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

THE GRILLED CHEESE TRUCK, INC.

(Exact name of registrant as specified in its charter)

4570 Campus Drive, Suite 38

Newport Beach, CA 92660

(Address of principal executive offices) (zip code)

(949) 478-2571

(Registrant’s telephone number, including area code)

(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:

Section 1 – Registrant’s Business and Operations

Item 1.01 Entry into a Material Definitive Agreement.

On December 18, 2015, we entered into an Asset Purchase Agreement whereby our wholly-owned subsidiary, GCT Lobos, Inc., acquired all of the assets of “The Lobos Truck”, a 4-truck food truck operator in Rosemead, California, from The Seawolf Group, LLC. The purchase price was One Million Nine Hundred Fifty Thousand Dollars ($1,950,000), payable in the form of six hundred fifty thousand (650,000) shares of our Series B Convertible Preferred Stock, plus the value of inventory and lease deposits on the date of closing. The Series B Convertible Preferred Stock has an original issuance value of Three Dollars ($3.00) per share, pays a six percent (6%) annual dividend (in cash or stock in our discretion), has one (1) vote per share, and is convertible into our common stock on a one-for-one (1-for1) basis. In connection with the purchase of the assets, we entered into a License Agreement and a Joint Venture Agreement with Seawolf whereby they will continue to operate the trucks, as well as employment agreements with the two principals of Seawolf. The acquisition closed on December 31, 2015.

Section 2 – Financial Information

Item 2.01 Completion of Acquisition or Disposition of Assets.

On December 18, 2015, we entered into an Asset Purchase Agreement whereby our wholly-owned subsidiary, GCT Lobos, Inc., acquired all of the assets of “The Lobos Truck”, a 4-truck food truck operator in Rosemead, California, from The Seawolf Group, LLC. The purchase price was One Million Nine Hundred Fifty Thousand Dollars ($1,950,000), payable in the form of six hundred fifty thousand (650,000) shares of our Series B Convertible Preferred Stock, plus the value of inventory and lease deposits on the date of closing. The Series B Convertible Preferred Stock has an original issuance value of Three Dollars ($3.00) per share, pays a six percent (6%) annual dividend (in cash or stock in our discretion), has one (1) vote per share, and is convertible into our common stock on a one-for-one (1-for1) basis. In connection with the purchase of the assets, we entered into a License Agreement and a Joint Venture Agreement with Seawolf whereby they will continue to operate the trucks, as well as employment agreements with the two principals of Seawolf. The acquisition closed on December 31, 2015.

Section 3 – Securities and Trading Markets

Item 3.02 Unregistered Sales of Equity Securities.

In connection with our acquisition of the assets of The Seawolf Group, LLC, we issued to Seawolf six hundred fifty thousand (650,000) shares of our Series B Convertible Preferred Stock. The Series B Convertible Preferred Stock has an original issuance value of Three Dollars ($3.00) per share, pays a six percent (6%) annual dividend (in cash or stock in our discretion), has one (1) vote per share, and is convertible into our common stock on a one-for-one (1-for1) basis. The issuance was exempt from the registration requirements of the Securities Act of 1933 pursuant to Section 4(a)(2) thereof, and the shareholder was accredited, sophisticated, and familiar with our operations. There was no solicitation in connection with the issuance.

Section 9 – Financial Statements and Exhibits.

Item 9.01 Financial Statements and 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.