TAPM / Tapinator, Inc. - SEC Filings, Annual Report, Proxy Statement

Tapinator, Inc.
US ˙ OTCPK

Basic Stats
CIK 1647170
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 Tapinator, Inc.
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
March 19, 2021 15-12B/A

- FORM 15-12B/A

15-12B/A 1 tapm202103191512ba.htm FORM 15-12B/A UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE OMB Number: 3235-0167 COMMISSION Expires: March 31, 2021 Washington, D.C. 20549 Estimated average burden hours per response . . . 1.50 FORM 15/A (Amendment No. 1) CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY T

February 28, 2020 15-12B

TAPM / Tapinator, Inc. 15-12B - - FORM 15-12B

UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE OMB Number: 3235-0167 COMMISSION Expires: March 31, 2021 Washington, D.

February 28, 2020 RW

TAPM / Tapinator, Inc. RW - - FORM RW

February 28, 2020 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street N.

February 28, 2020 RW

TAPM / Tapinator, Inc. RW - - FORM RW

February 28, 2020 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street N.

February 11, 2020 8-A12B

United States Securities and Exchange Commission Washington, D.C. 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 Tapinator, Inc. (exact name of registrant as sp

United States Securities and Exchange Commission Washington, D.C. 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 Tapinator, Inc. (exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 46-3731133 (I.R.S. Employer Identification No.) 110 We

January 24, 2020 EX-16.1

Letter form Liggett & Webb P.A. to the Securities and Exchange Commission, dated January 23, 2020.

Exhibit 16.1 January 23, 2020 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated January 23, 2020 of Tapinator, Inc. (the “Company”) and agree with the statements relating only to Liggett & Webb, P.A. contained therein. We have no basis to agree or disagree with other statements of the Company contained therei

January 24, 2020 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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 24, 2020 (January 23, 2020) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I.R

January 21, 2020 S-1/A

TAPM / Tapinator, Inc. S-1/A - - FORM S-1/A

As filed with the Securities and Exchange Commission on January 21, 2020. Registration No. 333-234415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO form s-1 registration statement UNDER THE SECURITIES ACT OF 1933 Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 7372 46-3731133 (State or other jurisdiction of incorporation

January 21, 2020 EX-4.4

Form of Underwriter’s Warrant.

EX-4.4 3 ex169938.htm EXHIBIT 4.4 Exhibit 4.4 Form of Representative’s Warrant Agreement THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRAN

January 21, 2020 EX-1.1

Form of Underwriting Agreement.

Exhibit 1.1 UNDERWRITING AGREEMENT between TAPINATOR, INC. and THINKEQUITY A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC. as Representative of the Several Underwriters TAPINATOR, INC. UNDERWRITING AGREEMENT New York, New York [•], 2019 ThinkEquity A Division of Fordham Financial Management, Inc. As Representative of the several Underwriters named on Schedule 1 attached hereto 17 State Street, 22

January 13, 2020 EX-1.1

Form of Underwriting Agreement.

Exhibit 1.1 UNDERWRITING AGREEMENT between TAPINATOR, INC. and THINKEQUITY A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC. as Representative of the Several Underwriters TAPINATOR, INC. UNDERWRITING AGREEMENT New York, New York [•], 2019 ThinkEquity A Division of Fordham Financial Management, Inc. As Representative of the several Underwriters named on Schedule 1 attached hereto 17 State Street, 22

January 13, 2020 EX-4.3

Form of Warrant Agent Agreement (including form of Common Warrant).

EX-4.3 3 ex169156.htm EXHIBIT 4.3 Exhibit 4.3 WARRANT AGENT AGREEMENT WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of , 2020 (the “Issuance Date”) between TAPINATOR, INC., a company incorporated under the laws of the State of Delaware (the “Company”), and CONTINENTAL STOCK TRANSFER & TRUST COMPANY (the “Warrant Agent”). WHEREAS, pursuant to the terms of that certain Underwriting Agr

January 13, 2020 EX-4.4

Form of Underwriter’s Warrant.

EX-4.4 4 ex169157.htm EXHIBIT 4.4 Exhibit 4.4 Form of Representative’s Warrant Agreement THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRAN

January 13, 2020 S-1/A

Power of Attorney

As filed with the Securities and Exchange Commission on January 13, 2020. Registration No. 333-234415 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO form s-1 registration statement UNDER THE SECURITIES ACT OF 1933 Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 7372 46-3731133 (State or other jurisdiction of incorporation

January 6, 2020 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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, 2020 Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction of (Commission File Number) (IRS Emp

January 6, 2020 EX-99.1

Tapinator, Inc. Announces 2019 Full-Year Preliminary Results

Exhibit 99.1 Tapinator, Inc. Announces 2019 Full-Year Preliminary Results ● Revenue grew 31% year-over-year from $2.9mm to $3.8mm ● Category Leading Apps Bookings grew 50% year-over-year from $1.8mm to $2.7mm ● Adjusted Bookings grew 18% year-over-year from $2.8mm to $3.3mm ● Category Leading Apps adjusted Bookings grew 108% year-over-year from $1.3mm to $2.7mm ● Reverse Split completed in conjunc

