 between Tickeri, Inc. and Juan Luis Gonzalez Exhibit 10.31 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is entered into by and between Tickeri, Inc., a Delaware corporation (the ?Company?), and Juan Gonzalez, an individual (?Employee?), effective as of June 3, 2021 (the ?Effective Date?). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of wh |
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| July 20, 2022 |
Convertible Promissory Note dated May 19, 2021 issued to North Falls Investments, L.P. Exhibit 10.23 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| July 20, 2022 |
Convertible Promissory Note dated May 19, 2021 issued to KWP50, LLC Exhibit 10.21 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| July 20, 2022 |
Exhibit 10.12 EQUITY FINANCING AGREEMENT This EQUITY FINANCING AGREEMENT (the ?Agreement?), dated as of April 14, 2021 (the ?Execution Date?), is entered into by and between HUMBL, Inc., a Delaware corporation (the ?Company?), and Brighton Capital Partners, LLC, a Texas limited liability company (the ?Investor?). RECITALS: WHEREAS, the parties desire that, upon the terms and subject to the conditi |
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| July 20, 2022 |
Exhibit 10.14 THIS NOTE (AS DEFINED BELOW) IS ISSUED IN CONNECTION WITH THE BIFURCATION OF THAT CERTAIN CONVERTIBLE PROMISSORY NOTE IN THE ORIGINAL PRINCIPAL AMOUNT OF $382,500.00 HAVING AN ORIGINAL ISSUE DATE OF MAY 13, 2021. FOR PURPOSES OF RULE 144, THIS NOTE SHALL BE DEEMED TO HAVE BEEN ISSUED ON MAY 13, 2021. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE |
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| July 20, 2022 |
Warrant dated May 13, 2021 issued to Maize and Gray, LLC EXHIBIT 10.19 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| July 20, 2022 |
Convertible Promissory Note issued on May 17, 2021 to Archura Capital Pty Ltd Exhibit 10.20 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| July 20, 2022 |
Exhibit 10.27 AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this ?Agreement?) is entered into effective as of June 3, 2021, by and among (i) HUMBL, Inc., a Delaware corporation (the ?Buyer?), (ii) Tickeri I Acquisition Corp., a Delaware corporation and a wholly-owned, direct subsidiary of Buyer (?First Merger Sub?), (iii) Tickeri II Acquisition Corp., a Delaware corporation and a |
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| July 20, 2022 |
Stock Pledge Agreement dated June 3, 2021 among HUMBL, Inc., Javier Gonzalez and Juan Luis Gonzalez. Exhibit 10.30 STOCK PLEDGE AGREEMENT This Stock Pledge Agreement (as amended, restated, modified or otherwise supplemented from time to time, this ?Agreement?) is entered into as of June 3, 2021, by and among HUMBL, Inc., a Delaware corporation (?Pledgor?), and Javier Gonzalez, an individual, and Juan Gonzalez, an individual (each, a ?Secured Party?). A. Secured Parties and Pledgor are parties to |
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| July 20, 2022 |
Convertible Promissory Note dated June 21, 2021 issued to Infinity Block Investments, LLC Exhibit 10.33 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| July 20, 2022 |
Employment Agreement dated June 30, 2021 between HUMBL, Inc. and Kevin Childress Exhibit 10.44 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is entered into by and between Monster Creative, LLC, a California limited liability company (the ?Company?), and Kevin Childress, an individual (?Employee?), effective as of July 1, 2021 (the ?Effective Date?). In consideration of the mutual covenants contained herein and other good and valuable consideration, the rec |
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| July 20, 2022 |
Warrant dated December 23, 2020 issued to Kevin Levine Exhibit 10.5 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY APP |
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| July 20, 2022 |
Amendment to Certificate of Incorporation. Exhibit 3.3 CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION OF HUMBL, Inc. [Series B Amendment] HUMBL, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the ?Corporation?), does hereby certify as follows: 1. The name of the corporation is HUMBL, Inc. The date of the filing of its original Certificate of Incorporation (t |
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| July 20, 2022 |
