FDCT / FDCTech, Inc. - SEC-arkivering, Årsberetning, Fuldmagtserklæring

FDCTech, Inc.
US ˙ OTCPK

Grundlæggende statistik
CIK 1722731
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 FDCTech, Inc.
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
September 15, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: September 11, 2025 (Date of earliest event reported) FDCTECH, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: September 11, 2025 (Date of earliest event reported) FDCTECH, INC.

September 15, 2025 EX-99.1

FDCTech Strengthens Growth Trajectory and Uplisting Readiness with Shareholder-Approved Actions

Exhibit 99.1 FDCTech Strengthens Growth Trajectory and Uplisting Readiness with Shareholder-Approved Actions Recent approvals provide flexibility for acquisitions, exchange uplisting, and long-term shareholder value. Irvine, CA: September 11, 2025, FDCTech, Inc. (“FDC” or the “Company,” PINK: FDCT), a fintech-driven firm specializing in acquiring and scaling small to mid-size legacy financial serv

September 10, 2025 PRE 14C

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

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 FDCTECH, INC. (Name of Registrant as Specified

August 13, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2025 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2025 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 No. 000-56338 FDCTECH, INC.

August 11, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: August 6, 2025 (Date of earliest event reported) FDCTECH, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: August 6, 2025 (Date of earliest event reported) FDCTECH, INC.

August 11, 2025 EX-99.1

FDCTech, Inc. Signs Letter of Intent to Acquire Xoala (Steven AB), a Regulated Electronic Money Institution in Sweden

Exhibit 99.1 FDCTech, Inc. Signs Letter of Intent to Acquire Xoala (Steven AB), a Regulated Electronic Money Institution in Sweden The Company Secures Strategic Gateway to Europe’s $2 Trillion Payments Market with Acquisition of Regulated EMI Xoala. Irvine, CA: August 06, 2025, FDCTech, Inc. (“FDC” or the “Company,” PINK: FDCT), a fintech-driven firm specializing in acquiring and scaling small to

August 11, 2025 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (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, 2025 ☐ TRANSITION REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (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, 2025 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 No. 000-56338 FDCTECH, IN

June 5, 2025 EX-99.1

Certificate of Incorporation of Prime Intermarket Group Eurasia, dated May 27, 2025.

Exhibit 99.1

June 5, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: May 27, 2025 (Date of earliest event reported) FDCTECH, INC. (Exact n

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: May 27, 2025 (Date of earliest event reported) FDCTECH, INC.

May 28, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: May 28, 2025 (Date of earliest event reported) FDCTECH, INC. (Exact n

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: May 28, 2025 (Date of earliest event reported) FDCTECH, INC.

May 28, 2025 EX-99.1

FDCTech Engages E.F. Hutton to Lead Capital Raise and Advise on Uplisting to a Senior Exchange

Exhibit 99.1 FDCTech Engages E.F. Hutton to Lead Capital Raise and Advise on Uplisting to a Senior Exchange E.F. Hutton’s leadership has advised on over $750 million in private credit deals, reinforcing its commitment to strategic financing and diversified investment solutions. Irvine, CA: May 28, 2025, FDCTech, Inc. (“FDC” or the “Company,” PINK: FDCT), a fintech-driven firm specializing in acqui

May 14, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: May 14, 2025 (Date of earliest event reported) FDCTECH, INC. (Exact n

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: May 14, 2025 (Date of earliest event reported) FDCTECH, INC.

May 14, 2025 EX-99.1

FDCTech Reports Over 58% Year-over-Year Revenue Growth in Q1 2025 Driven by Strong Performance Across All Business Segments

Exhibit 99.1 FDCTech Reports Over 58% Year-over-Year Revenue Growth in Q1 2025 Driven by Strong Performance Across All Business Segments Q1 2025 Highlights Show Continued Growth and Operating Profitability. Irvine, CA: May 14, 2025, FDCTech, Inc. (“FDC” or the “Company,” PINK: FDCT), a fintech-driven firm specializing in acquiring and scaling small to mid-size legacy financial services companies,

May 13, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2025 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2025 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 No. 000-56338 FDCTECH, INC.

April 7, 2025 8-K/A

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A (Amendment No.

April 7, 2025 EX-16.1

Letter from Olayinka Oyebola & Co. dated April 3, 2025.

Exhibit 16.1 April 3, 2025 Re: FDCTech Inc. Ladies and Gentlemen: We have read the statements under item 4.01 in Form 8-K dated April 3, 2025, of FDCTech, Inc. (the “Company”) to be filed with the Securities and Exchange Commission, and we agree with such statements therein as related to our firm. We have no basis to agree or disagree with other statements made by the Company in Form 8-K. Sincerel

April 4, 2025 EX-16.1

Letter from Olayinka Oyebola & Co. dated April 3, 2025.

Exhibit 16.1 April 3, 2025 Re: Eva Live Inc. Ladies and Gentlemen: We have read the statements under item 4.01 in Form 8-K dated April 3, 2025, of FDCTech, Inc. (the “Company”) to be filed with the Securities and Exchange Commission, and we agree with such statements therein as related to our firm. We have no basis to agree or disagree with other statements made by the Company in Form 8-K. Sincere

April 4, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: April 3, 2025 (Date of earliest event reported) FDCTECH, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: April 3, 2025 (Date of earliest event reported) FDCTECH, INC.

April 1, 2025 EX-99.1

FDCTech Reports Over 111% Revenue Growth in Fiscal Year 2024, Driven by Full-Year Contributions from Strategic Acquisitions

Exhibit 99.1 FDCTech Reports Over 111% Revenue Growth in Fiscal Year 2024, Driven by Full-Year Contributions from Strategic Acquisitions Robust Revenue Expansion Across All Business Segments – Investment and Brokerage, Wealth Management, and Technology Solution. Irvine, CA: April 1, 2025, FDCTech, Inc. (“FDC” or the “Company,” PINK: FDCT), a fintech-driven firm specializing in acquiring and scalin

April 1, 2025 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: April 1, 2025 (Date of earliest event reported) FDCTECH, INC.

March 31, 2025 EX-19.1

FDCTech, Inc. Insider Trading Policy

Exhibit 19.1

March 31, 2025 EX-3.1

Articles of Incorporation

Exhibit 3.1

March 31, 2025 EX-3.2

EX-3.2

Exhibit 3.2

March 31, 2025 10-K

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 ending 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 No. 000-56338 FDCTECH, INC. (Exact name of

March 31, 2025 EX-21.1

List of Subsidiaries

Exhibit 21.1 SUBSIDIARIES OF FDCTECH, INC. Legal Name State or Other Jurisdiction of Incorporation or Organization AD Advisory Services Pty Ltd. Australia Alchemy Markets Ltd. Malta Alchemy Prime Limited United Kingdom AlchemyTech Ltd. Cyprus

February 12, 2025 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: February 12, 2025 (Date of earliest event reported) FDCTECH, INC.

February 12, 2025 EX-99.1

FDCTech, Inc. Announces Intention to Apply for Uplisting to a Senior Exchange

Exhibit 99.1 FDCTech, Inc. Announces Intention to Apply for Uplisting to a Senior Exchange The Company believes uplisting to a senior exchange will enhance liquidity, expand our investor base, and provide greater access to capital markets Irvine, CA: February 12, 2025, FDCTech, Inc. (“FDC” or the “Company,” PINK: FDCT), a fintech-driven company specializing in acquiring and integrating small—to mi

January 27, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: January 21, 2025 (Date of earliest event reported) FDCTECH, INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: January 21, 2025 (Date of earliest event reported) FDCTECH, INC.

January 27, 2025 EX-10.1

Letter of Intent (LOI) dated January 21, 2025.

