UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 4, 2023  (July 31, 2023)

Basanite, Inc.

(Exact name of registrant as specified in its charter)

2660 NW 15th Court, Pompano Beach, Florida 33069

(Address of principal executive offices) (Zip Code)

954-532-4653

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01 – Entry into a material definitive agreement.

See Item 5.02 which information is incorporated herein.

On April 6^th, 2023, the Board of Directors, through a vote of Unanimous Written Consent engaged Mr. Tom Richmond, 64, to serve as the Interim Chief Executive Officer for a period of six (6) months. The original agreement was slated to expire on August 31^st, 2023.

On July 31^st, 2023 the Board of Directors, conferred and elected to offer Mr. Richmond an engagement agreement wherein the Company will compensate him at a monthly rate of $33,333 and we issued him non-statutory stock Options to purchase a total of four (4) million shares common stock over a term of five years at the price of $0.045 per share. The new agreement has an expiration date of December 31^st, 2023.

Mr. Richmond will continue his engagement throughout the 2023 calendar year and continue his efforts to work alongside the recently engaged capital markets experts by the Company to continue fundraising activities.

Item 9.01   Financial Statements and Exhibits.

(d) Exhibits.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.