HUMBL, INC. 600 B Street, Suite 300 San Diego, California 92101 HUMBL, INC. 600 B Street, Suite 300 San Diego, California 92101 July 20, 2022 Via EDGAR Correspondence United States Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.E. Washington, D.C. 20549 Attn: Brian Fetterolf Robert Shapiro Re: HUMBL, Inc. (the ?Company?) Amendment No. 6 to Registration Statement on Form S-1 Filed June 14, 2022 File |
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| July 20, 2022 |
Exhibit 10.10 Securities Purchase Agreement This Securities Purchase Agreement (this ?Agreement?), dated as of April 14, 2021, is entered into by and between HUMBL, Inc., a Delaware corporation (?Company?), and Brighton Capital Partners, LLC, a Texas limited liability company, its successors and/or assigns (?Investor?). A. Company and Investor are executing and delivering this Agreement in relianc |
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| June 27, 2022 |
HUMBL, INC. 600 B Street, Suite 300 San Diego, California 92101 HUMBL, INC. 600 B Street, Suite 300 San Diego, California 92101 June 27, 2022 Via EDGAR Correspondence United States Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.E. Washington, D.C. 20549 Attn: Brian Fetterolf Robert Shapiro Re: HUMBL, Inc. (the ?Company?) Amendment No. 6 to Registration Statement on Form S-1 Filed June 14, 2022 File |
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| June 14, 2022 |
Exhibit 10.12 EQUITY FINANCING AGREEMENT This EQUITY FINANCING AGREEMENT (the ?Agreement?), dated as of April 14, 2021 (the ?Execution Date?), is entered into by and between HUMBL, Inc., a Delaware corporation (the ?Company?), and Brighton Capital Partners, LLC, a Texas limited liability company (the ?Investor?). RECITALS: WHEREAS, the parties desire that, upon the terms and subject to the conditi |
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| June 14, 2022 |
Convertible Promissory Note dated April 14, 2021 issued to Brighton Capital Partners, LLC EXHIBIT 10.11 CONVERTIBLE PROMISSORY NOTE Effective Date: April 14, 2021 U.S. $3,300,000.00 FOR VALUE RECEIVED, HUMBL, Inc., a Delaware corporation (?Borrower?), promises to pay to Brighton Capital Partners, LLC, a Texas limited liability company, or its successors or assigns (?Lender?), $3,300,000.00 and any interest, fees, charges, and late fees accrued hereunder on the date that is fifteen (15) |
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| June 14, 2022 |
Exhibit 10.13 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (the ?Agreement?) dated as of April 14, 2021 (the ?Execution Date?) is entered into by and between HUMBL, Inc., a Delaware corporation (the ?Company?), and Brighton Capital Partners, LLC, a Delaware limited liability company (the ?Investor?). RECITALS WHEREAS, pursuant to the Equity Financing Agreement entered into by a |
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| June 14, 2022 |
Warrant dated December 23, 2020 issued to Kevin Levine Exhibit 10.5 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY APP |
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| June 14, 2022 |
Employment Agreement dated July 13, 2021 between HUMBL, Inc. and Brian Foote EX-10.45 53 ex10-45.htm Exhibit 10.45 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into by and between HUMBL, Inc., a Delaware corporation (the “Company”), and Brian Foote, an individual (“Employee”), effective as of July 13, 2021 (the “Effective Date”). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt |
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| June 14, 2022 |
Convertible Promissory Note dated December 23, 2020 issued to Kevin Levine Exhibit 10.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| June 14, 2022 |
Exhibit 10.38 MEMBERSHIP INTEREST PURCHASE AGREEMENT THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this ?Agreement?) is entered into effective as of June 30, 2021 (the ?Effective Date?), by and among HUMBL, Inc., a Delaware corporation (the ?Buyer?), on one hand, and Phantom Power, LLC, a California limited liability company (?Phantom Power?), and Kevin Childress, an individual (?Kevin,? and togeth |
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| June 14, 2022 |