Exhibit 10.1 Article I. NON-BINDING LETTER OF INTENT This Letter of Intent (hereinafter “LOI”) is set forth on 21st day of January 2025 by and between: 1) SYNC CAPITAL LIMITED a company incorporated in the UK, with registered company number 10519029, with its headquarter offices at Unit 1 74 Back Church Lane, London, England, E1 1LX (hereinafter the “Seller”); and 2) FDCTech INC, a company incorpo

January 27, 2025 EX-99.1

FDCTech, Inc. Announces Acquisition of Alchemy Global to Expand Market Presence in the Middle East and Asia

Exhibit 99.1 FDCTech, Inc. Announces Acquisition of Alchemy Global to Expand Market Presence in the Middle East and Asia The Company is strengthening its balance sheet, achieving profitable growth, and establishing a global footprint with strategic market expansion. Irvine, CA: January 23, 2025, FDCTech, Inc. (“FDC” or the “Company,” OTCQB: FDCT), a fintech-driven company specializing in acquiring

January 10, 2025 EX-99.1

FDCTech, Inc. Accelerates European Expansion with Strategic Acquisitions and New Regulatory Milestones

Exhibit 99.1 FDCTech, Inc. Accelerates European Expansion with Strategic Acquisitions and New Regulatory Milestones The Company Reports Robust Growth, Increased Liquidity, and Strong Market Penetration Across Key European Markets Irvine, CA: January 08, 2025, FDCTech, Inc. (“FDC” or the “Company,” OTCQB: FDCT), a fintech-driven company specializing in acquiring and integrating small—to mid-size le

January 10, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: January 8, 2025 (Date of earliest event reported) FDCTECH, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: January 8, 2025 (Date of earliest event reported) FDCTECH, INC.

January 2, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: December 31, 2024 (Date of earliest event reported) FDCTECH, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: December 31, 2024 (Date of earliest event reported) FDCTECH, INC.

January 2, 2025 EX-99.1

FDCTech’s 2024 Quarterly Results Highlights: The Company Streamlines Strategic Acquisitions in 2024 to Drive Growth and Financial Strength

Exhibit 99.1 FDCTech’s 2024 Quarterly Results Highlights: The Company Streamlines Strategic Acquisitions in 2024 to Drive Growth and Financial Strength The Company continues to deliver strong top-line growth, working capital surplus, and increased liquidity as it expands its market presence and enhances its trading technology offerings. Irvine, CA: December 31, 2024, FDCTech, Inc. (“FDC” or the “C

December 31, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2024 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 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 No. 000-56338 FDCTECH,

December 31, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2024 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 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 No. 000-56338 FDCTECH, INC.

December 31, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2024 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 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 No. 000-56338 FDCTECH, INC.

October 15, 2024 10-K

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 ending 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 No. 000-56338 FDCTECH, INC. (Exact name of

July 3, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: July 2, 2024 (Date of earliest event reported) FDCTECH, INC. (Exact n

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: July 2, 2024 (Date of earliest event reported) FDCTECH, INC.

July 3, 2024 EX-16.1

Letter from Fortune CPA Inc. dated July 2, 2024.

Exhibit 16.1 Fortune CAP Inc. 333 City Blvd W 3rd Floor Orange, CA 92868 (714) 820-3316 [email protected] July 2, 2024 Re: FDCTech, Inc. Ladies and Gentlemen: We have read the statements under item 4.01 in Form 8-K dated July 2, 2024, of FDCTech, Inc. (the “Company”) to be filed with the Securities and Exchange Commission, and we agree with such statements therein as related to our firm. We have

May 15, 2024 NT 10-Q

PART I — REGISTRANT INFORMATION

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: April 30, 2025 Estimated average burden hours per response. 2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 0-D ☐ Form N-SAR ☐ Form N-CSR ☐ Form N-CEN For Period Ended: March 31, 2024 ☐ Tran

March 28, 2024 NT 10-K

PART I — REGISTRANT INFORMATION

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response. 2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 0-D ☐ Form N-SAR ☐ Form N-CSR ☐ Form N-CEN For Period Ended: December 31, 2023 ☐

March 15, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: March 4, 2024 (Date of earliest event reported) FDCTECH, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: March 4, 2024 (Date of earliest event reported) FDCTECH, INC.

March 15, 2024 EX-16.1

Letter from Bolko & Company dated March 15, 2024.

Exhibit 16.1 Bolko & Company 1825 NW Corporate Blvd, 110 Boca Raton, FL 33431 March 15, 2024 Re: FDCTech, Inc. Ladies and Gentlemen: We have read the statements under item 4.01 in Form 8-K dated March 15, 2024, of FDCTech, Inc. (the “Company”) to be filed with the Securities and Exchange Commission, and we agree with such statements therein as related to our firm. We have no basis to agree or disa

March 12, 2024 DEFR14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 To SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Amended Preliminary Information Statement ☐ Confidential — For Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☒ Definitive Information Statement FDCTECH, INC. (Name

March 12, 2024 DEFA14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION 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 14c-5(d)(2)) ☐ Definitive Information Statement ☒ Definitive Additional Materials FD

March 12, 2024 DEF 14C

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

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: ☐ Amended Preliminary Information Statement ☐ Confidential — For Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☒ Definitive Information Statement FDCTECH, INC. (Name of Registrant as Sp

March 12, 2024 DEFA14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION 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 14c-5(d)(2)) ☐ Definitive Information Statement ☒ Definitive Additional Materials FD

March 6, 2024 PRER14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Amended Preliminary Information Statement ☐ Confidential — For Use of the Commission Only (as permitted by Rule 14a-5(d)(2)) ☐ Definitive Information Statement FDCTECH, INC. (Name

February 26, 2024 PRE 14C

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

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 FDCTECH, INC. (Name of Registrant as Specified

January 3, 2024 EX-FILING FEES

Filing Fee Table (1)

Exhibit 107 Calculation of Filing Fee Tables FORM S-8 (Form Type) FDCTECH, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Fees to Be Paid Equity Common Stock, pa

January 3, 2024 EX-10.1

Registrants 2023 Stock Incentive Plan (1)

Exhibit 10.1 2023 STOCK INCENTIVE PLAN FDCTECH, INC. (AS ADOPTED ON NOVEMBER 30, 2023) 1. Purpose. The purpose of the 2023 Stock Incentive Plan (the “Plan”) of FDC Tech, Inc. (the “Company”) is to increase stockholder value and to advance the interests of the Company by furnishing a variety of economic incentives (“Incentives”) designed to attract, retain and motivate employees, certain key consul

January 3, 2024 S-8

As filed with the Securities and Exchange Commission on January 3, 2024

As filed with the Securities and Exchange Commission on January 3, 2024 Registration No.

December 7, 2023 EX-99.1

FDCTech Provides Updates on the Definitive Agreement for the Acquisition of Alchemy Group Companies and Direct Investment

Exhibit 99.1 FDCTech Provides Updates on the Definitive Agreement for the Acquisition of Alchemy Group Companies and Direct Investment The Company updated the Acquisition Date to November 30, 2023, for full ownership of Alchemy Prime Ltd. (Alchemy UK) and the remaining 49.90% stake in Alchemy Markets Ltd. (Alchemy Malta) for Series B Preferred Stock, valued at $1.41 per share. The Company will rec

December 7, 2023 EX-10.1

Definitive Agreement dated November 30, 2023.

Exhibit 10.1 ACQUISITION AGREEMENT Date: 30th November 2023 between FDCTECH, INC. ALCHEMY PRIME HOLDINGS LIMITED ALCHEMY MARKETS HOLDINGS LIMITED ALCHEMY PRIME LIMITED ALCHEMY MARKETS LIMITED and the shareholder of ALCHEMY PRIME HOLDINGS LIMITED This Agreement is dated 30th November 2023. PARTIES 1. FDCTECH, INC., a company incorporated in Delaware with company number 5943514, whose address is 200

December 7, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: November 30, 2023 (Date of earliest event reported) FDCTECH, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: November 30, 2023 (Date of earliest event reported) FDCTECH, INC.

November 20, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: November 14, 2023 (Date of earliest event reported) FDCTECH, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: November 14, 2023 (Date of earliest event reported) FDCTECH, INC.

