SOUP / Soupman Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Soupman Inc.
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HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
CIK 1475273
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Soupman Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
October 18, 2017 EX-99.1

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

Debtors' Motion IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: SOUP LIQUIDATION LLC, et al.

October 18, 2017 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Bankruptcy or Receivership

Current Report 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): October 1, 2017 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commi

September 13, 2017 SC 13D/A

SOUP / Soupman Inc. / WealthColony SPV II, L.P. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response 14.5 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* SOUPMAN, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 8361199107 (CUSIP Number) Jeffrey Freedman, 745 Hope Road, Eatontown

September 12, 2017 EX-10.1

Amended Asset Purchase Agreement dated September 6, 2017 (filed as Exhibit No. 10.1 to the Issuer’s Report on Form 8-K filed with the Securities and Exchange Commission on September 12, 2017 and incorporated by reference herein).

ASSET PURCHASE AGREEMENT EXHIBIT 10.1 AMENDED ASSET PURCHASE AGREEMENT This Amended Asset Purchase Agreement (this ?Agreement?) is made as of September 6, 2017, by and among The Original Soupman, Inc. a Delaware corporation, Soupman Inc., a Delaware corporation and Kiosk Concepts, Inc., a Delaware corporation (collectively, the ?Debtors? or the ?Sellers?), and Gallant Brands, Inc., a Delaware corp

September 12, 2017 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Bankruptcy or Receivership

Current Report 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 6, 2017 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Com

September 6, 2017 EX-9

Letter to Jamieson Karson dated September 6, 2017 (filed herewith).

Exhibit 9 SPV II - Limited Partnership 745 Hope Road Eatontown, NJ 07724 jeff@wealthcolony.

September 6, 2017 SC 13D/A

Letter to Jamieson Karson dated September 6, 2017 (filed with Amendment No. 7 to the Schedule 13D being amended hereby filed with the Securities and Exchange Commission on September 6, 2017 and incorporated by reference herein).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response 14.5 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* SOUPMAN, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 8361199107 (CUSIP Number) Jeffrey Freedman, 745 Hope Road, Eatontown

August 22, 2017 8-K

Financial Statements and Exhibits, Other Events

Current Report 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): August 21, 2017 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commi

August 22, 2017 EX-99.1

600 3rd Avenue, 42nd Floor, New York, NY 10016 (212) 684-0199

Response Letter EXHIBIT 99.1 600 3rd Avenue, 42nd Floor, New York, NY 10016 (212) 684-0199 August 21, 2017 Jeremy R. Johnson (646) 289-6507 [email protected] By email ([email protected]) and Regular Mail Mr. Jeffrey Freedman Wealth Colony SPV II, LP 745 Hope Road Eatontown, NJ 07724 Re: Letter Dated August 18, 2017 Dear Mr. Freedman: We are counsel to Soupman, Inc. (the ?Company?).

August 18, 2017 SC 13D/A

Letter to Jamieson Karson dated August 18, 2017 (filed with Amendment No. 6 to the Schedule 13D being amended hereby filed with the Securities and Exchange Commission on August 18, 2017).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response 14.5 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* SOUPMAN, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 8361199107 (CUSIP Number) Jeffrey Freedman, 745 Hope Road, Eatontown

July 21, 2017 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

Current Report 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): July 17, 2017 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commiss

July 21, 2017 EX-10.1

SENIOR SECURED, SUPER-PRIORITY DEBTOR-IN-POSSESSION LOAN AND SECURITY AGREEMENT by and among THE ORIGINAL SOUPMAN, INC., SOUPMAN, INC. KIOSK CONCEPTS, INC. as Borrowers, SOUPMAN LENDING LLC as Lender Dated as of July 17, 2017 TABLE OF CONTENTS

EX-10.1 2 soupex10z1.htm SENIOR SECURED, SUPER-PRIORITY DEBTOR-IN-POSSESSION LOAN AND SECURITY AGREEMENT EXHIBIT 10.1 $1,700,000 SENIOR SECURED, SUPER-PRIORITY DEBTOR-IN-POSSESSION LOAN AND SECURITY AGREEMENT by and among THE ORIGINAL SOUPMAN, INC., SOUPMAN, INC. KIOSK CONCEPTS, INC. as Borrowers, and SOUPMAN LENDING LLC as Lender Dated as of July 17, 2017 TABLE OF CONTENTS 1. DEFINITIONS AND CONS

