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~~January 108, ~~2015~~2016

LATITUDE 360, INC.

(Exact name of Registrant as Specified in its Charter)



Nevada	000-51644	20-5587756
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

6022 San Jose Blvd.		32217
8367 Baymeadows Way suite 200	32256
Jacksonville, FL	(Zip Code)	~~(Zip Code)~~
(Address of Principal Executive Offices)

(972) 771-4205

Registrant’s telephone number, including area code

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:

☐	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))

Item 51.02 ~~Departure~~Termination of ~~Directors~~a orMaterial ~~Certain~~Definitive ~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Agreement.

OnEffective ~~September~~as 10of January 5, ~~2015~~2016 (the “Effective Date”), that certain Master Facility Lease Agreement, dated February 28, 2012, between 30 West Pershing, LLC, as Landlord, Latitude 360, Inc., a Florida corporation and a wholly-owned subsidiary of Latitude 360, Inc., a Nevada corporation (the “Company”), as Tenant, as amended (the “Master Lease”), pursuant to which the Tenant had leased its Latitude 360 locations in Jacksonville, Florida and ~~Alan~~Indianapolis, ~~Greenstein~~Indiana, was terminated, pursuant to a Settlement Agreement entered into that date among the Company, the Landlord, the Tenant, certain other subsidiaries of the Company and Brent W. Brown, the Company’s Chief ~~Financial~~Executive Officer (the “Settlement Agreement”). As previously disclosed in a current report on Form 8-K filed on September 9, 2015, on September 2, 2015, the Company and certain of its subsidiaries had received a letter from the Landlord, purporting to terminate the Master Lease effective as of that date. The Company had previously defaulted in its payment obligations under the Master Lease, as well as under a forbearance agreement entered into anwith ~~Amendment~~the Landlord (the “~~Amendment~~Forbearance Agreement”), toand the ~~Employment~~Landlord ~~Agreement,~~subsequently ~~dated~~filed aslawsuits against the Company and certain of ~~March~~its 1subsidiaries seeking, ~~2015~~among other things, ~~between~~payment ~~the~~of ~~Company~~unpaid rent and ~~Mr.~~final ~~Greenstein~~possession of the leased premises (the “~~Employment Agreement~~Lawsuits”). Pursuant to the ~~Amendment~~Settlement Agreement, among other things, (i) the ~~initial~~Tenant ~~term~~agreed ofto vacate the ~~Employment~~leased ~~Agreement~~premises ~~was~~by ~~extended~~no ~~from~~later ~~two~~than ~~years~~8:30 a.m. on January 7, 2016, (ii) the Tenant conveyed to ~~four~~the ~~years~~Landlord ~~from~~all ~~March~~fixtures 1,and ~~2015~~personal property in the leased premises, (iiiii) the ~~provision~~Tenant ofagreed to make a one-time payment to the ~~Employment~~Landlord ~~Agreement~~in ~~that~~the ~~required~~amount of $50250,000, ofand ~~Mr.~~to ~~Greenstein’s~~pay ~~annual~~all ~~base~~utilities ~~salary~~and property taxes that have accrued through the Effective Date with respect to bethe ~~deferred~~leased ~~until~~facilities, in each case by February 1, 2016, (iv) the ~~closing~~Landlord ofagreed ato ~~securities~~dismiss ~~offering~~the ~~meeting~~Lawsuits, ~~certain~~subject ~~specified~~to ~~criteria~~the ~~was~~Tenant ~~deleted~~complying with its obligations under the Settlement Agreement, and (~~iii~~v) each party released the ~~portion~~others offrom ~~Mr.~~all ~~Greenstein’s~~claims ~~base~~and ~~salary~~liabilities ~~for~~related ~~2015~~to ~~which~~the ~~had~~Master ~~been~~Lease, ~~deferred~~the ~~pursuant~~Forbearance Agreement and the leased properties (subject to ~~such~~the ~~provision~~other party’s compliance with the terms of the Settlement Agreement), inincluding the ~~aggregate~~release ~~amount~~of all indebtedness (including unpaid rent) of ~~$25~~the Tenant to the Landlord,~~000,~~ ~~became~~which ~~immediately~~amount ~~payable~~was toapproximately Mr$6.8 ~~Greenstein.~~million as of the Effective Date.

~~Except~~Item ~~as described above, the Employment Agreement was not modified by the Amendment, and it remains in full force and effect~~8.01 ~~The~~Other ~~foregoing summary of the Amendment is qualified in its entirety by reference to the Amendment, a copy of which is attached hereto as Exhibit 10~~Events.~~1 and incorporated by reference herein.~~

On January 7, 2016, the Company issued a press release regarding the Settlement Agreement. A copy of that press release is furnished herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.	Description
10.1	Amendment No. 1 to Employment Agreement, dated September 10, 2015, between Latitude 360, Inc. and Alan Greenstein.
99.1	Press release issued January 7, 2016.

-2-

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 thereunder duly authorized.

	LATITUDE 360, INC.
	By:	~~/s/ Gregory Garson~~
	Name:	~~Gregory~~Brent ~~Garson~~Brown
	Title:	~~President~~CEO

Date: ~~September~~January 108, ~~2015~~2016

-3-

EXHIBIT INDEX

Exhibit No.	Description
10.1	Amendment No. 1 to Employment Agreement, dated September 10, 2015, between Latitude 360, Inc. and Alan Greenstein.

-4-

Filing Compare · LATITUDE 360, INC.