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 and Exchange Act of 1934

Date of Report (Date of earliest event reported): July 22, 2020

Healthcare Integrated Technologies Inc.

(Exact name of registrant as specified in its charter)

(865) 719-8160

(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 (see General Instruction A.2. below):

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

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).

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 3.02 Unregistered Sales of Equity Securities

On July 16, 2020 we issued and sold 500,000 shares of our common stock in two separate private transactions exempt from registration under the Securities Act of 1933, as amended, in reliance on exemptions provided by Section 4(a)(2) and Rule 506(b) of Regulation D promulgated thereunder. The purchasers were accredited or otherwise sophisticated investors who had access to business and financial information of our Company. The sale of common stock resulted in $50,000 in net proceeds to us and we did not pay any commissions or finder’s fees in connection with the transactions. The proceeds from the sales will be used for working capital.

The Subscription Agreement for the sale of the unregistered equity securities is qualified in its entirety by reference and is filed as Exhibit 10.1 to this report.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 16, 2020, we modified the Employment Agreement dated October 8, 2019 of our Chief Financial Officer to better reflect an increased time commitment to the Company. The modification increases the base salary of our Chief Financial Officer to $104,000 per annum and is effective as of May 1, 2020.

In addition to the increase in the base salary, we also granted an award of restricted stock to our Chief Financial Officer in the amount of 500,000 shares of common stock. The restricted stock award vests over a three-year period with 200,000 shares vesting immediately, and the remaining shares vesting in 100,000 share increments over the next three years.

The Restricted Stock Award Agreement is qualified in its entirety by reference and is filed as Exhibit 10.2 to this report.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

* Filed herewith.

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.

Date: July 22, 2020

EXHIBIT INDEX

* Filed herewith.