Current Report Filing (8-k)
22 April 2022 - 12:09AM
Edgar (US Regulatory)
0001614556
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2022-04-20
2022-04-20
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xbrli:shares
iso4217:USD
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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): April
20, 2022
Star Alliance International Corp.
(Exact name of small business issuer as specified
in its charter)
| Nevada |
333-197692 |
37-1757067 |
(State or other jurisdiction
of incorporation or organization) |
(Commission
File Number) |
(IRS Employer
Identification No.) |
| 5743
Corsa Avenue Suite 218, Woodland Hill, CA 91362 |
| (Address of principal executive offices) |
| (833) 443-7827 |
| (Issuer’s telephone number) |
|
______________________________________________________
(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:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
| None |
N/A |
N/A |
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. ☐
SECTION 5 – Corporate Governance and Management
| |
Item 5.02 |
Resignation of Director and Officer |
On April 20, 2022, following a consent vote of
the shareholders of the Corporation, the Board has removed Mr. Alexei Tchernov as an officer and Director of the Company. There was no
known disagreement with Mr. Tchernov on any matter relating to our operations, policies or practices.
| |
Item 5.02 |
Appointment of a New Director |
The Board of Directors, on April 20, 2022, appointed
Mr. Bryan Cappelli as a Director of the Company.
Bryan Cappelli has financed, developed and/or acquired more than $3.0
billion of real estate projects in the New York Tri State area and has 18 years of development and capital markets experience.
From 2007-2014, Mr. Cappelli served as Chief Operating Officer
of the Cappelli Organization overseeing ~$1B of mixed-use developments in Westchester and Fairfield Counties, including The Ritz Carlton
Hotel and Condominiums, City Center White Plains, and Trump Parc Residences.
From 2014-2020, Mr. Cappelli served as Co-President of Development
for Ceruzzi Holdings and was a member of the investment committee. He oversaw the acquisition and development of the Centrale and Hayworth
condominium projects and the Lipstick Building, totaling over 1 million square feet and $1B in value.
In 2017 Mr. Cappelli founded Blue Line Real Estate Ventures,
a dynamic real estate investment vehicle which has served as co-general partner in multiple large scale development and acquisitions across
all asset classes in addition to making significant angel investments in various emerging development technologies and operating companies.
Mr. Cappelli is currently the CEO of XKCappelli, a division of the Cappelli Organization which is currently developing a $800m mixed use
project at 790 7th Avenue in Manhattan, NY.
Mr. Cappelli earned a B.S. in Economics and a Minor in Philosophy
from Duke University.
Mr. Cappelli has no family relationships with any of the Company’s
directors or executive officers. Mr. Cappelli has not had any direct or indirect material interest in any transaction required to be disclosed
pursuant to Item 404(a) of Regulation S-K.
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.
Star Alliance International Corp.
/s/ Anthony L. Anish
Anthony L. Anish
Corporate Secretary
Date: April 20, 2022
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