June 30, 2017 SC 13D/A

SOUP / Soupman Inc. / WealthColony SPV II, L.P. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response 14.5 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* SOUPMAN, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 8361199107 (CUSIP Number) Jeffrey Freedman, 745 Hope Road, Eatontown

June 16, 2017 EX-10.1

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

Letter Agreement EXHIBIT 10.1 May 25, 2017 Mr. Jamie Karson Chief Executive Officer The Original Soupman 1110 South Avenue Staten Island, NY 10314 May 24, 2017 Page 2 Mr. Karson: This letter agreement is entered into by, between, and among Michael Wyse, Managing Partner of Wyse Advisors LLC (?WALLC? or ?Wyse?), The Original Soupman, referred to herein as the ?Company?, and confirms and sets forth

June 16, 2017 EX-99.1

Soupman, Inc. Files For Bankruptcy Protection Soupman, Inc. Secures $2 Million Financing From Independent Third-Party Private Investment Firm to Allow Business Operations to Continue as Normal

Press Release EXHIBIT 99.1 Soupman, Inc. Files For Bankruptcy Protection Soupman, Inc. Secures $2 Million Financing From Independent Third-Party Private Investment Firm to Allow Business Operations to Continue as Normal NEW YORK, June 13, 2017 /PRNewswire/ - Soupman, Inc. (OTCQB: SOUP)("SM"), a producer and marketer of high-quality branded soups bearing the name "Original Soupman" today announced

June 16, 2017 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events, Bankruptcy or Receivership

Current Report 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): June 13, 2017 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commiss

June 9, 2017 SC 13D/A

Letter to Jamieson Karson dated June 27, 2017 (filed with Amendment No. 4 to the Schedule 13D being amended hereby filed with the Securities and Exchange Commission on June 9, 2017 and incorporated by reference herein).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response 14.5 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4 )* SOUPMAN, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 8361199107 (CUSIP Number) Jeffrey Freedman, 745 Hope Road, Eatontow

June 9, 2017 EX-7

Letter to Jamieson Karson dated June 27, 2017 (filed with Amendment No. 4 to the Schedule 13D being amended hereby filed with the Securities and Exchange Commission on June 9, 2017 and incorporated by reference herein).

Exhibit 7 SPV II - Limited Partnership 745 Hope Road Eatontown, NJ 07724 jeff@wealthcolony.

June 7, 2017 SC 13D/A

Letter to Jamieson Karson dated June 6, 2017 (filed with Amendment No. 3 to the Schedule 13D being amended hereby filed with the Securities and Exchange Commission on June 7, 2017 and incorporated by reference herein).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response 14.5 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3 )* SOUPMAN, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 8361199107 (CUSIP Number) Jeffrey Freedman, 745 Hope Road, Eatontow

June 2, 2017 SC 13D/A

Letter to Board of Directors dated June 2, 2017 (filed with Amendment No. 2 to the Schedule 13D being amended hereby filed with the Securities and Exchange Commission on June 2, 2017 and incorporated by reference herein).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response 14.5 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2 )* SOUPMAN, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 8361199107 (CUSIP Number) Jeffrey Freedman, 745 Hope Road, Eatontow

May 31, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Current Report 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): May 25, 2017 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commissi

May 26, 2017 SC 13D/A

Letter to Board of Directors dated May 25, 2017 (filed with Amendment No. 1 to the Schedule 13D being amended hereby filed with the Securities and Exchange Commission on May 26, 2017 and incorporated by reference herein).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB APPROVAL OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response 14.5 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1 )* SOUPMAN, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 8361199107 (CUSIP Number) Jeffrey Freedman, 745 Hope Road, Eatontow

May 26, 2017 EX-4

Letter to Board of Directors dated May 25, 2017 (filed with Amendment No. 1 to the Schedule 13D being amended hereby filed with the Securities and Exchange Commission on May 26, 2017 and incorporated by reference herein).