January 6, 2020 8-K/A

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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, 2020 Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction of (Commission F

January 6, 2020 EX-99.1

Tapinator, Inc. Announces 2019 Full-Year Preliminary Results

EX-99.1 2 ex168680.htm EXHIBIT 99.1 Exhibit 99.1 CORRECTED PRESS RELEASE: Tapinator, Inc. Announces 2019 Full-Year Preliminary Results New York, NY – January 6, 2020 – Tapinator, Inc. (OTCQB: TAPM / TAPMD) This press release corrects, restates and supersedes in its entirety a prior version of a press release published at 8:30 a.m. Eastern Standard Time on January 6, 2020 and is updated to correct

December 31, 2019 EX-3.1

Certificate of Amendment to the Restated Certificate of Incorporation of Tapinator, Inc. (amendment no. 2) (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 333-224531), filed December 31, 2019 by the Company with the SEC)

EX-3.1 2 ex168353.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT OF RESTATED CERTIFICATE OF INCORPORATION OF TAPINATOR, INC. Tapinator, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certify that: 1. The original Certificate of Incorporation of this Corporation was filed with the Secretar

December 31, 2019 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Other Events

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 31, 2019 Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction of (Commission File Number) (IRS E

December 31, 2019 EX-99.1

Tapinator, Inc. Announces 1-For-160 Reverse Stock Split

Exhibit 99.1 Tapinator, Inc. Announces 1-For-160 Reverse Stock Split New York, NY – December 31, 2019 – Tapinator, Inc. (OTCQB: TAPM) (“Tapinator,” the “Company,” “we,” “our” or “us”) today announced that its Board of Directors (the “Board”) has approved a 1-for-160 reverse stock split of its common stock. The Company’s stockholders granted authority to the Board to effect the reverse stock split

November 26, 2019 EX-10.1

Board of Directors Agreement dated November 22, 2019 between Tapinator, Inc. and Desmond Glass (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 333-224531), filed November 22, 2019 by the Company with the SEC)

EX-10.1 2 ex165934.htm EXHIBIT 10.1 Exhibit 10.1 BOARD OF DIRECTORS AGREEMENT This Board of Directors Agreement (this “Agreement”), dated as of November 22, 2019 is between Tapinator, Inc., a Delaware corporation, having a principal place of business at 110 West 40th Street, Suite 1902, New York, New York 1001(“Tapinator” or “Company”), and Desmond Glass, an individual, with a principal address at

November 26, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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 26, 2019 (November 21, 2019) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I

November 14, 2019 10-Q

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2019 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 333-224531 Tapinator, Inc.

November 14, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 14, 2019 (November 14, 2019) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I

November 14, 2019 EX-99.1

Tapinator Reports Third Quarter 2019 Financial Results

EX-99.1 2 ex164955.htm EXHIBIT 99.1 Exhibit 99.1 Tapinator Reports Third Quarter 2019 Financial Results ■ Revenue year-to-date grew 29% year-over-year to $3.0mm ■ Bookings year-to-date decreased 5% year-over-year to $2.5mm ■ Adjusted bookings year-to-date grew 16% year-over-year to $2.5mm ■ Adjusted Category Leading Apps bookings year-to-date grew 108% year-over-year to $1.7mm ■ Net loss year-to-d

November 8, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): November 8, 2019 (November 5, 2019) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I.R

November 8, 2019 EX-10.1

Board of Directors Agreement dated November 5, 2019 between Tapinator, Inc. and Spencer G. Feldman (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No. 333-224531), filed November 8, 2019 by the Company with the SEC)

EX-10.1 2 ex163806.htm EXHIBIT 10.1 Exhibit 10.1 BOARD OF DIRECTORS AGREEMENT This Board of Directors Agreement (this “Agreement”), dated as of November 5, 2019 is between Tapinator, Inc., a Delaware corporation, having a principal place of business at 110 West 40th Street, Suite 1902, New York, New York 1001(“Tapinator” or “Company”), and Spencer G. Feldman, an individual, with a principal addres

October 31, 2019 EX-21.1

List of subsidiaries of the registrant

EX-21.1 2 ex161607.htm EXHIBIT 21.1 Exhibit 21.1 Subsidiaries Tapinator, LLC, a New York limited liability company Tap2Play, LLC, a Colorado limited liability company Revolution Mobile LLC (f/k/a Revolution Blockchain, LLC), a Colorado limited liability company

October 31, 2019 S-1

TAPM / Tapinator, Inc. S-1 - Registration Statement - FORM S-1

As filed with the Securities and Exchange Commission on October 31, 2019. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 form s-1 registration statement UNDER THE SECURITIES ACT OF 1933 Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 7372 46-3731133 (State or other jurisdiction of incorporation or organization) (Primary