November 20, 2023 EX-99.1

FDCTech’s Quarterly Release for the Third Quarter (FY23 Q3) Results

Exhibit 99.1 FDCTech’s Quarterly Release for the Third Quarter (FY23 Q3) Results Compared to the previous period, the Company enhanced its technology business by 140% and 180% for the three and nine months ending September 30, 2023. The Company reported a net income of $638,084 and $1,366,777 for the three and nine months ending September 30, 2023. Irvine, CA: November 14, 2023, FDCTech, Inc. (“FD

November 9, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2023 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 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 No. 000-56338 FDCTECH,

October 6, 2023 EX-99.1

FDCTech Signs the Definitive Agreement to Merge with Alchemy Group, Seeks Uplist

Exhibit 99.1 FDCTech Signs the Definitive Agreement to Merge with Alchemy Group, Seeks Uplist The Company acquires 100% of Alchemy Markets DMCC (Alchemy UAE), 100% of Alchemy Prime Ltd. (Alchemy UK), and 49.90% of Alchemy Markets Ltd. (Alchemy Malta). Post-merger, the Company will control 100% of Alchemy Malta. The acquisition of Alchemy UK and Alchemy Malta is subject to regulatory approval. Irvi

October 6, 2023 EX-10.1

Definitive Agreement dated September 30, 2023.

Exhibit 10.1 Agreement and Plan of Merger (“Acquisition”) By and amongst FDCTech, Inc. and FDCT Merger Sub, Inc. and Alchemy Markets DMMC (UAE) Alchemy Prime Ltd. (UK) Alchemy Markets Ltd. (Malta) (together “Alchemy Companies”) and The Shareholders of Alchemy Companies (“Alchemy Shareholders”) dated September 30, 2023 AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (this “Agreement”

October 6, 2023 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: September 30, 2023 (Date of earliest event reported) FDCTECH, INC.

September 29, 2023 EX-10.1

Binding Letter of Intent dated September 28, 2023.

Exhibit 10.1 September 28, 2023 Attn: Gope S. Kundnani Alchemy Markets DMCC (UAE), 100%, Alchemy UAE Alchemy Prime Ltd. (UK), 100%, Alchemy UK Alchemy Markets Ltd. (Malta), 49.90%, Alchemy Malta Unit 1, 74 Back Church Lane, E1 1LX, London, UK RE: Binding Letter of Intent for Merger This Binding Letter of Intent (“LOI”) is entered into by and between FDCTech (OTCQB: FDCT, “FDCT”) and Gope S. Kundna

September 29, 2023 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: September 28, 2023 (Date of earliest event reported) FDCTECH, INC.

September 29, 2023 EX-99.1

FDCTech Signs a Binding Letter of Intent to Merge with Alchemy Group

Exhibit 99.1 FDCTech Signs a Binding Letter of Intent to Merge with Alchemy Group The Company plans to acquire 100% of Alchemy Markets DMCC (UAE), 100% of Alchemy Prime Ltd. (UK), and the remaining 49.90% of Alchemy Markets Ltd. (Malta). Post-merger, FDCTech shall provide global institutional liquidity and multi-asset trading solutions backed by its proprietary, regulatory-grade technology. Irvine

September 6, 2023 EX-99.1

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Introduction The following unaudited pro forma combined financial statements of FDCTech, Inc. (the “Company,” “FDCTech,” “we,” or “us”) and Alchemy Markets Limited [“Alchemy (Malta) or “NSFX”)] present the historical financial information of FDCtech adjusted with Alchemy (Malta) to give effect to the acquisition of 50.10% of

September 6, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: June 30, 2023 (Date of earliest event reported) FDCTECH, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: June 30, 2023 (Date of earliest event reported) FDCTECH, INC.

September 6, 2023 EX-99.2

Audited Financial Statement of Alchemy Markets Ltd. for the period ending November 30, 2022, And 2021

Exhibit 99.2 Audited Financial Statement of Alchemy Markets Ltd. for the period ending November 30, 2022, And 2021

August 14, 2023 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: August 14, 2023 (Date of earliest event reported) FDCTECH, INC.

August 14, 2023 EX-99.1

FDCTech’s Quarterly Release for the Second Quarter (FY23 Q2) Results

Exhibit 99.1 FDCTech’s Quarterly Release for the Second Quarter (FY23 Q2) Results Compared to the previous period, the Company enhanced its technology business by 239% and 203% for the three and six months ending June 30, 2023. The Company reported a net income of $922,343 and $685,168 for the three and six months ending June 30, 2023. Irvine, CA: August 14, 2023, FDCTech, Inc. (“FDC” or the “Comp

August 14, 2023 8-K

Termination of a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: August 04, 2023 (Date of earliest event reported) FDCTECH, INC.

August 11, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2023 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 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 No. 000-56338 FDCTECH, INC.

May 16, 2023 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: May 15, 2023 (Date of earliest event reported) FDCTECH, INC.

May 16, 2023 EX-99.1

FDCTech’s Quarterly Release for the First Quarter (FY23 Q1) Results

Exhibit 99.1 FDCTech’s Quarterly Release for the First Quarter (FY23 Q1) Results The Company enhanced its technology business by 157%, resulting in an overall gross profit increase of 79%. Irvine, CA: May 15, 2023, FDCTech, Inc. (“FDC” or the “Company,” OTCQB: FDCT), a fintech-driven company specializing in buying and integrating small to mid-size legacy financial services companies, today announc

May 12, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2023 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 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 No. 000-56338 FDCTECH, INC.

May 5, 2023 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 3) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ending December 31, 2022 ☐ TRANSITION REP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 3) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ending 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 No. 000-56338 FDCTECH,

May 5, 2023 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ending December 31, 2022 ☐ TRANSITION REP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ending 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 No. 000-56338 FDCTECH,

May 4, 2023 CORRESP

May 4, 2023

CORRESP 1 filename1.htm BARNETT & LINN ATTORNEYS AT LAW 60 Kavenish Drive ● Rancho Mirage, CA 92270 www.barnettandlinn.com WILLIAM B. BARNETT Telephone: 442-274-7571 Attorney/Principal [email protected] May 4, 2023 Division of Corporation Finance Office of Technology Securities and Exchange Commission 100 F Street NE Washington D.C. 20549 Attn: David Edgar, Senior Staff Accountant Kathleen

May 3, 2023 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ending December 31, 2022 ☐ TRA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ending 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 No. 000-563

April 19, 2023 EX-16.1

Letter from BF Borgers, CPA PC dated April 19, 2023.

Exhibit 16.1 5400 W Cedar Ave Lakewood, CO 80226 April 19, 2023 Re: FDCTech, Inc. Ladies and Gentleman: We have read the statements under item 4.01 in the Form 8-K dated April 19, 2023, of FDCTech, Inc. (the “Company”) to be filed with the Securities and Exchange Commission and we agree with such statements therein as related to our firm. We have no basis to, and therefore, do not agree or disagre

April 19, 2023 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: April 19, 2023 (Date of earliest event reported) FDCTECH, INC.

April 17, 2023 10-K

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 ending December 31, 2022 ☐ TRANSITION REPORT PURSU

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 ending 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 No. 000-56338 FDCTECH, INC. (Ex

April 11, 2023 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: April 10, 2023 (Date of earliest event reported) FDCTECH, INC.

April 11, 2023 EX-99.1

FDCTech amends the date of acquisition of its majority controlling position in New Star Capital Trading Ltd. and its subsidiary.

Exhibit 99.1 FDCTech amends the date of acquisition of its majority controlling position in New Star Capital Trading Ltd. and its subsidiary. New Star Capital Trading Ltd. (“New Star”) is a parent company of NSFX Ltd (“NSFX”). FDCTech amended the Agreement to comply with the BVI Companies Act requirement for the change of ownership. Irvine, CA: April 10, 2023, FDCTech, Inc. (“FDC” or the “Company,

April 11, 2023 EX-10.1

Amendment to Stock Purchase Agreement dated February 28, 2023.

Exhibit 10.1 FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT This First Amendment to Stock Purchase Agreement (the Amendment”) is entered into this 28th day of February 2023 (the “Effective Date of Amendment”) by and among FDCTech, Inc., a Delaware corporation, and Alchemy Prime Holdings Limited, a UK corporation ( together the “Purchasers”) and New Star Capital Trading Ltd., a British Virgin Island c

March 31, 2023 NT 10-K

PART I — REGISTRANT INFORMATION

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response. 2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 0-D ☐ Form N-SAR ☐ Form N-CSR ☐ Form N-CEN For Period Ended: December 31, 2022 ☐

January 6, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: December 31, 2022 (Date of earliest event reported) FDCTECH, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: December 31, 2022 (Date of earliest event reported) FDCTECH, INC.