Exhibit 4 May 25, 2017 Board of Directors Soupman, Inc. 1110 South Avenue, Suite 100 Staten Island, New York 10314 Gentlemen: WealthColony Management Group, LLC is the general partner of WealthColony SPV II, L.P. (“WC SPVII”), the holder of 63,754,400 shares of the Common Stock of Soupman, Inc. (the “Company”). Based upon recent conversations and events, we have lost confidence in the Company’s Bo

May 23, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

8-K 1 soup8k.htm CURRENT REPORT 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): May 23, 2017 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-

May 23, 2017 EX-99.1

SOUPMAN CHIEF FINANCIAL OFFICER, ROBERT BERTRAND SUSPENDED AFTER BEING INDICTED ON TAX CHARGES

Press Release Exhibit 99.1 SOUPMAN CHIEF FINANCIAL OFFICER, ROBERT BERTRAND SUSPENDED AFTER BEING INDICTED ON TAX CHARGES Staten Island, NY ? May 23, 2017 ? Soupman, Inc. (OTCQB:?SOUP?), makers of gourmet soup made famous on ?Seinfeld?, today announced that its Chief Financial Officer and President, Bob Bertrand, has been suspended after being indicted on federal tax fraud charges for alleged misc

May 4, 2017 10-Q

SOUP / Soupman Inc. QUARTERLY REPORT (Quarterly Report)

Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2017 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943

April 24, 2017 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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): April 20, 2017 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Numbe

April 24, 2017 EX-16.1

April 24, 2017

Auditor Letter EXHIBIT 16.1 April 24, 2017 U.S. Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 RE: Soupman, Inc. File No.: 000-53943 We have read the statements under Item 4.01 of the Current Report on Form 8-K to be filed with the Securities and Exchange Commission on April 24, 2017 regarding the change of auditors. We agree with all statements pertaining to us. We

April 17, 2017 EX-4.1

CONVERTIBLE PROMISSORY NOTE

EX-4.1 2 soupex4z1.htm CONVERTIBLE PROMISSORY NOTE EXHIBIT 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSEN

April 17, 2017 EX-10.1

SECURITIES PURCHASE AGREEMENT

SECURITIES PURCHASE AGREEMENT EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of April 11, 2017, by and between Soupman, Inc., a Delaware corporation, with headquarters located at 1110 South Avenue, Suite 100, Staten Island, NY 10314 (the ?Company?), and LABRYS FUND, LP, a Delaware limited partnership, with its address at 48 Parker Road, We

April 17, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Current Report 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): April 11, 2017 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commis

April 14, 2017 NT 10-Q

Soupman NOTIFICATION OF LATE FILING

Notification of Late Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 17, 2017 EX-4.1

CONVERTIBLE PROMISSORY NOTE

EX-4.1 2 soupex4z1.htm CONVERTIBLE PROMISSORY NOTE EXHIBIT 4.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE O

March 17, 2017 EX-10.1

SECURITIES PURCHASE AGREEMENT

SECURITIES PURCHASE AGREEMENT EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of March 14, 2017, by and between SOUPMAN, INC., a Delaware corporation, with its address at 1110 South Avenue, Suite 100, Staten Island, New York 10314 (the ?Company?), and POWER UP LENDING GROUP LTD., a Virginia corporation, with its address at 111 Great Neck Ro

March 17, 2017 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Current Report 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): March 14, 2017 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commis

March 9, 2017 8-K

Soupman CURRENT REPORT (Current Report/Significant Event)

Current Report 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): March 8, 2017 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commiss

March 9, 2017 EX-3.1

CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF SOUPMAN, INC.

