UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 ORor 15(d) of ~~The~~the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~May~~July 612, 2024

~~MARIZYME~~Marizyme, ~~INC~~ Inc. ~~(Exact name of registrant as specified in its charter)~~

Nevada		000-53223		82-5464863
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

(Exact name of registrant as specified in its charter)

555 Heritage Drive, Suite 205, Jupiter, Florida	33458
Nevada	000-53223	82-5464863
(Address of principal executive offices)	(Zip Code)
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

~~(561)~~555 Heritage ~~935-9955 (Registrant’s telephone number~~Drive, ~~including~~Suite ~~area code)~~205

Jupiter, Florida 33458

(Address of principal executive offices, including zip code)

(561) 935-9955

(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:

☐	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))

~~Indicate~~Securities byregistered ~~check~~pursuant ~~mark~~to ~~whether~~Section ~~the~~12(b) ~~registrant is an emerging growth company as defined in Rule 405~~ of the ~~Securities~~ Act ~~of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.~~:

~~Emerging Growth~~Title ~~Company ☐~~of Each Class: Trading Symbol Name of Each Exchange on which Registered Not applicable.

IfIndicate ~~an emerging growth company, indicate~~ by check mark ifwhether the registrant ~~has~~is ~~elected~~an ~~not~~emerging togrowth ~~use~~company ~~the~~as ~~extended~~defined ~~transition~~in ~~period~~Rule ~~for~~405 ~~complying with~~of ~~any~~the ~~new~~Securities orAct ~~revised~~of ~~financial~~1933 ~~accounting~~(17 ~~standards~~CFR§230.405) or ~~provided~~Rule ~~pursuant~~12b-2 ~~to Section 13(a)~~ of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

~~Title~~If an ofemerging ~~each~~growth ~~class~~company, ~~Trading~~indicate ~~Symbol(s)~~by ~~Name~~check ofmark ~~each~~if ~~exchange~~the onregistrant ~~which~~has ~~registered~~elected ~~Not~~not ~~applicable~~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 71.01. ~~Regulation~~Entry FDinto ~~Disclosure~~a Material Definitive Agreement.

On ~~May~~July 612, 2024, Marizyme, Inc. (the “Company”) ~~issued~~executed a ~~press~~Promissory ~~release~~Note ~~announcing~~(“Note”) ~~that~~in itfavor ~~had~~of ~~received~~Qualigen ~~510~~Therapeutics, Inc. (kthe “Lender”) ~~clearance~~in ~~from~~ the Uaggregate principal amount of $1,250,000 (the “Principal”).S. ~~Food~~The Note is due and ~~Drug~~payable upon ~~Administration~~demand ~~for~~and ~~controlled~~the ~~room~~Principal ~~temperature~~bears ~~storage~~interest ofat ~~its~~the ~~flagship~~rate ~~product~~of ~~DuraGraft~~18% per annum. AIn ~~copy~~connection with the issuance of the ~~press~~Note, the Company received ~~release~~proceeds isfrom ~~furnished~~the asLender ~~Exhibit~~in ~~99.1~~the toamount ~~this~~of ~~report~~$1,250,000.

The ~~information~~Company ~~furnished~~may ~~pursuant~~prepay toall ~~this~~or ~~Item~~any ~~7.01~~part ~~(including Exhibit 99.1 hereto), shall not be deemed “filed” for purposes~~ of ~~Section 18 of~~ the ~~Exchange~~outstanding ~~Act,~~Principal or ~~otherwise~~interest ~~subject~~due toon the ~~liabilities of that section~~Note, ~~nor~~at ~~shall it be deemed incorporated by reference into~~ any ~~filing~~time, ~~under~~in ~~the~~whole ~~Exchange Act~~ or ~~the~~in ~~Securities Act~~part, ~~except~~without premium asor ~~expressly set forth by specific reference in such a filing~~penalty.

~~Forward-Looking~~In ~~Statements~~the event of a default by the Company in the payment of the Principal and interest, the Note provides that the Lender will have liquidation preference and a first right of recovery in any future bankruptcy or insolvency proceeding.

The ~~press~~foregoing ~~release~~description ~~and the statements contained therein include “forward-looking” statements within the meaning~~ of ~~Section 27A of~~ the ~~Securities~~Note ~~Act~~is ~~and~~qualified ~~Section~~in ~~21E~~its ofentirety ~~the~~by ~~Exchange~~reference ~~Act, which statements involve substantial risks and uncertainties. Forward-looking statements generally relate~~ to ~~future events or~~ the ~~Company’s~~full ~~future~~text financial or operating performance. In some cases, you can identify these statements because they contain words such as “may,” “will,” “believes,” “expects,” “anticipates,” “estimates,” “projects,” “intends,” “should,” “seeks,” “future,” “continue,” “plan,” “target,” “predict,” “potential,” or the negative of ~~such terms, or other comparable terminology that concern~~ the ~~Company’s expectations~~Note, ~~strategy,~~a ~~plans,~~copy ~~or intentions. Forward-looking statements relating to expectations about future results or events are based upon information available to the Company as~~ of ~~today’s~~which ~~date~~is ~~and are not guarantees of the future performance of the Company, and actual results may vary materially from~~attached ~~the~~hereto ~~results~~as ~~and~~Exhibit ~~expectations discussed~~10.1 Forward-looking statements include, but are not limited to, the Company’s expectations regarding its plan for U.S. commercialization of DuraGraft™, the potential for DuraGraft™ to be used in cardiac care delivery services, its financial position and ~~operating~~is ~~performance,~~incorporated ~~its~~herein ~~expectations regarding its business strategy, its business initiatives, its operating performance, trends~~ in its business, the effectiveness of its growth strategy, its market opportunity, and demand for its products and services in general. The Company’s expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected, including risks and uncertainties described in the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and other filings with the Securities and Exchange Commission. All subsequent written and oral forward-looking statements concerning the Company or other matters and attributable to the Company or any person acting on its behalf are expressly qualified in their entirety by ~~the cautionary statements above~~reference. The Company does not undertake any obligation to publicly update any of these forward-looking statements to reflect events or circumstances that may arise after the date hereof, except as required by law.

Item 92.0103 Creation of a Direct Financial ~~Statements~~Obligation ~~and~~or ~~Exhibits~~an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

~~(d)~~The ~~Exhibits~~information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.

Exhibit No.		Description of Exhibit
99.1		Press Release dated May 6, 2024
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description
10.1		Promissory Note, dated July 12, 2024, in favor of Lender
104		Cover Page Interactive Data File (embedded within the XBRL document)

~~SIGNATURE~~Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, ~~Marizyme,~~the ~~Inc.~~registrant has duly caused this ~~current~~ report to be signed on its behalf by by the undersigned hereunto duly authorized.

Date: May 6, 2024	MARIZYME, INC.
	MARIZYME, INC.
	By:	/s/ David Barthel
Dated: July 18, 2024	By:	/s/ David Barthel
		David Barthel
	Name:	David Barthel
		Chief Executive Officer
	Title:	Chief Executive Officer

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