January 6, 2023 EX-10.1

Sales Purchase Agreement dated December 31, 2022.

Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (the ?Agreement?) is entered into as of the 31st day of December 2022 (the ?Effective Date?) by and among Alchemy Prime Holdings Limited, a UK corporation (?Alchemy?), FDCTech, Inc., a California corporation (?FDCT? and, together with Alchemy, the ?Purchaser,? New Star Capital Trading Ltd., a British Virgin Island company (?New St

January 6, 2023 EX-99.1

FDCTech acquires a majority controlling position in New Star Capital Trading Ltd. and its subsidiary, strengthening its strategic focus on the online retail brokerage business.

Exhibit 99.1 FDCTech acquires a majority controlling position in New Star Capital Trading Ltd. and its subsidiary, strengthening its strategic focus on the online retail brokerage business. New Star Capital Trading Ltd. (?New Star?) is a holding company, and its operating subsidiary NSFX Ltd (?NSFX?) is an online trading brokerage firm regulated by the Malta Financial Services Authority. NSFX prov

November 4, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2022 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 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 No. 000-56338 FDCTECH,

September 30, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: September 30, 2022 (Date of earliest event reported) FDCTECH, INC.

August 16, 2022 EX-99.1

To view Form 10-Q for the Quarterly Period Ended June 30, 2022, on Company’s website, click

Exhibit 99.1 To view Form 10-Q for the Quarterly Period Ended June 30, 2022, on Company’s website, click here or https://fdctech.com/filings.html. You may access Form 10-Q directly on SEC.gov.

August 16, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: August 15, 2022 (Date of earliest event reported) FDCTECH, INC.

August 16, 2022 EX-99.2

FDCTech’s Quarterly Release for the Second Quarter (FY22 Q2) Results

Exhibit 99.2 FDCTech’s Quarterly Release for the Second Quarter (FY22 Q2) Results The increase in revenue by 1,985% with the continued successful integration of the wealth management business. The Company to seek more strategic acquisition targets in the next half of 2022. Irvine, CA: August 16, 2022, FDCTech, Inc. (“FDC” or the “Company,” OTCQB: FDCT), a fintech-driven company specializing in buy

August 15, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2022 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 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 No. 000-56338 FDCTECH, INC.

July 22, 2022 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: July 19, 2022 (Date of earliest event reported) FDCTECH, INC.

July 22, 2022 EX-99.1

term sheet for the acquisition of MEMBERSHIP INTERESTS in CIM SECURITIES, LLC (Company)

EX-99.1 2 ex99-1.htm Exhibit 99.1 term sheet for the acquisition of MEMBERSHIP INTERESTS in CIM SECURITIES, LLC (Company) This document (Term Sheet) summarizes the principal terms of a proposed acquisition by FDCTech, Inc., a Delaware corporation (the Buyer) of 80% of the issued and outstanding equity securities or membership interests (Shares) of the Company (Acquisition), on a fully-diluted basi

July 22, 2022 EX-99.2

FDCTech signs a letter of intent (LOI) to acquire 80% equity interest in CIM Securities, LLC.

EX-99.2 3 ex99-2.htm Exhibit 99.2 FDCTech signs a letter of intent (LOI) to acquire 80% equity interest in CIM Securities, LLC. CIM Securities is an independent investment bank that serves micro-cap and small-cap companies by providing capital raising solutions and merger and acquisition services for companies seeking growth capital or services. Irvine, CA: July 22, 2022, FDCTech, Inc. (“FDC” or t

May 27, 2022 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: May 27, 2022 (Date of earliest event reported) FDCTECH, INC.

May 27, 2022 EX-99.1

CIM Securities, LLC Member FINRA / SIPC A Choice for ALL Seasons

Exhibit 99.1 CIM Securities, LLC Member FINRA / SIPC A Choice for ALL Seasons April 19, 2022 Via Email: [email protected] PERSONAL & CONFIDENTIAL Mr. Imran Firoz Co-Founder & CFO FDCTech, Inc. 200 Spectrum Center Drive, Suite 300 Irvine, CA 92618 Dear Mr. Firoz, This letter ((together with Exhibit A and Exhibit B) annexed hereto and made a part hereof), all of which taken together constitute this

May 11, 2022 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: May 10, 2022 (Date of earliest event reported) FDCTECH, INC.

May 11, 2022 EX-99.1

To view Form 10-Q for the Quarterly Period Ended March 31, 2022, on Company’s website, click

Exhibit 99.1 To view Form 10-Q for the Quarterly Period Ended March 31, 2022, on Company?s website, click here. You may access Form 10-Q directly on SEC.gov.

May 11, 2022 EX-99.2

For the three months ended 03/31/22(1)

Exhibit 99.2 FDCTech’s Quarterly Release for the First Quarter (FY22 Q2) Results The increase in revenue by 2,294.79% after the successful acquisition of AD Advisory Services Pty Ltd. The Company continues to build on its technology-driven acquisition growth strategy and is confident that the recent market correction may provide opportunities for more strategic acquisition targets. Irvine, CA: May

May 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2022 ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 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 No. 000-56338 FDCTECH, INC.

April 29, 2022 EX-99.2

FDCTECH, INC UNAUDITED PROFORMA CONDENSED COMBINED BALANCE SHEET AS OF DECEMBER 31, 2020 (Currency expressed in United States Dollars)

EXHIBIT 99.2 FDCTECH, INC UNAUDITED PROFORMA CONDENSED COMBINED BALANCE SHEET AS OF DECEMBER 31, 2020 (Currency expressed in United States Dollars) FDCTech AD Advisory Services Total Pro Forma Adjustments (Note 3) Pro Forma Combined (USD) (USD) (USD) (USD) Assets Current assets: Cash $ 22,467 $ 99,353 $ 121,820 - $ 121,820 Accounts receivable, net 16,541 - 16,541 - 16,541 Other current assets 27,8

April 29, 2022 EX-99.1

FINANCIAL STATEMENTS AD ADVISORY SERVICES PTY LTD ABN 68 005 830 802 Index to Consolidated Financial Statements

EX-99.1 2 ex99-1.htm Exhibit 99.1 FINANCIAL STATEMENTS AD ADVISORY SERVICES PTY LTD ABN 68 005 830 802 Index to Consolidated Financial Statements Page Report of Independent Registered Public Accounting Firm F-2 Consolidated Balance Sheets as of June 30, 2021 and June 30, 2020 F-3 Consolidated Statements of Operations for the fiscal year ended June 30, 2021 and June 30, 2020 F-4 Notes to the Consol

April 29, 2022 8-K/A

Current Report

UNITED STATES 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 of 1934 Date of Report: December 22, 2021 (Date of earliest event reported) FDCTECH, INC.

March 28, 2022 10-K

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, 2021 ☐ TRANSITION REPORT PURSUA

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, 2021 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 No. 000-56338 FDCTECH, INC. (Exa

March 15, 2022 DEF 14C

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

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 FDCTECH, INC. (Name of Registrant as Specified

March 15, 2022 DEFA14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

DEFA14C 1 formdefa14c.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION 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 14c-5(d)(2)) ☐ Definitive Information Statement ☒ Definiti

February 17, 2022 PRE 14C

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

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 FDCTECH, INC. (Name of Registrant as Specified

December 28, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Regulation FD Disclosure

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: December 22, 2021 (Date of earliest event reported) FDCTECH, INC. (Exact name of registrant as specified in its charter) Delaware 000-56338 81-1265459 (State or other jurisdiction of incorporation) (Commission File Nu

December 28, 2021 EX-99.2

FDCTech Completes Pivotal Acquisition of AD Advisory Services Pty Ltd.