October 17, 2019 DEF 14A

First Amendment to the Tapinator, Inc. 2015 Equity Incentive Plan (incorporated by reference to Annex C to the Company’s Definitive Proxy Statement on Schedule 14A (File No. 333-224531), filed October 17, 2019 by the Company with the SEC)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

October 7, 2019 PRE 14A

TAPM / Tapinator, Inc. PRE 14A - - FORM PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

October 3, 2019 SC 13D/A

TAPM / Tapinator, Inc. / Nikolayev Ilya - SCHEDULE 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tapinator, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 876037 102 (CUSIP Number) Ilya Nikolayev c/o Tapinator, Inc. 110 West 40th Street, Suite 1902 New York, New York 10018 (480) 659-4907 (Name, Address and Telephone Number of Pers

October 2, 2019 SC 13D/A

TAPM / Tapinator, Inc. / Merkatz Andrew - SCHEDULE 13D/A Activist Investment

SC 13D/A 1 merk20191002sc13da.htm SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tapinator, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 876037 102 (CUSIP Number) Andrew P. Merkatz c/o Tapinator, Inc. 110 West 40th Street, Suite 1902 New York, New York 10018 (480)

October 2, 2019 EX-10.1

Form of Award Purchase, Cancellation and Release Agreement.

EX-10.1 2 ex159450.htm EXHIBIT 10.1 Exhibit 10.1 AWARD PURCHASE, CANCELLATION AND RELEASE AGREEMENT This AWARD PURCHASE CANCELLATION AND RELEASE AGREEMENT (this “Agreement”) is entered into by and between Tapinator, Inc., a Delaware corporation (the “Company”), and (the “Participant”), effective as of September 30, 2019 (the “Effective Date”). WHEREAS, the Company currently sponsors and maintains

October 2, 2019 8-K

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 2, 2019 (September 30, 2019) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I.

September 27, 2019 EX-99.2

Tapinator, Inc. Publishes Updated Investor Presentation

EX-99.2 3 ex158919.htm EXHIBIT 99.2 Exhibit 99.2 Tapinator, Inc. Publishes Updated Investor Presentation New York, NY – September 27, 2019 – Tapinator, Inc. (OTCQB: TAPM), a developer and publisher of category leading apps for mobile platforms, today announced that it has published an updated investor presentation. The presentation provides current and prospective shareholders with the latest summ

September 27, 2019 EX-99.1

Investor Presentation of Tapinator, Inc.

Exhibit 99.1

September 27, 2019 8-K

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): September 27, 2019 (September 27, 2019) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission

September 9, 2019 8-K

Current Report

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 9, 2019 (September 6, 2019) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I

August 13, 2019 EX-99.1

Tapinator, Inc. Reports Second Quarter 2019 Financial Results

EX-99.1 2 ex154811.htm EXHIBIT 99.1 Exhibit 99.1 Tapinator, Inc. Reports Second Quarter 2019 Financial Results ■ Revenue grew 83% year-over-year to $1.3mm ■ Category Leading Apps Revenue grew 282% year-over-year to $1.1mm ■ Bookings grew 9% year-over-year to $967k ■ Category Leading Apps Bookings grew 101% year-over-year to $566k ■ Net loss decreased 52% year-over-year to $265k ■ Adjusted EBITDA i

August 13, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 13, 2019 (August 13, 2019) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I.R.S

August 13, 2019 10-Q

TAPM / Tapinator, Inc. 10-Q - Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2019 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 333-224531 Tapinator, Inc.

July 2, 2019 8-K

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): July 2, 2019 (June 27, 2019) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I.R.S. Emp

July 2, 2019 EX-3.3

Certificate of Elimination of Series B Preferred Stock (incorporated by reference to Exhibit 3.3 to the Company’s Current Report on Form 8-K (File No. 333-224531), filed December 28, 2018 by the Company with the SEC)

Exhibit 3.3 CERTIFICATE OF ELIMINATION of SERIES B PREFERRED STOCK of TAPINATOR, INC. Pursuant to Section 151(g) of the Delaware General Corporation Law Tapinator, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows: FIRST: That pursuant to the authority expressly vested in the Board of

July 2, 2019 EX-3.2

Certificate of Elimination of Series A-1 Preferred Stock (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K (File No. 333-224531), filed December 28, 2018 by the Company with the SEC)

Exhibit 3.2 CERTIFICATE OF ELIMINATION of SERIES A-1 PREFERRED STOCK of TAPINATOR, INC. Pursuant to Section 151(g) of the Delaware General Corporation Law Tapinator, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows: FIRST: That pursuant to the authority expressly vested in the Board o

July 2, 2019 EX-3.1

Certificate of Elimination of Series A Preferred Stock (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No. 333-224531), filed December 28, 2018 by the Company with the SEC)

EX-3.1 2 ex149098.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF ELIMINATION of SERIES A PREFERRED STOCK of TAPINATOR, INC. Pursuant to Section 151(g) of the Delaware General Corporation Law Tapinator, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows: FIRST: That pursuant to the authority

June 14, 2019 EX-10.1

Amendment No. 4 to Executive Employment Agreement between Tapinator, Inc. and Ilya Nikolayev.