Employment Agreement dated June 3, 2021 between HUMBL, Inc. and Javier Gonzalez EX-10.32 40 ex10-32.htm Exhibit 10.32 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into by and between HUMBL, Inc., a Delaware corporation (the “Company”), and Javier Gonzalez, an individual (“Employee”), effective as of June 3, 2021 (the “Effective Date”). In consideration of the mutual covenants contained herein and other good and valuable consideration, the recei |
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| June 14, 2022 |
Convertible Promissory Note dated May 19, 2021 issued to CMP76, LLC EX-10.25 33 ex10-25.htm Exhibit 10.25 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUA |
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| June 14, 2022 |
Employment Agreement dated July 13, 2021 between HUMBL, Inc. and Michele Rivera Exhibit 10.47 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is entered into by and between HUMBL, Inc., a Delaware corporation (the ?Company?), and Michele Rivera, an individual (?Employee?), effective as of July 13, 2021 (the ?Effective Date?). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of wh |
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| June 14, 2022 |
Exhibit 10.16 THIS NOTE (AS DEFINED BELOW) IS ISSUED IN CONNECTION WITH THE BIFURCATION OF THAT CERTAIN CONVERTIBLE PROMISSORY NOTE IN THE ORIGINAL PRINCIPAL AMOUNT OF $382,500.00 HAVING AN ORIGINAL ISSUE DATE OF MAY 13, 2021. FOR PURPOSES OF RULE 144, THIS NOTE SHALL BE DEEMED TO HAVE BEEN ISSUED ON MAY 13, 2021. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE |
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| June 14, 2022 |
Warrant with an original issuance date of May 13, 2021 issued to The Strider Lir Trust EX-10.15 23 ex10-15.htm Exhibit 10.15 THIS WARRANT (AS DEFINED BELOW) IS ISSUED IN CONNECTION WITH THE BIFURCATION OF THAT CERTAIN WARRANT TO PURCHASE SHARES OF COMMON STOCK HAVING AN ORIGINAL ISSUE DATE OF MAY 13, 2021. FOR PURPOSES OF RULE 144, THIS WARRANT SHALL BE DEEMED TO HAVE BEEN ISSUED ON MAY 13, 2021. NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REG |
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| June 14, 2022 |
Employment Agreement dated June 3, 2021 between Tickeri, Inc. and Juan Luis Gonzalez Exhibit 10.31 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is entered into by and between Tickeri, Inc., a Delaware corporation (the ?Company?), and Juan Gonzalez, an individual (?Employee?), effective as of June 3, 2021 (the ?Effective Date?). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of wh |
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| June 14, 2022 |
Secured Promissory Note dated June 3, 2021 issued to Javier Gonzalez Exhibit 10.29 SECURED PROMISSORY NOTE $5,000,000.00 June 3, 2021 LENDER: BORROWER: Javier Gonzalez HUMBL, Inc. 41865 Rawnsley Drive 600 B Street, Suite 300 Ashburn, VA 20148 San Diego, California 92101 PROMISE TO PAY: HUMBL, Inc., a Delaware corporation (?Borrower?), promises to pay to the order of Javier Gonzalez, an individual (the ?Lender?), in lawful money of the United States of America, the |
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| June 14, 2022 |
Exhibit 10.10 Securities Purchase Agreement This Securities Purchase Agreement (this ?Agreement?), dated as of April 14, 2021, is entered into by and between HUMBL, Inc., a Delaware corporation (?Company?), and Brighton Capital Partners, LLC, a Texas limited liability company, its successors and/or assigns (?Investor?). A. Company and Investor are executing and delivering this Agreement in relianc |
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| June 14, 2022 |
Convertible Promissory Note issued on May 17, 2021 to Archura Capital Pty Ltd Exhibit 10.20 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| June 14, 2022 |
Warrant dated June 21, 2021 issued to Murtaugh Group, LLC EX-10.36 44 ex10-36.htm Exhibit 10.36 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUA |
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| June 14, 2022 |
Stock Purchase Agreement dated March 3, 2022 between HUMBL, Inc. and Gustavo Moya Ortiz. EX-10.61 69 ex10-61.htm Exhibit 10.61 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into effective as of March 3, 2022, by and between HUMBL, Inc., a Delaware corporation (the “Buyer”), on one hand, and Gustavo Moya Ortiz, an individual (the “Seller”) on the other hand. Each of the Buyer and the Seller are referred to herein individually as a “Party” and coll |
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| June 14, 2022 |