Exhibit 99.2 FDCTech Completes Pivotal Acquisition of AD Advisory Services Pty Ltd. The acquisition of AD Advisory Services Pty Ltd. (ADS) is a step-change in creating a digital wealth management company with annualized revenue of $5.91 million and well-positioned for rapid growth through FDCTech’s software development capabilities combined with ADS’ proven executive team and client-centric financ

December 28, 2021 EX-99.1

SHARE EXCHANGE AGREEMENT

Exhibit 99.1 SHARE EXCHANGE AGREEMENT This Share Exchange Agreement (“the Agreement”), dated as of the 22nd day of December 2021, by and between: Party-1: FDCTECH, INC. of 200 Spectrum Center Drive, Suite 300, Irvine, CA 92618 (the “Company”); and Party-2: AD FINANCIAL SERVICES PTY LTD ACN 628 331 117 of Level 38/71 Eagle St, Brisbane, Queensland Australia, 4000 (“the Target” or “ADFS”). Party-1 a

December 1, 2021 8-K

Termination of a Material Definitive Agreement, 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: November 30, 2021 (Date of earliest event reported) FDCTECH, INC. (Exact name of registrant as specified in its charter) Delaware 000-56338 81-1265459 (State or other jurisdiction of incorporation) (Commission File Nu

November 5, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2021 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2021 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 No. 000-56338 FDCTECH,

October 19, 2021 424B3

FDCTECH, INC. 22,670,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-260028 FDCTECH, INC. 22,670,000 Shares of Common Stock This Prospectus relates to the offer and resale, from time to time, by the selling stockholders identified herein of up to an aggregate of 22,670,000 shares our Common Stock par value $0.0001 per share (the “Shares”) issued or to be issued to such selling shareholders including (i) up to 2,

October 14, 2021 CORRESP

FDCTECH, INC. 1200 Spectrum Drive, Floor 300 Irvine, CA 92618 (877) 445-6047

FDCTECH, INC. 1200 Spectrum Drive, Floor 300 Irvine, CA 92618 (877) 445-6047 October 14, 2021 VIA EDGAR Division of Corporation Finance Office of Technology Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Jan Woo, Legal Branch Chief Austin Pattan, Law Clerk Re: FDCTech, Inc. (?Registrant? and/or ?Company?) Form S-1 Registration Statement, as Amended Filed Oc

October 13, 2021 S-1/A

Registration No. 333-260028 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 1) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FDCTECH, INC. (Exact name of registrant as specified in its chart

Registration No. 333-260028 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 1) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FDCTECH, INC. (Exact name of registrant as specified in its charter) Delaware 7372 81-1265459 State or Other Jurisdiction of Incorporation or Organization) (Primary Standard Industrial Classification Number) (IRS Em

October 4, 2021 S-1

Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FDCTECH, INC. (Exact name of registrant as specified in its charter)

S-1 1 forms-1.htm Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FDCTECH, INC. (Exact name of registrant as specified in its charter) Delaware 7372 81-1265459 State or Other Jurisdiction of Incorporation or Organization) (Primary Standard Industrial Classification Number) (IRS Employer I

September 20, 2021 EX-99.1

FDCTECH, INC. Subscription Agreement

Exhibit 99.1 FDCTECH, INC. Subscription Agreement Name of Subscriber: AD Securities America LLC Number of Shares Purchased (One Million shares): 1,000,000 Subscription Amount ($ 0.10 per share): $100,000.00 State or Country of Residence: New York 1. Subscription. The undersigned hereby subscribes to the number of shares set forth above of the common stock of FDCTech, Inc. (the ?Investment Securiti

September 20, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

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: September 16, 2021 (Date of earliest event reported) FDCTECH, INC. (Exact name of Registrant as specified in its charter) Delaware 333-221726 81-1265459 (State or other jurisdiction of incorporation) (Commission File

September 15, 2021 EX-99.2

REGISTRATION RIGHTS AGREEMENT

Exhibit 99.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of September 10, 2021 (the ?Execution Date?), by and between FDCTech, Inc., a Delaware corporation (the ?Company?), and WHITE LION CAPITAL LLC, a Nevada limited liability company (together with it permitted assigns, the ?Investor?). Capitalized terms used herein and not otherwise defined here

September 15, 2021 EX-99.1

EQUITY PURCHASE AGREEMENT

EX-99.1 2 ex99-1.htm Exhibit 99.1 EQUITY PURCHASE AGREEMENT This Equity Purchase Agreement (this “Agreement”) is entered into as of September 10, 2021 (the “Execution Date”), by and between FDCTech, Inc., a Delaware corporation (the “Company”), and White Lion Capital, LLC, a Nevada limited liability company (the “Investor”). WHEREAS, the parties desire that, upon the terms and subject to the condi

September 15, 2021 EX-99.3

FDCTECH, INC. Subscription Agreement

Exhibit 99.3 FDCTECH, INC. Subscription Agreement Name of Subscriber: AD Securities America LLC Number of Shares Purchased (One Million shares): 1,000,000 Subscription Amount ($ 0.10 per share): $100,000.00 State or Country of Residence: New York 1. Subscription. The undersigned hereby subscribes to the number of shares set forth above of the common stock of FDCTech, Inc. (the ?Investment Securiti

September 15, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

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: September 10, 2021 (Date of earliest event reported) FDCTECH, INC. (Exact name of Registrant as specified in its charter) Delaware 333-221726 81-1265459 (State or other jurisdiction of incorporation) (Commission File

September 3, 2021 8-A12G

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 FDCTECH, INC. (Exact name of registrant as spec

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 FDCTECH, INC. (Exact name of registrant as specified in its charter) Delaware 81-1265459 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.) 200 Spectru

August 27, 2021 EX-99.1

FDCTech Announces the Termination of Genesis Financial Inc. Stock Purchase Agreement

Exhibit 99.1 FDCTech Announces the Termination of Genesis Financial Inc. Stock Purchase Agreement Irvine, CA: August 27, 2021, FDCTech, Inc. (?FDC? or the ?Company,? OTCQB: FDCT), a fully integrated financial technology company with a full suite of digital financial services solutions, today announced that it had terminated effective immediately the Stock Purchase Agreement (the ?Agreement?), date

August 27, 2021 8-K

Termination of a Material Definitive Agreement, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Regulation FD Disclosure

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: August 24, 2021 (Date of earliest event reported) FDCTECH, INC. (Exact name of registrant as specified in its charter) Delaware 333-221726 81-1265459 (State or other jurisdiction of incorporation) (Commission File Num

August 11, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2021 ☐ TRANSITION REPORT PU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2021 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 No. 333-221726 FDCTECH, INC.

July 8, 2021 EX-99.1

FDCTech appoints Charles R. Provini as the new independent Director

EX-99.1 2 ex99-1.htm Exhibit 99.1 FDCTech appoints Charles R. Provini as the new independent Director Charles Provini has stellar leadership and governance experience spanning several decades, starting from United States Naval Academy to the private sector. He brings deep insights into asset management, investment banking, advisory services, and technology. He is a frequent speaker at financial se

July 8, 2021 EX-16.1

July 2, 2021

Exhibit 16.1 July 2, 2021 U.S. Securities and Exchange Commission Office of the Chief Accountant 100 F Street NE Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of the Form 8-K for the event that occurred on July 2, 2021, of FDCTech Inc. and Farber Hass Hurley LLP agree with the statements contained therein as much as they relate to our firm. We have no basis to agree or disagree

July 8, 2021 8-K

Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report: July 2, 2021 (Date of earliest event reported) FDCTECH, INC.