EX-10.1 2 ex147501.htm EXHIBIT 10.1 Exhibit 10.1 Amendment No. 4 to Executive Employment Agreement This Amendment No. 4 to the Executive Employment Agreement (the “Fourth Amendment”) is entered into as of June 10, 2019 by and among Tapinator, Inc., a Delaware corporation (the “Company”) and Ilya Nikolayev (“Employee”). RECITALS WHEREAS, the Company and Employee are parties to that certain Executiv

June 14, 2019 8-K

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): June 14, 2019 (June 10, 2019) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I.R.S. Em

June 14, 2019 EX-10.2

Amendment No. 4 to Executive Employment Agreement between Tapinator, Inc. and Andrew Merkatz.

EX-10.2 3 ex147502.htm EXHIBIT 10.2 Exhibit 10.2 Amendment No. 4 to Executive Employment Agreement This Amendment No. 4 to the Executive Employment Agreement (the “Fourth Amendment”) is entered into as of June 10, 2019 by and among Tapinator, Inc., a Delaware corporation (the “Company”) and Andrew Merkatz (“Employee”). RECITALS WHEREAS, the Company and Employee are parties to that certain Executiv

May 15, 2019 EX-99.1

Tapinator Reports First Quarter 2019 Financial Results

EX-99.1 2 ex144949.htm EXHIBIT 99.1 Exhibit 99.1 Tapinator Reports First Quarter 2019 Financial Results ■ Bookings grow 9% year-over-year to $967k ■ “Category Leading Apps” Bookings grow 139% year-over-year to $644k New York, NY – May 15, 2019 – Tapinator, Inc. (OTCQB: TAPM), a developer and publisher of category leading apps for mobile platforms, today announced financial results for the period e

May 15, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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, 2019 (May 15, 2019) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I.R.S. Empl

May 14, 2019 10-Q

TAPM / Tapinator, Inc. 10-Q Quarterly Report FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2019 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 333-224531 Tapinator, Inc.

April 1, 2019 EX-99.1

Investor Presentation of Tapinator, Inc. dated March, 2019.

Exhibit 99.1

April 1, 2019 8-K

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): April 1, 2019 (March 29, 2019) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I.R.S. E

March 27, 2019 EX-99.1

Tapinator Announces 2018 Financial Results -2018 Full Year Revenues of $2.9 Million and Adjusted EBITDA of $133,000 -Net Cash Provided By Operating Activities of $320k, up from $275k in 2017

Exhibit 99.1 Tapinator Announces 2018 Financial Results -2018 Full Year Revenues of $2.9 Million and Adjusted EBITDA of $133,000 -Net Cash Provided By Operating Activities of $320k, up from $275k in 2017 New York, NY – March 27, 2019 – Tapinator, Inc. (OTCQB: TAPM), a developer and publisher of category leading apps for mobile platforms, today announced financial results for the period ended Decem

March 27, 2019 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 27, 2019 (March 27, 2019) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I.R.S.

March 26, 2019 10-K

TAPM / Tapinator, Inc. FORM 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 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: 333-224531 Tapinator, In

March 26, 2019 EX-21.1

List of subsidiaries of the registrant

Exhibit 21.1 Subsidiaries Tapinator, LLC, a New York limited liability company Tap2Play, LLC, a Colorado limited liability company Revolution Blockchain, LLC, a Colorado limited liability company

February 12, 2019 8-K

Financial Statements and Exhibits, Other Events

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 12, 2019 (February 12, 2019) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I

February 12, 2019 EX-99.1

Tapinator Launches Crypto Themed Mobile Game Exclusively on iOS Tech Industry Mints Its First Crypto Trillionaire

Exhibit 99.1 Tapinator Launches Crypto Themed Mobile Game Exclusively on iOS Tech Industry Mints Its First Crypto Trillionaire NEW YORK (February 12, 2019) Tapinator, Inc. (OTCQB: TAPM), a publisher of category leading apps for mobile platforms, today announced the January 31, 2019 global release of Crypto Trillionaire exclusively on Apple’s iOS platform. In order to bring this unique, best-in-cla

January 2, 2019 SC 13G/A

TAPM / Tapinator, Inc. / Samad Khurram Shahzad - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Tapinator, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 876037 102 (CUSIP Number) December 28, 2018 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this Schedule 13G is file

December 28, 2018 EX-10.1

Games Revenue Share and Stock Repurchase Agreement dated December 28, 2018 between Tapinator, Inc., TapGames, Khurram Samad, Rizwan Yousuf and Tap2Play, LLC.

