SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549


FORM 8-K/A


Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act


March 8, 2016

Date of Report (Date of Earliest Event Reported)


CPSM, Inc.

 (Exact name of registrant as specified in its charter)



Nevada

 

333-208007

 

98-0557091

(State or other jurisdiction of incorporation or organization)

 

(Commission File Number)

 

(I.R.S. Employer Identification Number)


2951 SE Waaler Street

Stuart, FL

 

34997

(Address of principal executive offices)

 

(Zip Code)


(722) 236-8494

 (Registrant's telephone number, including area code)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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

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

 

EXPLANATORY NOTE

This amendment to the Form 8-K as filed June 21, 2016 is being filed solely to correct Exhibit D in the License Agreement.  No other changes have been made to the document.




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Item 1.01 – Entry into a Material Definitive Agreement


On March 8, 2016, the Company entered into a non-exclusive license agreement with Pebble Technology, Inc. (“PTI”), an Arizona corporation.  PTI is the exclusive owner of the “PEBBLE TEC”, “PEBBLE SHEEN” and “PEBBLE FINA” trademarks, which are associated with aggregate rock, pigments, and cement used in the swimming pool industry.


The non-exclusive license agreement grants the Company the right to use the licensed trademarks within the St. Lucie, Indian River, Brevard, Okeechobee, and Martin counties in Florida.  This license will be in effect for a term of one year, and will automatically renew for successive one year periods unless either party gives notice of its intent not to renew the agreement at least 90 days prior to the end of the term.


The Company will pay PTI a $15,000 licensed deposit for technical assistance, training, and as a credit toward purchasing surface materials.


In the event of a material breach of the agreement that is not rectified within a period of 30 days after receiving written notice of the breach, the agreement will terminate without further action on the part of either party.  If the Company is the defaulting party, the Company will have the right to complete any job or contract which was in progress as of the date of the notice of breach, provided such job is completed within 90 days of the date of the notice.


Item 9.01 – Exhibits


Exhibit 10.1 – Non-exclusive applicator license agreement between Custom Pool Plastering, Inc. (a subsidiary of CPSM, Inc.) and Pebble Technology, Inc., signed March 8, 2016


SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.


CPSM, Inc.


By:       /s/ Lawrence Calarco

Lawrence Calarco

Chief Executive Officer


Dated:  June 21, 2016



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[CPSMCUSTOMPOOLPLASTERINGC002.GIF]

[CPSMCUSTOMPOOLPLASTERINGC004.GIF] [CPSMCUSTOMPOOLPLASTERINGC006.GIF] [CPSMCUSTOMPOOLPLASTERINGC008.GIF] [CPSMCUSTOMPOOLPLASTERINGC010.GIF] [CPSMCUSTOMPOOLPLASTERINGC012.GIF] [CPSMCUSTOMPOOLPLASTERINGC014.GIF] [CPSMCUSTOMPOOLPLASTERINGC016.GIF] [CPSMCUSTOMPOOLPLASTERINGC018.GIF] [CPSMCUSTOMPOOLPLASTERINGC020.GIF] [CPSMCUSTOMPOOLPLASTERINGC022.GIF] [CPSMCUSTOMPOOLPLASTERINGC024.GIF] [CPSMCUSTOMPOOLPLASTERINGC026.GIF] [CPSMCUSTOMPOOLPLASTERINGC028.GIF] [CPSMCUSTOMPOOLPLASTERINGC030.GIF] [CPSMCUSTOMPOOLPLASTERINGC032.GIF] [CPSMCUSTOMPOOLPLASTERINGC034.GIF] [CPSMCUSTOMPOOLPLASTERINGC036.GIF] [CPSMCUSTOMPOOLPLASTERINGC038.GIF] [CPSMCUSTOMPOOLPLASTERINGC040.GIF] [CPSMCUSTOMPOOLPLASTERINGC042.GIF]



Exhibit D


Custom Pool Plastering is a wholly owned subsidiary of CPSM, Inc.


The following table sets forth the names of all of our current executive officers and directors who serve for both CPSM, Inc. and Custom Pool Plastering.




Name

Positions Held

Lawrence Calarco

CEO

 

Director

 

 

Charles Dargan II

CFO

 

Director

 

Principal Accounting Officer

 

 

Loreen Calarco

Secretary

 

Director

 

 

Jeffrey Michel

Director


The following table sets forth, as of March 29, 2016, the number and percentage of CPSM, Inc. ’ s outstanding common shares owned by (i) each person known to us to beneficially own more than 5% of its outstanding common stock, (ii) each director, (iii) each named executive officer and significant employee, and (iv) all officers and directors as a group.




Name and Address of Stockholder

Shares

% Owned

Lawrence & Loreen Calarco(1)

65,440,471 indirect

78.51%

  5021 SW Saint Creek Drive

  Palm City, FL 34990


Charles Dargan II

100,000

0.12%

819 S. Ruby Drive

Key Largo, FL 33037


Jeffrey Michel

0

0.00%

177 N US Highway One, Suite 146

Tequesta, FL 33469


Officers and Directors as a Group

   (4 persons)

65,440,471 indirect

78.51%

100,000 direct

0.12%


(1)Based on 83,355,960 common shares outstanding as of March 29, 2016.

(2)Lawrence and Loreen Calarco, officers and directors of the Company, are husband and wife, and control these shares through the Lawrence & Loreen Calarco Family Trust.