July 8, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Regulation FD Disclosure

8-K 1 form8-k.htm 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: July 6, 2021 (Date of earliest event reported) FDCTECH, INC. (Exact name of registrant as specified in its charter) Delaware 333-221726 81-1265459 (State or other jurisdiction of incorporation) (Comm

June 16, 2021 EX-99.1

FDCTech appoints Jonathan Baumgart as the new independent Director

EX-99.1 2 ex99-1.htm Exhibit 99.1 FDCTech appoints Jonathan Baumgart as the new independent Director Jonathan Baumgart has a prominent career spanning over two decades in over-the-counter brokerage, regulations, technology, sales, and marketing, focusing on retail forex and high-growth financial assets. Jonathan is an industry thought leader, having published over a hundred articles to date. Irvin

June 16, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Regulation FD Disclosure

8-K 1 form8-k.htm 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: June 16, 2021 (Date of earliest event reported) FDCTECH, INC. (Exact name of registrant as specified in its charter) Delaware 333-221726 81-1265459 (State or other jurisdiction of incorporation) (Com

June 10, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Regulation FD Disclosure

8-K 1 form8-k.htm 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: June 10, 2021 (Date of earliest event reported) FDCTECH, INC. (Exact name of registrant as specified in its charter) Delaware 333-221726 81-1265459 (State or other jurisdiction of incorporation) (Com

June 10, 2021 EX-99.1

FDCTech appoints Warwick Kerridge as the new Chairman of the Board

Exhibit 99.1 FDCTech appoints Warwick Kerridge as the new Chairman of the Board Warwick Kerridge has a distinguished career that spans nearly thirty (30) years in legal, banking, and corporate financial services, focusing on corporate law for companies executing M&A strategy and representing the Australian government delegations in the banking and stock brokerage sector. Irvine, CA: June 10, 2021,

June 7, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Regulation FD Disclosure

8-K 1 form8-k.htm 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: June 2, 2021 (Date of earliest event reported) FDCTECH, INC. (Exact name of registrant as specified in its charter) Delaware 333-221726 81-1265459 (State or other jurisdiction of incorporation) (Comm

June 7, 2021 EX-99.1

FDCTech Completes Transformative Acquisition of Genesis Financial, Inc.

EX-99.1 2 ex99-1.htm Exhibit 99.1 FDCTech Completes Transformative Acquisition of Genesis Financial, Inc. The acquisition of Genesis Financial is a step-change in creating a diversified global financial services company with annualized revenue of $15 million and well-positioned for long-term growth through FDCTech’s proprietary Condor trading infrastructure, complementary multi-jurisdiction regula

May 12, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2021 [ ] TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2021 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 No. 333-221726 FDCTECH,

March 3, 2021 10-K/A

Annual Report -

10-K/A 1 form10-ka.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 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 No.

March 3, 2021 10-K

Annual Report -

10-K 1 form10-k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 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 No. 333-

February 25, 2021 EX-99.1

FDCTech Strengthens Balance Sheet as Noteholder Converts Debt Into Restricted Affiliate Equity

EX-99.1 3 ex99-1.htm Exhibit 99.1 FDCTech Strengthens Balance Sheet as Noteholder Converts Debt Into Restricted Affiliate Equity Irvine, CA: February 25, 2021, FDCTech, Inc. (“FDC” or the “Company,” OTCQB: FDCT), a fintech company with a full suite of FX technology and business solutions, today announced that effective February 22, 2021, FRH Group, holder of the affiliate convertible notes, with t

February 25, 2021 EX-10.1

Assignment of Debt Agreement dated February 22, 2021, between the Company and FRH Group Ltd.(2)

EX-10.1 2 ex10-1.htm Exhibit 10.1 ASSIGNMENT OF DEBT AGREEMENT THIS ASSIGNMENT OF DEBT AGREEMENT dated the 22nd day of February 2021, AMONG: FRH Group Corporation 555 Anton Boulevard Suites 150, Costa Mesa, CA 92626 (the “ASSIGNEE”) AND: FRH Group Ltd., 2801 & 2802 Liwa Heights, Cluster W, Jlt , Dubai, UAE (the “ASSIGNOR”) AND: FDCTech, Inc., 200 Spectrum Drive, Suite 300, Irvine, CA, 92618 (the “

February 25, 2021 8-K

Regulation FD Disclosure, Unregistered Sales of Equity Securities, 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) February 22, 2021 FDCTECH, INC. (Exact name of registrant as specified in its charter) Delaware 333-221726 81-1265459 (State or other jurisdiction of incorporation) (Commission File Nu

February 9, 2021 EX-10.1

Non-Binding Term Sheet dated February 3, 2021 between the Company and Genesis Financial, Inc.

EX-10.1 2 ex10-1.htm Exhibit 10.1

February 9, 2021 EX-99.1

FDCTech Signs Term Sheet to Acquire 100% Equity Interest in Genesis Financial, Inc.

Exhibit 99.1 FDCTech Signs Term Sheet to Acquire 100% Equity Interest in Genesis Financial, Inc. Irvine, CA: February 09, 2021, FDCTech, Inc. (“FDC” or the “Company,” OTCQB: FDCT), a fintech company with a full suite of FX and Crypto technology and business solutions, today announced that it has entered into a non-binding letter of intent (“LOI”) to acquire hundred percent equity interest in Genes

February 9, 2021 8-K

Regulation FD Disclosure, 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) February 3, 2021 FDCTECH, INC. (Exact name of registrant as specified in its charter) Delaware 333-221726 81-1265459 (State or other jurisdiction of incorporation) (Commission File Num

November 5, 2020 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2020 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 No. 333-221726 FDCT

August 10, 2020 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2020 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 No. 333-221726 FDCTECH,

May 13, 2020 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2020 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 No. 333-221726 FDCTECH,

April 7, 2020 10-K

FDCT / FDCTech Inc 10-K - Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 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 No. 333-221726 FDCTECH, INC.

March 26, 2020 NT 10-K

FDCT / FDCTech Inc NT 10-K - -

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response. 2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): [X] Form 10-K [] Form 20-F [] Form 11-K [] Form 10-Q [] Form 10-D [] Form N-SAR [] Form N-CSR [] Form N-CEN For Period Ended: December

November 12, 2019 10-Q

FDCT / FDCTech Inc 10-Q - Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] 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 No. 333-221726 FDCT

August 14, 2019 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2019 [ ] TRANSITION REPOR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] 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 No. 333-221726 FDCTECH,

May 15, 2019 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] 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 No. 333-221726 FDCTECH,

April 16, 2019 10-K

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] 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 No. 333-221726 FDCTECH, INC.

March 29, 2019 NT 10-K

PART I — REGISTRANT INFORMATION

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response. 2.50 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): [X] Form 10-K [] Form 20-F [] Form 11-K [] Form 10-Q [] Form 10-D [] Form N-SAR [] Form N-CSR [] Form N-CEN For Period Ended: December

February 26, 2019 POS AM

-

As filed with the Securities and Exchange Commission on February 26, 2019 Registration No.

November 14, 2018 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] 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 No. 333-221726 FDCT

September 20, 2018 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2018 [ ] TRANSITION REPOR

10-Q 1 form10-q.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 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 No.

August 2, 2018 CORRESP

-

FDCTECH, INC. 1460 Broadway New York, NY 10036 (877) 445-6047 August 2, 2018 Division of Corporation Finance Securities and Exchange Commission 100 F Street NE Washington D.C. 20549 Attn: Barbara C. Jacobs, Assistant Director Folake Ayoola, Special Counsel Bernard Nolan, Attorney-Advisor Kathleen Collins, Accounting Branch Chief Melissa Kindelan, Staff Accountant Re: FDCTech, Inc.(formerly Forex D

July 26, 2018 S-1/A

-

As filed with the Securities and Exchange Commission on July 26 , 2018 Registration No.

July 26, 2018 EX-5.0

Opinion of Counsel on legality of securities being registered

Exhibit 5.0 BARNETT & LINN ATTORNEYS AT LAW 23548 Calabasas Road, Suite 106 • Calabasas, CA 91302 www.barnettandlinn.com WILLIAM B. BARNETT TELEPHONE: 818-436-6410 Attorney/Principal FACSIMILE: 818-223-8303 [email protected] July 26 , 2018 FDCTech, Inc. 1460 Broadway, New York, NY 10036 Re: Registration Statement on Form S-1 and amendments thereto File No. 333-221726 Gentlepersons: Referenc

July 26, 2018 EX-10.15

Revised Software license Agreement between the Registrant and Atom8 Financial Services date April 28, 2016

Exhibit 10.15 SOFTWARE LICENSING AGREEMENT This SOFTWARE LICENSING AGREEMENT (the “Agreement”) is entered into this 28th day of April, 2016 (the “Effective Date”) by and between Forex Development Corporation a Delaware corporation with principal offices at 115 W 18th St., 2nd Floor, New York, NY 10011 (“Licensor”) and Atom8 Financial Services LLP, (Company No. OC376560), with principal offices at

July 26, 2018 CORRESP

July 26, 2018

BARNETT & LINN ATTORNEYS AT LAW 23548 Calabasas Road, Suite 106 ● Calabasas, CA 91302 www.