Certificate of Amendment to the Certificate of Incorporation EXHIBIT 3.1 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF INCORPORATION OF SOUPMAN, INC. SOUPMAN, INC., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware DOES HEREBY CERTIFY: FIRST: That ARTICLE FOURTH shall be amended by replacing ARTICLE FOURTH in its entirety as follows:

February 23, 2017 EX-10.2

8% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE DEBENTURE DUE APRIL 21, 2017

Additional Debenture EXHIBIT 10.2 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT

February 23, 2017 EX-10.1

ADDITIONAL ISSUANCE AGREEMENT

EX-10.1 2 soupex10z1.htm ADDITIONAL ISSUANCE AGREEMENT EXHIBIT 10.1 ADDITIONAL ISSUANCE AGREEMENT This Additional Issuance Agreement (this “Agreement”), dated as of February 21, 2017, is made pursuant to that certain Securities Purchase Agreement, dated as of July 26, 2016 (the “Purchase Agreement”), as amended, by and between Soupman, Inc., (the “Company”) and Hillair Capital Investments L.P. (th

February 23, 2017 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Current Report 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): February 21, 2017 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Com

January 20, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

Current Report 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): January 20, 2017 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Comm

January 20, 2017 EX-99.1

LETTER TO SHAREHOLDERS OF SOUPMAN, INC.

Letter to Shareholders EXHIBIT 99.1 LETTER TO SHAREHOLDERS OF SOUPMAN, INC. FROM: JAMIESON KARSON CEO AND CHAIRMAN SOUPMAN, INC. January 20, 2017 Dear Fellow Shareholders, In the Q1 2017 fiscal quarter ending November 30, 2016 which has just been reported, the total revenue for this quarter was $1.050 million, our Tetra Pak sales increased 121% over Tetra Pak sales vs. Q1 2016 on top of the 92% Te

January 20, 2017 10-Q

Soupman QUARTERLY REPORT (Quarterly Report)

10-Q 1 soup10q.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2016 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File

January 17, 2017 NT 10-Q

Soupman NOTIFICATION OF LATE FILING

Notification of Late Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 15, 2016 EX-99.1

December 15, 2016

Letter to Shareholders EXHIBIT 99.1 December 15, 2016 Dear Fellow Shareholders, When I joined the Company in July, 2015, I came to realize that despite making some of the best soups in the world, it appeared that a re-set of the Company was in order. Over the past year we compiled and analyzed selling data down to the individual store level at certain accounts. This led us to simplify our distribu

December 15, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

Current Report 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): December 15, 2016 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Com

December 14, 2016 10-K

Soupman ANNUAL REPORT (Annual Report)

Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC.

December 13, 2016 8-K

Unregistered Sales of Equity Securities

Current Report 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): August 26, 2016 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commi

November 30, 2016 NT 10-K

Soupman NOTIFICATION OF LATE FILING

Notification of Late Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 17, 2016 DEF 14C

Soupman DEFINITIVE INFORMATION STATEMENT

Definitive Information Statement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 8, 2016 EX-99.1

1 Soupman Inc. Ticker Symbol: “SOUP” November 2016 3 The Original Store at 55th Street & 8th Ave. NYC Proven, Experienced Leadership Team Key managers are respected industry figures:Jamieson Karson - CEO and Chairman of the Board of Directors Former

EXHIBIT 99.1 1 Soupman Inc. Ticker Symbol: ?SOUP? November 2016 Safe Harbor Statement 2 This presentation may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The forward-looking statements are based on current expectations, estimates and projections made by management. The Company intends for

November 8, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 soup8k.htm CURRENT REPORT 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): November 7, 2016 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943

November 3, 2016 CORRESP

Soupman ESP

Response Letter November 3, 2016 VIA EDGAR United States Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Mara L.

October 19, 2016 PRER14C

Soupman PRELIMINARY INFORMATION STATEMENT

Preliminary Information Statement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 19, 2016 CORRESP

Soupman ESP

SEC EDGAR FILING October 19, 2016 VIA EDGAR United States Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: Mara L.

