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 (Date of earliest event reported): August 2, 2017

hopTo Inc.

(Exact Name of Registrant as Specified in Charter)

Registrant’s telephone number, including area code: (800) 472-7466

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 (see General Instruction A.2. below):

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

(b) and (c)

On August 2, 2017, Sam M. Auriemma, Ashfaq Munshi, and Jeremy Verba, each a director of hopTo Inc. (the “Company”), resigned from the Board of Directors of the Company effective immediately. The resignations were not because of a disagreement with the Company, known to an executive officer of the Company, on any matter relating to the Company’s operations, policies or practices. The Company thanks them for their service.

The Company’s reduced operations do not, in the Company’s judgment, require a six member Board of Directors. The remaining directors on the Company’s board are John Cronin, Mike Brochu and Eldad Eilam.

On August 4, 2017, the Board elected Mr. Cronin to be the Chairman of the Board effective immediately.

Also on August 4, 2017, the Company’s interim Chief Executive Officer and Chief Financial Officer, Jean-Louis Casabonne, who had previously notified the Company of his resignation effective August 14, 2017, has agreed with the Company to remain in his current office, based on a significantly reduced time commitment, on a month to month basis, at his current compensation rate under his existing employment agreement, but pro-rated for the reduction in his time commitment to the Company.

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 thereunto duly authorized.