June 25, 2018 EX-10.14

Information Technology & Software Development Services Agreement dated Feb. 5, 2018, between the Registrant and NSFX Ltd.

EXHIBIT 10.14 INFORMATION TECHNOLOGY & SOFTWARE DEVELOPMENT SERVICES AGREEMENT This Information Technology & Software Services Agreement (“Agreement”) is made this 5th day of February 2018 (the “Effective Date”) between Forex Development Corporation, a Delaware Corporation, located at 1460 Broadway, New York, NY (“the Company”), and NSFX Ltd. with a principle office at 168 St Christopher Street, V

June 25, 2018 EX-5.0

Opinion of Counsel on legality of securities being registered

Exhibit 5.0 BARNETT & LINN ATTORNEYS AT LAW 23548 Calabasas Road, Suite 106 • Calabasas, CA 91302 www.barnettandlinn.com WILLIAM B. BARNETT TELEPHONE: 818-436-6410 Attorney/Principal FACSIMILE: 818-223-8303 [email protected] June 25, 2018 FDCTech, Inc. 1460 Broadway, New York, NY 10036 Re: Registration Statement on Form S-1 and amendments thereto File No. 333-221726 Gentlepersons: Reference

June 25, 2018 CORRESP

-

BARNETT & LINN ATTORNEYS AT LAW 23548 Calabasas Road, Suite 106 ? Calabasas, CA 91302 www.

June 25, 2018 S-1/A

As filed with the Securities and Exchange Commission on June 25, 2018 Registration No. 333-221726 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 6 ) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF

As filed with the Securities and Exchange Commission on June 25, 2018 Registration No.

May 17, 2018 CORRESP

-

BARNETT & LINN ATTORNEYS AT LAW 23548 Calabasas Road, Suite 106 ? Calabasas, CA 91302 www.

May 17, 2018 EX-10.14

Information Technology & Software Development Services Agreement dated Feb. 5, 2018, between the Registrant and NSFX Ltd.

EXHIBIT 10.14 INFORMATION TECHNOLOGY & SOFTWARE DEVELOPMENT SERVICES AGREEMENT This Information Technology & Software Services Agreement (?Agreement?) is made this 5th day of February 2018 (the ?Effective Date?) between Forex Development Corporation, a Delaware Corporation, located at 1460 Broadway, New York, NY (?the Company?), and NSFX Ltd. with a principle office at 168 St Christopher Street, V

May 17, 2018 EX-5.0

Opinion of Counsel on legality of securities being registered

Exhibit 5.0 BARNETT & LINN ATTORNEYS AT LAW 23548 Calabasas Road, Suite 106 • Calabasas, CA 91302 www.barnettandlinn.com WILLIAM B. BARNETT TELEPHONE: 818-436-6410 Attorney/Principal FACSIMILE: 818-223-8303 [email protected] May 17 , 2018 FDCTech, Inc. 1460 Broadway, New York, NY 10036 Re: Registration Statement on Form S-1 and amendments thereto File No. 333-221726 Gentlepersons: Reference

May 17, 2018 S-1/A

As filed with the Securities and Exchange Commission on May 17 , 2018 Registration No. 333-221726 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 5 ) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF

As filed with the Securities and Exchange Commission on May 17 , 2018 Registration No.

May 8, 2018 EX-10.12

Note Extension Agreement for $400,000 dated April 30, 2018

EX-10.12 5 ex10-12.htm EXHIBIT 10.12 NOTE EXTENSION AGREEMENT Dated: April 30, 2018 This Loan Extension and Modification Agreement (the “Agreement”) is dated as of this 30th day of April, 2018, by and between Forex Development Corporation, a Delaware corporation (the “Company” or the “Borrower”) and FRH GROUP LTD. (“FRH Group”). Terms not otherwise defined herein shall have the meaning ascribed to

May 8, 2018 EX-5.0

Opinion of Counsel on legality of securities being registered

Exhibit 5.0 BARNETT & LINN ATTORNEYS AT LAW 23548 Calabasas Road, Suite 106 ? Calabasas, CA 91302 www.barnettandlinn.com WILLIAM B. BARNETT TELEPHONE: 818-436-6410 Attorney/Principal FACSIMILE: 818-223-8303 [email protected] May 8 , 2018 FDCTech, Inc. 1460 Broadway, New York, NY 10036 Re: Registration Statement on Form S-1 and amendments thereto File No. 333-221726 Gentlepersons: Reference

May 8, 2018 CORRESP

-

BARNETT & LINN ATTORNEYS AT LAW 23548 Calabasas Road, Suite 106 ● Calabasas, CA 91302 www.

May 8, 2018 EX-10.13

Note Extension Agreement for $100,000 dated April 30, 2018

EXHIBIT 10.13 NOTE EXTENSION AGREEMENT Dated: April 30, 2018 This Loan Extension and Modification Agreement (the ?Agreement?) is dated as of this 30th day of April, 2018, by and between Forex Development Corporation, a Delaware corporation (the ?Company? or the ?Borrower?) and FRH GROUP LTD. (?FRH Group?). Terms not otherwise defined herein shall have the meaning ascribed to such terms in the foll

May 8, 2018 S-1/A

As filed with the Securities and Exchange Commission on May 8 , 2018 Registration No. 333-221726 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 4 ) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF

As filed with the Securities and Exchange Commission on May 8 , 2018 Registration No.

April 4, 2018 EX-10.10

Letter Agreement between the Registrant and Formula Investment House dated January 1, 2017

Exhibit 10.10 *** Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential treatment requested Under Rules 24b-2 and 406 of the Securities Act of 1933, as Amended Forex Development Corporation 115 W 18th St. | New York, NY 10011 Tel: (877) 445-6047 | E: [email protected] www.forexdevelopment.com January 1, 2017 iForex Group 15 Nikis St. Syntagma Square, 10

April 4, 2018 EX-10.9

Software License Agreement between Registrant and Atom8 Financial Services dated April 28, 2016

Exhibit 10.9 SOFTWARE LICENSING AGREEMENT This SOFTWARE LICENSING AGREEMENT (the “Agreement”) is entered into this 28th day of April, 2016 (the “Effective Date”) by and between Forex Development Corporation a Delaware corporation with principal offices at 115 W 18th St., 2nd Floor, New York, NY 10011 (“Licensor”) and Atom8 Financial Services LLP, (Company No. OC376560), with principal offices at 2

April 4, 2018 EX-5.0

Opinion of Counsel on legality of securities being registered

Exhibit 5.0 BARNETT & LINN ATTORNEYS AT LAW 23548 Calabasas Road, Suite 106 • Calabasas, CA 91302 www.barnettandlinn.com WILLIAM B. BARNETT TELEPHONE: 818-436-6410 Attorney/Principal FACSIMILE: 818-223-8303 [email protected] April 2, 2018 FDCTech, Inc. 1460 Broadway, New York, NY 10036 Re: Registration Statement on Form S-1 and amendments thereto File No. 333-221726 Gentlepersons: Reference

April 4, 2018 S-1/A

As filed with the Securities and Exchange Commission on April 2 , 2018 Registration No. 333-221726 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 3 ) REGISTRATION STATEMENT UNDER THE SECURITIES ACT O

As filed with the Securities and Exchange Commission on April 2 , 2018 Registration No.

April 4, 2018 EX-10.11

Software Development Agreement between the Registrant and Go Trading dated December 1, 2016

Exhibit 10.11 *** Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential treatment requested Under Rules 24b-2 and 406 of the Securities Act of 1933, as Amended SOFTWARE DEVELOPMENT AGREEMENT THIS AGREEMENT is made this December 1, 2016 by and between Forex Development Corporation, a Delaware Corporation with offices at 115 W 18th St, New York, NY 10011 (the “So

April 3, 2018 CORRESP

-

BARNETT & LINN ATTORNEYS AT LAW 23548 Calabasas Road, Suite 106 ? Calabasas, CA 91302 www.

