ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES

On November 9, 2022, Live Current Media Inc. (the "Company") issued 1,006,036 shares of its common stock (the "Company Shares") having an agreed upon value of $250,000 to PowerSpike, Inc. ("PowerSpike") for the acquisition of assets of PowerSpike, including all code to PowerSpike's influencer management software and all social media sites supporting the product (the "PowerSpike Assets").

The Company Shares were issued in reliance upon the exemption from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act") provided by Section 4(a)(2) of the Securities Act. The offer and sale of the Company Shares has not been registered under the Securities Act and may not be offered or sold in the United States in the absence of an effective registration statement or exemption from the registration requirements of the Securities Act, and in each case in compliance with applicable state securities laws.

ITEM 7.01 REGULATION FD DISCLOSURE

On November 10, 2022, the Company issued a press release announcing the purchase of the PowerSpike Assets.

A copy of the press release is furnished as Exhibit 99.1 hereto and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act, except as shall be expressly set forth by specific reference in such a filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

The following exhibits are provided with this Current Report:



Exhibit
Number   Description of Exhibit
  99.1     News Release dated November 10, 2022.
104      Cover Page Interactive Data File (embedded within the Inline XBRL document)


--------------------------------------------------------------------------------

© Edgar Online, source Glimpses