Exhibit 10.1 GAMES REVENUE SHARE AND STOCK REPURCHASE AGREEMENT This Games Revenue Share and Stock Repurchase Agreement (this “Agreement”) is made as of December 28, 2018 by and among TapGames, a Pakistani Registered Firm as Partnership, of 14 D , L Block Gulberg 3 Lahore, Pakistan (hereinafter “TapGames” which expression shall be deemed to include successors in interest, legal heirs and assigns),

December 28, 2018 8-K

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 28, 2018 (December 28, 2018) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I

November 28, 2018 8-K

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): November 28, 2018 (November 27, 2018) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I

November 28, 2018 EX-99.1

Investor Presentation of Tapinator, Inc. dated November 27, 2018.

Exhibit 99.1

November 23, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 23, 2018 (November 21, 2018) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I

November 13, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 13, 2018 (November 13, 2018) Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 333-224531 46-3731133 (State or other jurisdiction (Commission (I

November 13, 2018 EX-99.1

Tapinator Reports Third Quarter 2018 Financial Results Revenue year-to-date of $2.3 million increased 1% year-over-year Bookings* year-to-date of $2.7 million up 3% year-over-year

Exhibit 99.1 Tapinator Reports Third Quarter 2018 Financial Results Revenue year-to-date of $2.3 million increased 1% year-over-year Bookings* year-to-date of $2.7 million up 3% year-over-year New York, NY, November 13, 2018 - Tapinator, Inc. (OTCQB: TAPM), a developer and publisher of mobile games and applications on the iOS, Google Play and Amazon platforms today announced financial results for

November 13, 2018 10-Q

TAPM / Tapinator, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2018 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 333-224531 Tapinator, Inc.

September 17, 2018 424B3

TAPINATOR, INC. Up to 27,000,002 Shares of Common Stock and up to 31,400,002 Shares of Common Stock Underlying Warrants

Filed Pursuant to Rule 424(b)(3) SEC File No. 333-224531 PROSPECTUS TAPINATOR, INC. Up to 27,000,002 Shares of Common Stock and up to 31,400,002 Shares of Common Stock Underlying Warrants This prospectus relates to the resale of up to (i) 27,000,002 shares of common stock and (ii) 31,400,002 shares of our common stock to be offered by the selling stockholders upon the exercise of outstanding commo

September 12, 2018 CORRESP

TAPM / Tapinator, Inc. CORRESP

Tapinator, Inc. 110 West 40th St., Suite 1902 New York, NY 10018 September 12, 2018 VIA EDGAR U.S. Securities and Exchange Commission Office of Information Technologies and Services Division of Corporation Finance Securities and Exchange Commission Washington, D.C. 20549 Attention: Ms. Jan Woo Mr. Michael Foland Re: Tapinator, Inc. Registration Statement on Form S-1, originally filed on April 30,

August 22, 2018 S-1/A

TAPM / Tapinator, Inc. FORM S-1/A

As filed with the Securities and Exchange Commission on August 22, 2018 SEC File No.

August 22, 2018 CORRESP

TAPM / Tapinator, Inc. CORRESP

▀ ▀ ▀ QUICK LAW GROUP PC 1035 PEARL STREET SUITE 403 BOULDER, CO 80302 Phone: 720.

July 18, 2018 S-1/A

TAPM / Tapinator, Inc. FORM S-1/A

S-1/A 1 tapm20180712s1a.htm FORM S-1/A As filed with the Securities and Exchange Commission on July 18, 2018 SEC File No. 333-224531 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 2 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 7372 46-3731133 (State or other

July 18, 2018 CORRESP

TAPM / Tapinator, Inc. CORRESP

▀ ▀ ▀ QUICK LAW GROUP PC 1035 PEARL STREET SUITE 403 BOULDER, CO 80302 Phone: 720.

June 12, 2018 S-1/A

TAPM / Tapinator, Inc. FORM S-1/A

As filed with the Securities and Exchange Commission on June 12, 2018 SEC File No.

June 4, 2018 SC 13G

TAPM / Tapinator, Inc. / Unger David W - STATEMENT OF ACQUISITION OF BENEFICIAL OWNERSHIP BY INDIVIDUALS Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Tapinator, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 876037102 (CUSIP Number) May 30, 2018 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this Schedule

April 30, 2018 EX-10.3

Form of Restricted Stock Unit Award Agreement under the 2015 Equity Incentive Plan

Exhibit 10.3 TAPINATOR, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), is effective as of [], is between Tapinator, Inc., a Delaware corporation (the “Company”), and the individual identified on the signature page hereof (the “Participant”). BACKGROUND A. The Participant is currently a [member of the Company’s Board of Directors]. B. The C

April 30, 2018 EX-10.11

Amendment No. 2 to Executive Employment Agreement, dated March 31, 2017, by and between Tapinator, Inc. and Ilya Nikolayev

