UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8K

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 10, 2016 (August 8, 2016)

Newgioco Group, Inc

(Exact name of Registrant as specified in its charter)

130 Adelaide Street West, Suite 701

Toronto, Ontario M5H 2K4, Canada

(Address of Principal Executive Offices and Zip Code)

(647) 229-0136

(Registrant’s Telephone Number, Including Area Code)

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

Item 5.07. Submission of Matters to a Vote of Security Holders.

At the Annual Meeting of Newgioco Group, Inc. (the “Company”), held on August 8, 2016, the Company’s stockholders approved the four proposals listed below. The Company’s stockholders also voted to fix the number of members on the Company’s board of directors at eight (8) persons. The results for the votes regarding each proposal are set forth in the following tables. Each of these proposals is described in detail in the Company’s Proxy Statement. The record date for this meeting was June 10, 2016.

1. To elect the following eight (8) members of the Board of Directors until the next annual meeting of stockholders, or until their successors are elected and qualified:

2. To approve the adoption of the 2016 Equity Incentive Plan and the reservation of 3,000,000 shares of the company’s common stock for issuance upon the exercise of options granted thereunder;

3. To consider and act upon an Advisory Resolution on Executive Compensation;

4. To ratify the selection of Paritz and Company, PA, as independent auditors  for the 2016 fiscal year and provide authorization of the Company’s board of directors to fix the compensation for Paritz and Company, PA.

No other matters were submitted for stockholder action

Item 7.01. Regulation FD Disclosure.

The slides information presented at the Annual Meeting of Shareholders on August 8, 2016 are furnished as Exhibit 99.1 to this report.

Item 9.01. Financial Statements and Exhibits.

SIGNATURES

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