UNITED STATES |
SECURITIES AND EXCHANGE COMMISSION |
WASHINGTON, D.C. 20549 |
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FORM |
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CURRENT REPORT |
Pursuant to Section 13 OR 15(d) of The |
Securities Exchange Act of 1934 |
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Date of Report (Date of earliest event reported): |
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(Exact name of registrant as specified in its charter) |
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(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
(Address of principal executive offices and Zip Code)
Registrant’s telephone number, including area code: (
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):
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 | GROO | OTC |
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 5.02DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.
On September 25, 2025, GROOVY COMPANY aka Santo Mining Corp., (“GROOVY” and/or the “Company”) appointed:
·Berj Abajian - CEO-Vice Chairman- “Voting Member” - 20%
·Patrick Mokros - COO-Secretary “Voting Member” - 20%
·Frank Yglesias - CTO-Chairman “Voting Member” - 20%.
ITEM 7.01REGULATION FD DISCLOSURE.
On September 26, 2025, GROOVY announced the new directors of the Company. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
On September 29, 2025, GROOVY announced the new OTCM Protocol Introduces Security Meme Tokens. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.2 to this Current Report on Form 8-K.
On October 1, 2025, GROOVY announced the OTCM Protocol Files Trademark for Revolutionary “Howey Shield”. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished under Item 7.01, including Exhibit 1 hereto, of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities under that Section, nor shall it be deemed incorporated by reference into any registration statement or other filings of the Company made under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.
ITEM 8.01 OTHER EVENTS.
On September 25, 2025, the Company moved its headquarters to 12 Daniel Rd East Fairfield, NJ 07004.
ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
The following exhibits are provided with this Current Report:
Exhibit Number | Description of Exhibit |
Press release dated September 26, 2025. | |
Press release dated September 29, 2025. | |
Press release dated October 1, 2025. |
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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 2, 2025 | GROOVY COMPANY, INC. |
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| By: /s/ Berge Abajian |
| Berge Abajian, CEO |
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