Exhibit 10.11 Amendment No. 2 to Executive Employment Agreement This Amendment No. 2 to the Executive Employment Agreement (the “Second Amendment”) is entered into as of March 31, 2017 by and among Tapinator, Inc., a Delaware corporation (the “Company”) and Ilya Nikolayev (“Employee”) RECITALS WHEREAS, the Company and Employee are parties to that certain Executive Employment Agreement made as of M

April 30, 2018 EX-10.9

Amendment No. 1 to Executive Employment Agreement, dated August 25, 2016, by and between Tapinator, Inc. and Ilya Nikolayev

Exhibit 10.9 Amendment No. 1 to Executive Employment Agreement This Amendment No. 1 to the Executive Employment Agreement (the “First Amendment”) is entered into as of August 25, 2016 by and among Tapinator, Inc., a Delaware corporation (the “Company”) and Ilya Nikolayev (“Employee”) RECITALS WHEREAS, the Company and Employee are parties to that certain Executive Employment Agreement made as of Ma

April 30, 2018 EX-3.1

Amended and Restated Certificate of Incorporation of Tapinator, Inc.

Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATIONOF TAPINATOR,INC. I, the undersigned, for the purposes of restating the certificate of incorporation under the General Corporation Law of the State of Delaware (the "DGCL"), do execute this Amended and Restated Certificate of Incorporation for Tapinator, Inc. originally incorporated on December 9, 2013, pursuant to Section 242 and Section 245 of the

April 30, 2018 EX-10.22

Amendment No. 1 to Board of Directors Agreement, dated April 1, 2018, by and between Tapinator, Inc. and Teymour Farman-Farmaian

Exhibit 10.22 Amendment No. 1 to the Board of Directors Agreement This Amendment No. 1 to the Board of Directors Agreement (the “First Amendment”) is entered into as of April 1, 2018 by and among Tapinator, Inc., a Delaware corporation (the “Company”) and Teymour Farman-Farmaian, an individual residing with the State of California (“Director”). RECITALS WHEREAS, the Company and Director are partie

April 30, 2018 EX-10.12

Amendment No. 2 to Executive Employment Agreement, dated March 31, 2017, by and between Tapinator, Inc. and Andrew Merkatz

Exhibit 10.12 Amendment No. 2 to Executive Employment Agreement This Amendment No. 2 to the Executive Employment Agreement (the “Second Amendment”) is entered into as of March 31, 2017 by and among Tapinator, Inc., a Delaware corporation (the “Company”) and Andrew Merkatz (“Employee”) RECITALS WHEREAS, the Company and Employee are parties to that certain Executive Employment Agreement made as of M

April 30, 2018 EX-10.19

Amendment No. 3 to Executive Employment Agreement, dated April 1, 2018, by and between Tapinator, Inc. and Ilya Nikolayev

Exhibit 10.19 Amendment No. 3 to Executive Employment Agreement This Amendment No. 3 to the Executive Employment Agreement (the “Third Amendment”) is entered into as of April 1, 2018 by and among Tapinator, Inc., a Delaware corporation (the “Company”) and Ilya Nikolayev (“Employee”). RECITALS WHEREAS, the Company and Employee are parties to that certain Executive Employment Agreement made as of Ma

April 30, 2018 EX-10.5

Executive Employment Agreement, dated May 7, 2015, by and between Tapinator, Inc. and Ilya Nikolayev

Exhibit 10.5 Executive Employment Agreement This Executive Employment Agreement (“Agreement”) is made as of the 7th day of May, 2015 between Tapinator, Inc (the “Company”) and Ilya Nikolayev (“Employee”). WITNESSETH: WHEREAS, the Company is in the business of developing and publishing mobile games on the iOS, Android and Amazon platforms (the “Business”); WHEREAS, Employee is currently the Chairma

April 30, 2018 EX-10.13

Games Development and Licensing Agreement, dated April 24, 2017, by and between Tapinator, Inc., Khurram Samad, Rizwan Yousuf and GenITeam Corporation

EX-10.13 19 ex110866.htm EXHIBIT 10.13 Exhibit 10.13 GAMES DEVELOPMENT AND LICENSING AGREEMENT This Agreement (the “Agreement”) is made by and among TapGames, a Pakistani Registered Firm as Partnership, of 14 D , L Block Gulberg 3 Lahore, Pakistan (hereinafter “TapGames” which expression shall be deemed to include successors in interest, legal heirs and assigns), Khurram Samad an individual who ma

April 30, 2018 EX-10.17

Common Stock Purchase Warrant, dated February 15, 2018, issued by Tapinator, Inc. to Westpark Capital, Inc.