Exhibit 10.14 THIS NOTE (AS DEFINED BELOW) IS ISSUED IN CONNECTION WITH THE BIFURCATION OF THAT CERTAIN CONVERTIBLE PROMISSORY NOTE IN THE ORIGINAL PRINCIPAL AMOUNT OF $382,500.00 HAVING AN ORIGINAL ISSUE DATE OF MAY 13, 2021. FOR PURPOSES OF RULE 144, THIS NOTE SHALL BE DEEMED TO HAVE BEEN ISSUED ON MAY 13, 2021. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE |
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| June 14, 2022 |
Convertible Promissory Note dated May 13, 2021 issued to Maize and Gray, LLC Exhibit 10.18 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| June 14, 2022 |
Warrant dated May 19, 2021 issued to KWP50, LLC Exhibit 10.22 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| June 14, 2022 |
Convertible Promissory Note dated June 21, 2021 issued to Infinity Block Investments, LLC Exhibit 10.33 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| June 14, 2022 |
Warrant dated August 30, 2021 issued to Hahanakai, LLC EX-10.51 59 ex10-51.htm Exhibit 10.51 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE S |
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| June 14, 2022 |
Convertible Promissory Note dated November 13, 2021 issued to Joy Corbin Exhibit 10.52 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| June 14, 2022 |
Securities Purchase Agreement dated March 15, 2021 between HUMBL, Inc. and HUMBL CL SpA Exhibit 10.9 Securities Purchase Agreement This Securities Purchase Agreement (this ?Agreement?), dated as of March 15, 2021, is entered into by and between HUMBL, Inc., a Delaware corporation, its successors and/or assigns (?Company?), and HUMBL CL SpA., a Chilean corporation, its successors and/or assigns (?Investor?). A. Company and Investor are executing and delivering this Agreement in relian |
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| June 14, 2022 |
Exhibit 107 CALCULATION OF REGISTRATION FEE Title of each Class of Securities to be Registered Shares to be Registered(1) Proposed Maximum Aggregate Offering Price Per Share Maximum Aggregate Offering Price(2) Amount of Registration Fee Shares of Common Stock, par value $0. |
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| June 14, 2022 |
Convertible Promissory Note dated December 23, 2020 Issued to Judith Levine Exhibit 10.6 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| June 14, 2022 |
Convertible Promissory Note dated August 30, 2021 issued to Hahanakai, LLC Exhibit 10.50 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIS |
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| June 14, 2022 |
Employment Agreement dated July 13, 2021 between HUMBL, Inc. and Karen Garcia EX-10.48 56 ex10-48.htm Exhibit 10.48 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into by and between HUMBL, Inc., a Delaware corporation (the “Company”), and Karen Garcia, an individual (“Employee”), effective as of July 13, 2021 (the “Effective Date”). In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt |
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| June 14, 2022 |
Employment Agreement dated June 30, 2021 between HUMBL, Inc. and Kevin Childress EX-10.44 52 ex10-44.htm Exhibit 10.44 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is entered into by and between Monster Creative, LLC, a California limited liability company (the “Company”), and Kevin Childress, an individual (“Employee”), effective as of July 1, 2021 (the “Effective Date”). In consideration of the mutual covenants contained herein and other good and valuabl |
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| June 14, 2022 |
Promissory Note dated June 30, 2021 issued to Phantom Power, LLC Exhibit 10.41 PROMISSORY NOTE Effective Date: June 30, 2021 U.S. $435,000.00 FOR VALUE RECEIVED, HUMBL, Inc., a Delaware corporation (?Borrower?), promises to pay to the order of Phantom Power, LLC, a California limited liability company, or its successors or assigns (?Lender?), $435,000.00 and any interest accrued hereunder on April 1, 2022 (the ?Maturity Date?) in accordance with the terms set f |
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| June 14, 2022 |
Warrant dated May 19, 2021 issued to North Falls Investments, L.P. Exhibit 10.24 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| June 14, 2022 |
