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 Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~September~~October 3010, 2022

~~GulfSlope~~GULFSLOPE ~~Energy~~ENERGY, ~~Inc~~INC.

(Exact name of registrant as specified in its charter)

Delaware		000-51638		16-1689008
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS ~~Employer~~Employee Identification No.)

1000 Main ~~Street~~St., Suite 2300

Houston, Texas 77002

(Address of principal executive offices) ~~and~~ (Zip Code)

Registrant’s telephone number, including area code: (281) 918-4100

~~N/A~~Not applicable

(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
Common stock , par value $0.001 per share	GSPE	OTC PK
Common stock, par value $0.001 per share	GSPE	OTC PK

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 31.0301 ~~Material~~Entry ~~Modification~~into toa ~~Rights~~Material ofDefinitive ~~Security Holders~~Agreement.

~~The~~Securities ~~information~~Purchase ~~in Item 5.03 hereof is hereby incorporated herein by reference.~~Agreement

~~Item~~On 5October 10, 2022, GulfSlope Energy, Inc.03 ~~Amendments~~(the “ Company ”), entered into a Securities Purchase Agreement (“ SPA ”) with one or more buyers identified on the signature pages thereto (“ Buyers ”) attached hereto as Exhibit 10.1. Under the terms of the SPA, the Company will issue and sell to ~~Articles~~Buyers up to an aggregate of ~~Incorporation~~$650,000 orof ~~Bylaws;~~convertible ~~Change~~promissory innotes ~~Fiscal~~(“ ~~Year~~Convertible Notes ”), which shall be convertible (as converted, the “ Conversion Shares ”) into shares of the Company’s common stock, par value $0.001 per share (the “ Common Stock ”), of which $55,000 shall be purchased upon the signing of the SPA (the “ First Closing ”), with additional tranches of financing subject to further agreement by and between the Buyer and the Company. The SPA contains customary representations, warranties and agreements by us and customary conditions to closing.

AtAdditionally, the ~~2022~~sale ~~Annual~~of ~~Meeting,~~ the ~~Company’s~~ ~~stockholders~~Convertible ~~approved~~Notes anis being ~~amended~~made ~~and~~pursuant ~~restated~~to ~~certificate of incorporation incorporating~~ an ~~amendment~~exemption tofrom ~~increase~~registration ~~the number~~under ofSection ~~authorized~~4(a)(2) ~~shares~~ of the ~~Company’s~~Securities ~~common~~Act ~~stock~~of ~~from to 1~~1933,~~500,000,000~~ toas ~~3,000,000,000~~amended (the “~~Amended~~ ~~and Restated~~Securities ~~Certificate~~Act ~~of Incorporation~~”). ~~The~~See ~~Amended~~“Convertible ~~and~~Notes” ~~Restated Certificate of Incorporation was previously approved by the Board of Directors, subject to stockholder approval~~below. ~~Accordingly, on October 4, 2022, the Company filed the Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware.~~

The ~~foregoing~~above description of the ~~Amended~~SPA ~~and~~does ~~Restated~~not purport ~~Certificate~~to ofbe ~~Incorporation~~complete and is qualified in its entirety by ~~reference~~the tofull ~~Exhibit~~text ~~3.1~~of ~~filed~~such ~~herewith~~SPA, ~~and~~which is incorporated herein byand ~~reference~~attached hereto as Exhibit 10.1.

~~Item~~Convertible ~~5.07 Submission of Matters to a Vote of Security Holders.~~Notes

OnPursuant ~~September~~to 30the terms of the SPA, ~~2022~~at the First Closing (the “ Issuance Date ”), the Company sold to Buyer a Convertible Note. The principal amount of the Convertible Note ~~held~~is ~~its~~$55,000 ~~2022~~(as ~~Annual~~reduced ~~Meeting~~pursuant into ~~Houston~~redemption, ~~Texas.~~conversion ~~The~~or ~~proposals~~otherwise, ~~voted~~the ~~upon~~“ atPrincipal ”), it has an annual interest rate equal to 8% (the ~~Annual~~interest ~~Meeting~~paid ~~and~~on the ~~final~~outstanding ~~voting~~Principal ~~results~~at ~~are~~the ~~indicated~~applicable interest rate, the “ Interest ”) ~~below.~~and ~~For~~a ~~additional~~maturity ~~information~~date onof ~~these~~April ~~proposals~~8, ~~please~~2023 ~~see~~(the “ Maturity Date ”). At the Maturity Date the Company’s ~~Proxy~~shall ~~Statement~~pay to the Holder (as defined in the Convertible Note) an amount in cash representing all outstanding Principal and accrued and unpaid Interest.

~~Proposal~~Subject ~~One.~~to Tothe ~~Elect~~terms ~~Directors. Each~~ of the ~~three~~Convertible ~~nominees~~Note, ~~listed~~six months ~~below~~after ~~was~~the ~~elected~~Issuance aDate, ~~director~~the ofHolder ~~the~~is ~~Company~~entitled to ~~hold~~convert ~~office~~at ~~until~~ the ~~next~~Conversion ~~annual~~Price ~~meeting~~(as defined below) any portion of the ~~stockholders~~outstanding and ~~until~~unpaid ~~his~~Principal ~~successor~~and ~~has~~accrued ~~been~~Interest ~~duly~~(the ~~elected~~“ Conversion Amount ”) into fully paid and ~~qualified,~~nonassessable ~~based~~shares of Common Stock. The number of shares of Common Stock issuable upon conversion of any Conversion Amount is determined by dividing (x) such Conversion Amount by (y) the ~~following~~Conversion ~~votes:~~Price. The “ Conversion Price ” is 65% of the lowest daily VWAP price (as reported by Bloomberg, LP) for the ten (10) consecutive trading days immediately preceding the date of determination.