Exhibit 10.17 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE 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

April 30, 2018 EX-10.10

Amendment No. 1 to Executive Employment Agreement, dated August 25, 2016, by and between Tapinator, Inc. and Andrew Merkatz

Exhibit 10.10 Amendment No. 1 to Executive Employment Agreement This Amendment No. 1 to the Executive Employment Agreement (the “First Amendment”) is entered into as of August 25, 2016 by and among Tapinator, Inc., a Delaware corporation (the “Company”) and Andrew Merkatz (“Employee”) RECITALS WHEREAS, the Company and Employee are parties to that certain Executive Employment Agreement made as of M

April 30, 2018 EX-10.6

Executive Employment Agreement, dated May 7, 2015, by and between Tapinator, Inc. and Andrew Merkatz

Exhibit 10.6 Executive Employment Agreement This Executive Employment Agreement (“Agreement”) is made as of the 7th day of May, 2015 between Tapinator, Inc (the “Company”) and Andrew Merkatz (“Employee”). WITNESSETH: WHEREAS, the Company is in the business of developing and publishing mobile games on the iOS, Android and Amazon platforms (the “Business”); WHEREAS, Company desires to employ Employe

April 30, 2018 EX-10.1

Tapinator, Inc. 2015 Equity Incentive Plan, as amended

Exhibit 10.1 TAPINATOR, INC. 2015 EQUITY INCENTIVE PLAN (as amended January 23, 2018) 1. Purpose. The purpose of this plan (the “Plan”) is to secure for Tapinator, Inc. (the “Corporation”) and its stockholders the benefits arising from capital stock ownership by employees, officers and directors of, and consultants or advisors to, the Corporation and its subsidiary corporations who are expected to

April 30, 2018 EX-10.18

Series B Exchange Agreement, dated February 23, 2018, by and between Tapinator, Inc. and HSPL Holdings, LLC

Exhibit 10.18 SERIES B EXCHANGE AGREEMENT THIS SERIES B EXCHANGE AGREEMENT (this “Agreement”), dated as of February 23, 2018 (the “Closing Date”), is entered into by and between Tapinator, Inc., a Delaware corporation (the “Company”), and the party identified as “Holder” on the signature page hereto (the “Holder”). WHEREAS, pursuant to that certain Securities Purchase Agreement, dated as of June 1

April 30, 2018 EX-10.15

Form of Subscription Agreement used in connection with January and February 2018 private placement

Exhibit 10.15 SUBSCRIPTION AGREEMENT This SUBSCRIPTION AGREEMENT (“Subscription Agreement”) made as of this [] day of [], 2018, by and between Tapinator, Inc., a Delaware corporation (the “Company”), and the undersigned (the “Subscriber”). RECITALS WHEREAS, Company intends to obtain subscriptions for the purchase and sale, in a private placement transaction (the “Offering”) pursuant to Rule 506 of

April 30, 2018 EX-10.7

Board of Directors Agreement, dated December 14, 2015, by and between Tapinator, Inc. and Robert Crates

Exhibit 10.7 BOARD OF DIRECTORS AGREEMENT This Board of Directors Agreement (this “Agreement”), dated as of December 14, 2015 is between Tapinator, Inc., a Delaware corporation, having a principal place of business at 140 West 57th Street, Suite 9C, New York, New York 10019 (“Tapinator” or “Company”), and Robert Crates, an individual residing within the State of Texas (“Director”). BACKGROUND Tapi

April 30, 2018 EX-10.20

Amendment No. 3 to Executive Employment Agreement, dated April 1, 2018, by and between Tapinator, Inc. and Andrew Merkatz

Exhibit 10.20 Amendment No. 3 to Executive Employment Agreement This Amendment No. 3 to the Executive Employment Agreement (the “Third Amendment”) is entered into as of April 1, 2018 by and among Tapinator, Inc., a Delaware corporation (the “Company”) and Andrew Merkatz (“Employee”). RECITALS WHEREAS, the Company and Employee are parties to that certain Executive Employment Agreement made as of Ma

April 30, 2018 S-1

TAPM / Tapinator, Inc. FORM S-1

S-1 1 tapm20180420s1.htm FORM S-1 As filed with the Securities and Exchange Commission on April 30, 2018 SEC File No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Tapinator, Inc. (Exact name of registrant as specified in its charter) Delaware 7372 46-3731133 (State or other jurisdiction of incorporatio

April 30, 2018 EX-10.8

Board of Directors Agreement, dated December 14, 2015, by and between Tapinator, Inc. and Teymour Farman-Farmaian

Exhibit 10.8 BOARD OF DIRECTORS AGREEMENT This Board of Directors Agreement (this “Agreement”), dated as of December [], 2015 is between Tapinator, Inc., a Delaware corporation, having a principal place of business at 140 West 57th Street, Suite 9C, New York, New York 10019 (“Tapinator” or “Company”), and Teymour Farman-Farmaian, an individual residing with the State of California (“Director”). BA

April 30, 2018 EX-3.2

Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Tapinator, Inc. (amendment no. 1)

