UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 6, 2020

Registrant’s telephone number, including area code: (914) 930-6232

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

Not Applicable

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):

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).

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. ☒

EXPLANATORY NOTE

On January 6, 2020, Tapinator, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Original Form 8-K”) and issued a press release reporting preliminary, unaudited summary operating results for fiscal year 2019. Subsequently, the Company determined that the press release contained errors with respect to certain of the preliminary results reported in the press release.

This Amendment No. 1 on Form 8-K/A (this “Amendment”) is being filed to amend and restate the Original Form 8-K in its entirety and to furnish a corrected press release as Exhibit 99.1, which supersedes and replaces the press release filed as Exhibit 99.1 to the Original Form 8-K in its entirety.

On the morning of January 6, 2020, Tapinator, Inc. (the “Company”) issued a press release reporting preliminary, unaudited summary operating results for fiscal year 2019 (the “Original Press Release”). Subsequently, on January 6, 2020, the Company issued an updated press release in order to correct errors with respect to certain of the preliminary results reported in the press release (the “Updated Press Release”). The Updated Press Release supersedes and replaces the Original Press Release in its entirety.

The preliminary results presented in the Updated Press Release remain subject to the completion of customary year-end audit adjustments. A copy of the Updated Press Release is furnished as Exhibit 99.1 hereto and is incorporated by reference herein.

The information in Item 2.02 of this report, including the press release attached as Exhibit 99.1, is furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Furthermore, such information shall not be deemed to be incorporated by reference into the filings of the registrant under the Securities Act of 1933, as amended.

(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.