Nominee	Number of Shares Voted For	Number of Shares Voted Against	Number of Shares Abstaining	Number of Broker Non-Votes
John N. Seitz	622,193,240	1,180,860	-0-	213,554,114
Paul L. Morris	617,517,099	5,785,001	-0-	213,554,114
Richard S. Langdon	608,497,499	14,804,601	-0-	213,554,112

The Convertible Debenture contains customary representations, warranties and agreements typical in convertible notes. The Offering was exempt from registration under Section 4(a)(2) of the Securities Act. The above description of the Convertible Notes does not purport to be complete and is qualified in its entirety by the full text of the Convertible Notes, which is incorporated herein attached hereto as Exhibit 10.2.

~~Proposal~~Item ~~Two~~3.02 ToUnregistered ~~ratify~~Sales ~~the selection~~ of ~~Pannell~~Equity ~~Kerr Forster of Texas, P~~Securities.~~C. as our independent registered public accounting firm for the fiscal year ending September 30, 2022. The Company’s stockholders ratified, by the following votes:~~

Number of Shares Voted For	Number of Shares Voted Against	Number of Shares Abstaining	Number of Broker Non-Votes
824,438,048	272,219	12,145,946	-0-

The applicable information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 3.02. The Convertible Debenture was offered and sold in reliance upon the exemption from registration contained in Section 4(a)(2) of the Securities Act.

~~Proposal~~Item ~~Three~~8.01 ToOther ~~approve an amendment to our certificate of incorporation to increase the number of authorized shares of common stock of the Company from 1,500,000,000 to 3,000,000,000~~Events. The Company’s stockholders approved the amendment to the Company’s certificate of incorporation increasing the authorized shares of common stock from 1,500,000,000 to 3,000,000,000, by the following votes:

Number of Shares Voted For	Number of Shares Voted Against	Number of Shares Abstaining	Number of Broker Non-Votes
803,116,532	21,727,238	12,012,442	-0-

This report contains forward-looking statements. Forward-looking statements include, but are not limited to, statements that express our intentions, beliefs, expectations, strategies, predictions or any other statements related to our future activities, or future events or conditions. These statements are based on current expectations, estimates and projections about our business based, in part, on assumptions made by management. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in the forward-looking statements due to numerous factors, including those risks discussed in our Annual Report on Form 10-K and in other documents that we file from time to time with the SEC. Any forward-looking statements speak only as of the date on which they are made, and we do not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this report, except as required by law.

Proposal Four. To Approve a Reverse Split . The Company’s stockholders approved an amendment to the Company’s certificate of incorporation to effect one or a series of reverse splits of the Company’s common stock at a ratio of not less than 1-for-2 and not greater than 1-for-200, with the exact ratio to be set within such range in the discretion of the Board of Directors, without further approval or authorization of the Company’s stockholders, by the following votes:

Number of Shares Voted For	Number of Shares Voted Against	Number of Shares Abstaining	Number of Broker Non-Votes
795,917,674	40,205,056	733,484	-0-

Proposal Five. To approve an amendment to our certificate of incorporation that eliminates reference to the classification of the board of directors into classes with staggered terms. The Company’s stockholders did not approve an amendment to the Company’s certificate of incorporation to eliminate reference to the classification of the board of directors into classes with staggered terms, by the following votes:

Number of Shares Voted For	Number of Shares Voted Against	Number of Shares Abstaining	Number of Broker Non-Votes
613,759,792	5,783,952	3,758,356	213,554,114

Proposal Six. To approve a non-binding advisory resolution on executive compensation. The Company’s stockholders approved a non-binding advisory resolution on executive compensation by the following votes:

Number of Shares Voted For	Number of Shares Voted Against	Number of Shares Abstaining	Number of Broker Non-Votes
603,730,402	16,524,238	3,047,460	213,554,114

Proposal Seven. To vote on whether advisory votes on executive compensation should occur every one, two or three years. The Company’s stockholders approved the timing by the following votes:

Number of Shares Voted For Three Years	Number of Shares Voted For Two Years	Number of Shares Voted For One Year	Number of Shares Abstaining
255,346,680	297,606,914	68,109,892	2,238,614

Number of Broker Non-Votes 213,554,114

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits . ~~The information in the Exhibit Index hereto is hereby incorporated herein by reference.~~

Exhibit
Exhibit No.		Description
No.	Description
10.1		Securities Purchase Agreement dated October 10, 2022, between the Company and the Buyers identified therein
3.1	Amended and Restated Articles of Incorporation of GulfSlope Energy, Inc., dated effective September 30, 2022 (filed herewith)
10.2		Convertible Debenture
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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: October 414, 2022

~~GULFSLOPE~~GulfSlope ~~ENERGY~~Energy, ~~INC~~Inc. ~~By:~~ /s/ John N. Seitz Name: John N. Seitz, Its: Chief Executive Officer

Filing Compare · GULFSLOPE ENERGY, INC.