Exhibit 3.2 CERTIFICATE OF AMENDMENT TO RESTATED CERTIFICATE OF INCORPORATION OF TAPINATOR, INC. Tapinator, 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. That, by unanimous written consent of the Board of Directors of the Corporation on January 18, 2018, resolutions were

April 30, 2018 EX-10.21

Amendment No. 1 to Board of Directors Agreement, dated April 1, 2018, by and between Tapinator, Inc. and Robert Crates

Exhibit 10.21 Amendment No. 1 to Executive Employment Agreement This Amendment No. 1 to the Board of Directors Agreement (the “First Amendment”) is entered into as of April 1, 2018 by and among Tapinator, Inc., a Delaware corporation (the “Company”) and Robert Crates, an individual residing with the State of Texas (“Director”) RECITALS WHEREAS, the Company and Director are parties to that certain

April 30, 2018 EX-10.4

Game Engine and Game-Specific Development Agreement, dated June 14, 2014, by and between Tapinator, Inc. and Khurram Samad

Exhibit 10.4 GAME ENGINE AND GAME-SPECIFIC DEVELOPMENT AGREEMENT This Game Engine and Game-Specific Development Agreement (this “Agreement”) is entered into as of June 17, 2014, by and between Tapinator, Inc., a public Delaware corporation (the “Company”), and Khurram Samad (“KS”). WHEREAS, the Company is the successor company of Tapinator LLC, a former New York limited liability company that was

April 30, 2018 EX-10.2

Form of Stock Option Agreement under the 2015 Equity Incentive Plan

Exhibit 10.2 TAPINATOR, INC. [INCENTIVE/NON-STATUTORY] STOCK OPTION GRANT AND AGREEMENT THIS [Incentive Stock/Non-Statutory] Option Grant and Agreement (the “Agreement”), dated as of [], made by and between Tapinator, Inc., a Delaware corporation (the “Company”), and the individual named below (“Optionee”). This Agreement is made pursuant to the terms and conditions of the Tapinator, Inc. 2015 Equ

April 30, 2018 EX-10.16

Form of Common Stock Purchase Warrant used in connection with January and February 2018 private placement

Exhibit 10.16 EXHIBIT 1.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE 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 EFF

April 30, 2018 EX-10.14

First Amendment to Games Development and Licensing Agreement, dated August 31, 2017, by and between Tapinator, Inc., Khurram Samad, Rizwan Yousuf and GenITeam Corporation

Exhibit 10.14 FIRST AMENDMENT TO GAMES DEVELOPMENT AND LICENSING AGREEMENT THIS FIRST AMENDMENT TO GAMES DEVELOPMENT AND LICENSING AGREEMENT (the “First Amendment”) is entered into effective as of August 31, 2017 by and among TapGames, a Pakistani Registered Firm as Partnership, of 14 D , L Block Gulberg 3 Lahore, Pakistan (hereinafter “TapGames” which expression shall be deemed to include success

April 30, 2018 EX-3.4

Bylaws of Tapinator, Inc.

Exhibit 3.4 BYLAWS OF TAPINATOR, INC. Adopted July 7, 2015 TABLE OF CONTENTS Page ARTICLE I — MEETINGS OF STOCKHOLDERS 1 1.1 Place of Meetings 1 1.2 Annual Meeting 1 1.3 Special Meeting 1 1.4 Notice of Stockholders’ Meetings 1 1.5 Quorum 2 1.6 Adjourned Meeting; Notice 2 1.7 Conduct of Business 2 1.8 Voting 2 1.9 Stockholder Action by Written Consent Without a Meeting 3 1.10 Record Date for Stockh

April 30, 2018 EX-3.3

Certificate of Designation of Preferences, Rights and Limitations of Series B Convertible Preferred Stock

Exhibit 3.3 TAPINATOR, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES B CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151(g) OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, Andrew Merkatz and Brian Chan, do hereby certify that: 1. They are the President and Secretary, respectively, of Tapinator, Inc., a Delaware corporation (the “Corporation”). 2. The C

April 30, 2018 SC 13D

TAPM / Tapinator, Inc. / Nikolayev Ilya - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Tapinator, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 876037 102 (CUSIP Number) Ilya Nikolayev c/o Tapinator, Inc. 110 West 40th Street, Suite 1902 New York, New York 10018 (480) 659-4907 (Name, Address and Telephone Number of Perso

April 30, 2018 SC 13D

TAPM / Tapinator, Inc. / Merkatz Andrew - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Tapinator, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 876037 102 (CUSIP Number) Andrew P. Merkatz c/o Tapinator, Inc. 110 West 40th Street, Suite 1902 New York, New York 10018 (480) 659-4907 (Name, Address and Telephone Number of Pe

April 30, 2018 SC 13G

TAPM / Tapinator, Inc. / Samad Khurram Shahzad - SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Tapinator, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 876037 102 (CUSIP Number) April 30, 2018 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed: ☐

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