January 22, 2018 EX-10.6

Revised First Amendment Agreement between the Registrant and Atlas Technologies Corp. dated August 1, 2017

Revised Exhibit 10.6 FIRST AMENDMENT AGREEMENT THIS FIRST AMENDMENT AGREEMENT (“Agreement”) is made and entered into as of the 1st day of August 2017, by and between Atlas Financial Technologies Corp., a Delaware corporation located at 301 S. Missouri Ave., Clearwater, FL 33756 (the “Purchaser”); and Forex Development Corporation, a Delaware corporation located at 115 W 18th St., 2nd Floor, New Yo

January 22, 2018 EX-5.0

Opinion of Counsel on legality of securities being registered

Exhibit 5.0 BARNETT & LINN ATTORNEYS AT LAW 23548 Calabasas Road, Suite 106 • Calabasas, CA 91302 www.barnettandlinn.com WILLIAM B. BARNETT TELEPHONE: 818-436-6410 Attorney/Principal FACSIMILE: 818-223-8303 [email protected] January 22, 2018 Forex Development Corporation. 1460 Broadway, New York, NY 10036 Re: Registration Statement on Form S-1 and amendments thereto File No. 333-221726 Gent

January 22, 2018 CORRESP

-

CORRESP 1 filename1.htm BARNETT & LINN ATTORNEYS AT LAW 23548 Calabasas Road, Suite 106 ● Calabasas, CA 91302 www.barnettandlinn.com WILLIAM B. BARNETT TELEPHONE: 818-436-6410 Attorney/Principal FACSIMILE: 818-223-8303 [email protected] January 22, 2018 Division of Corporation Finance Securities and Exchange Commission 100 F Street NE Washington D.C. 20549 Attn: Barbara C. Jacobs, Assistant

January 22, 2018 S-1/A

As filed with the Securities and Exchange Commission on January 22, 2018 Registration No. 333-221726 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 2 ) REGISTRATION STATEMENT UNDER THE SECURITIES ACT

As filed with the Securities and Exchange Commission on January 22, 2018 Registration No.

December 22, 2017 EX-10.6

First Amendment Agreement between the Registrant and Atlas Technologies Corp. dated August 1, 2017

December 22, 2017 EX-4.1

Sample Subscription Agreement

SUBSCRIPTION AGREEMENT The undersigned (the ?Subscriber?), desires to become a holder of common stock, par value $0.

December 22, 2017 EX-10.8

Securities Purchase Agreement between the Registrant and Brett Eaglstein dated March 21, 2017

EX-10.8 6 ex10-8.htm STOCK PURCHASE AGREEMENT BETWEEN AND FOREX DEVELOPMENT CORPORATION This STOCK PURCHASE AGREEMENT (this “Agreement”) effective March 21, 2017, by and between Forex Development Corporation, a Delaware corporation (“Seller”), and Brett Eaglstein, (Buyer) with respect to the following facts and circumstances: A. Seller desires to sell, and Buyer desire to purchase 400,000 shares o

December 22, 2017 S-1/A

As filed with the Securities and Exchange Commission on December 22, 2017 Registration No. 333-221726 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 1) REGISTRATION STATEMENT UNDER THE SECURITIES ACT

S-1/A 1 forms-1a.htm As filed with the Securities and Exchange Commission on December 22, 2017 Registration No. 333-221726 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A (Amendment No. 1) REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FOREX DEVELOPMENT CORPORATION (Exact name of registrant as specified in its charter) Delaware 7372 81-1265459 State or O

December 22, 2017 EX-5.0

Opinion of Counsel on legality of securities being registered

Exhibit 5.0 BARNETT & LINN ATTORNEYS AT LAW 23548 Calabasas Road, Suite 106 • Calabasas, CA 91302 www.barnettandlinn.com WILLIAM B. BARNETT TELEPHONE: 818-436-6410 Attorney/Principal FACSIMILE: 818-223-8303 [email protected] December 22, 2017 Forex Development Corporation. 1460 Broadway, New York, NY 10036 Re: Registration Statement on Form S-1 and amendments thereto File No. 333-221726 Gen

December 22, 2017 EX-10.7

Securities purchase agreement between the Registrant and Susan Eaglstein dated March 15, 2017.

STOCK PURCHASE AGREEMENT BETWEEN AND FOREX DEVELOPMENT CORPORATION This STOCK PURCHASE AGREEMENT (this ?Agreement?) effective March 15, 2017, by and between Forex Development Corporation, a Delaware corporation (?Seller?), and Susan Eaglstein, (Buyer) with respect to the following facts and circumstances: A.

December 22, 2017 CORRESP

-

BARNETT & LINN ATTORNEYS AT LAW 23548 Calabasas Road, Suite 106 ? Calabasas, CA 91302 www.

November 22, 2017 EX-10.4

Convertible Promissory Note dated April 24, 2017 for $250,000 between the Registrant and FRH Group Ltd.

EXHIBIT 10.4 NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE SECURITIES ARE RESTRICTED, AND MAY NOT BE OFFERED, RESOLD, PLEDGED OR TRANSFERRED EXCEPT AS PERMITTED UNDER THE ACT PURSUANT TO REGISTRATION

November 22, 2017 EX-10.3

Convertible Promissory Note dated Nov. 17, 2016 for $250,000 between the Registrant and FRH Group Ltd.

EXHIBIT 10.3 NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE SECURITIES ARE RESTRICTED, AND MAY NOT BE OFFERED, RESOLD, PLEDGED OR TRANSFERRED EXCEPT AS PERMITTED UNDER THE ACT PURSUANT TO REGISTRATION

November 22, 2017 S-1

Registration Statement -

As filed with the Securities and Exchange Commission on November , 2017 Registration No.

November 22, 2017 EX-3.2

By-Laws (1)

EXHIBIT 3.2 BYLAWS OF FOREX DEVELOPMENT CORPORATION A DELAWARE CORPORATION ARTICLE I SHAREHOLDERS 1. Annual Meeting A meeting of the shareholders shall be held annually for the election of directors and the transaction of other business on such date in each year as may be determined by the Board of Directors, but in no event later than 100 days after the anniversary of the date of incorporation of

November 22, 2017 EX-10.5

Amendment to Promissory Note dated February 22, 2016 between Registrant and FRH Group Ltd.

AMENDMENT TO CONVERTIBLE PROMISSORY NOTE DUE FEBRUARY 28, 2018 AMENDMENT TO CONVERTIBLE PROMISSORY NOTE DUE FEBRUARY 28, 2018 dated as of November 7, 2017 (the ?Amendment?), made by and between Forex Development Corporation, a Delaware corporation (the ?Company?) and FRH Group Ltd.

November 22, 2017 EX-3.1

Articles of Incorporation

November 22, 2017 EX-10.1

Convertible Promissory Note dated Feb. 22, 2016 for $100,000 between the Registrant and FRH Group Ltd.

EXHIBIT 10.1 NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE SECURITIES ARE RESTRICTED AND MAY NOT BE OFFERED, RESOLD, PLEDGED OR TRANSFERRED EXCEPT AS PERMITTED UNDER THE ACT PURSUANT TO REGISTRATION

November 22, 2017 EX-10.2

Convertible Promissory Note dated May 16, 2016 for $400,000 between the Registrant and FRH Group Ltd.

EXHIBIT 10.2 NEITHER THIS SECURITY NOR THE SECURITIES ISSUABLE UPON CONVERSION HEREOF HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE OR UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE SECURITIES ARE RESTRICTED, AND MAY NOT BE OFFERED, RESOLD, PLEDGED OR TRANSFERRED EXCEPT AS PERMITTED UNDER THE ACT PURSUANT TO REGISTRATION

Fintel data has been cited in the following publications:
Daily Mail Fox Business Business Insider Wall Street Journal The Washington Post Bloomberg Financial Times Globe and Mail
NASDAQ.com Reuters The Guardian Associated Press FactCheck.org Snopes Politifact
Federal Register The Intercept Forbes Fortune Magazine TheStreet Time Magazine Canadian Broadcasting Corporation International Business Times
Cambridge University Press Investopedia MarketWatch NY Daily News Entrepreneur Newsweek Barron's El Economista