Warrant with an original issuance date of May 13, 2021 issued to Scottish Isle Investing, LLC Exhibit 10.17 THIS WARRANT (AS DEFINED BELOW) IS ISSUED IN CONNECTION WITH THE BIFURCATION OF THAT CERTAIN WARRANT TO PURCHASE SHARES OF COMMON STOCK HAVING AN ORIGINAL ISSUE DATE OF MAY 13, 2021. FOR PURPOSES OF RULE 144, THIS WARRANT SHALL BE DEEMED TO HAVE BEEN ISSUED ON MAY 13, 2021. NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED |
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| June 14, 2022 |
Amendment to Certificate of Incorporation – Series B Exhibit 3.3 CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION OF HUMBL, Inc. [Series B Amendment] HUMBL, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the ?Corporation?), does hereby certify as follows: 1. The name of the corporation is HUMBL, Inc. The date of the filing of its original Certificate of Incorporation (t |
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| June 14, 2022 |
Amendment to Certificate of Incorporation Exhibit 3.2 STATE OF DELAWARE CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF TESORO ENTERPRISES, INC. Tesoro Enterprises, Inc. (the ?Corporation?), a Delaware corporation, does hereby certify that the following amendments to the Corporation?s Certificate of Incorporation to change Paragraph First to change the name of the Corporation and to amend and restate Paragraph Fourth to in |
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| June 14, 2022 |
Warrant dated November 22, 2021 issued to Antonio Dutra Exhibit 10.57 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| June 14, 2022 |
Stock Pledge Agreement dated June 3, 2021 among HUMBL, Inc., Javier Gonzalez and Juan Luis Gonzalez. EX-10.30 38 ex10-30.htm Exhibit 10.30 STOCK PLEDGE AGREEMENT This Stock Pledge Agreement (as amended, restated, modified or otherwise supplemented from time to time, this “Agreement”) is entered into as of June 3, 2021, by and among HUMBL, Inc., a Delaware corporation (“Pledgor”), and Javier Gonzalez, an individual, and Juan Gonzalez, an individual (each, a “Secured Party”). A. Secured Parties and |
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| June 14, 2022 |
Warrant dated November 22, 2021 issued to Adel Wakil Exhibit 10.56 NEITHER THIS WARRANT NOR THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR ANY STATE SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, PLEDGED, ASSIGNED, OR OTHERWISE TRANSFERRED UNLESS (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE SECURITIES ACT AND ANY AP |
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| June 14, 2022 |
EX-10.59 67 ex10-59.htm Exhibit 10.59 ASSET PURCHASE AGREEMENT AMONG BIZSECURE, INC. (as Seller) and HUMBL, INC. (as Buyer) and ALFONSO ARANA and ALFONSO RODRIGUEZ-ARANA and CLEMENT DANISH (as Stockholders of Seller) Dated February 12, 2022 TABLE OF CONTENTS Page Article I Purchase and Sale of Assets 1 1.1 Purchase and Sale of Acquired Assets 1 1.2 Assets Being Retained by Seller 1 1.3 Assumption |
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| June 14, 2022 |
Certificate of Merger of Tesoro Enterprises, Inc. and HUMBL LLC dated December 3, 2020 EX-2.2 3 ex2-2.htm Exhibit 2.2 CERTIFICATE OF MERGER MERGING HUMBL, LLC A DELAWARE LIMITED LIABILITY COMPANY WITH AND INTO TESORO ENTERPRISES, INC. A DELAWARE CORPORATION Pursuant to Section 264 of the General Corporation Law of the State of Delaware and Section 18-209 of the Delaware Limited Liability Company Act Tesoro Enterprises, Inc., a Delaware corporation (the “Company”), does hereby certif |
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| June 14, 2022 |
Secured Promissory Note dated June 3, 2021 issued to Juan Luis Gonzalez Exhibit 10.28 SECURED PROMISSORY NOTE $5,000,000.00 June 3, 2021 LENDER: BORROWER: Juan Gonzalez HUMBL, Inc. 41865 Rawnsley Drive 600 B Street, Suite 300 Ashburn, VA 20148 San Diego, California 92101 PROMISE TO PAY: HUMBL, Inc., a Delaware corporation (?Borrower?), promises to pay to the order of Juan Gonzalez, an individual (the ?Lender?), in lawful money of the United States of America, the prin |
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| June 14, 2022 |
Exhibit 3.1 CERTIFICATE OF INCORPORATION OF TESORO ENTERPRISES, INC. ************** THE UNDERSIGNED, in order to form a corporation for the purposes hereinafter stated, under and pursuant to the provisions of the General Corporation Law of the State of Delaware, does hereby certify as follows: First: The name of the Corporation is Tesoro Enterprises, Inc. Second: The registered office of the Corpo |