September 2, 2016 PRE 14C

Soupman PRELIMINARY INFORMATION STATEMENT

Preliminary Information Statement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 2, 2016 EX-10.2

8% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE DEBENTURE DUE APRIL 1, 2018

Debenture EXHIBIT 10.2 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFEC

August 2, 2016 EX-10.1

SECURITIES PURCHASE AGREEMENT

SECURITIES PURCHASE AGREEMENT EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is dated as of July 26, 2016, between Soupman, Inc., a Delaware corporation (the ?Company?), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a ?Purchaser? and collectively, the ?Purchasers?). WHEREAS, subject to the

August 2, 2016 EX-99.1

SOUPMAN ANNOUNCES CLOSING OF $3.0 MILLION PRIVATE PLACEMENT

Press Release EXHIBIT 99.1 SOUPMAN ANNOUNCES CLOSING OF $3.0 MILLION PRIVATE PLACEMENT New York, New York - 07/29/16 - Soupman, Inc. (OTCQB:?SOUP?), makers of fabulous gourmet soup made famous on ?Seinfeld?, today announced that it has completed a private placement with one institutional investor of a Senior Secured Convertible Debenture for gross proceeds of $3.0 million. Soupman will use the bul

August 2, 2016 EX-10.4

SOUPMAN, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS SERIES D CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW

Certificate of Designation EXHIBIT 10.4 SOUPMAN, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES D CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151 OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, Robert Bertrand and Jamieson Karson, do hereby certify that: 1. They are the President and Chief Financial Officer and Chairman and Chief Executive Officer, re

August 2, 2016 EX-10.3

SECURITY AGREEMENT

Security Agreement EXHIBIT 10.3 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of July 26, 2016 (this ?Agreement?), is among Soupman, Inc., a Delaware corporation (the ?Company?), all of the Subsidiaries of the Company (such subsidiaries , the ? Guarantors ? and together with the Company , the ?Debtors?) and the holders of the Company?s 8% Senior Secured Original Issue Discount Convertible D

August 2, 2016 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Current Report 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): July 26, 2016 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commiss

August 2, 2016 EX-10.5

SUBORDINATION AGREEMENT

Subordination Agreement EXHIBIT 10.5 SUBORDINATION AGREEMENT July 27, 2016 Hillair Capital Investments LP c/o Hillair Capital Management LLC 345 Lorton Avenue, Suite 660 Burlingame, CA 94010 Ladies and Gentlemen: The undersigned lender (?Creditor?) (a) is a creditor of Soupman, Inc., (the ?Company? and together with its subsidiaries, the ?Borrowers?)), and (b) has entered into a Settlement Agreeme

July 18, 2016 10-Q

Soupman QUARTERLY REPORT (Quarterly Report)

Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2016 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPM

July 15, 2016 NT 10-Q

Soupman NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-53943 NOTIFICATION OF LATE FILING (Check one): Form 10-K Form 20-F Form 11-K ü Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: May 31, 2016 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition Report on

July 5, 2016 SC 13D

Joint Filing Agreement, dated June 29, 2016 (filed with the Schedule 13D being amended hereby filed with the Securities and Exchange Commission on July 5, 2016 and incorporated by reference herein).

OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0145 Expires: February 28, 2009 Estimated average burden hours per response 14.5 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* SOUPMAN, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 8361199107 (CUSIP Number) Jeffrey Freedman, 745 Hope Road, Eatontown,

July 5, 2016 EX-3

JOINT FILING AGREEMENT

Exhibit 3 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, each of the undersigned parties hereby agree to file jointly the statement on Schedule 13D (including any amendments thereto) with respect to the Common Stock of Soupman, Inc.

June 17, 2016 8-K

Soupman CURRENT REPORT (Current Report/Significant Event)

Current Report 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): June 14, 2016 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commiss

June 1, 2016 EX-99.1

1 Soupman Inc. (OTCQB:SOUP)Investor Presentation JUNE 1, 2016 Al’s Soups are Legendary for Taste and Quality (click on left bottom of picture to play) 3 Jamie Karson Appointed Soupman Chairman and CEO, August 2015 Former Chairman and CEO, Steve Madde

EXHIBIT 99.1 1 Soupman Inc. (OTCQB:SOUP)Investor Presentation JUNE 1, 2016 Safe Harbor Statement 2 This presentation may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The forward-looking statements are based on current expectations, estimates and projections made by management. The Company

June 1, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): June 1, 2016 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number)

May 9, 2016 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 soup8k.htm CURRENT REPORT 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): May 2, 2016 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1

May 9, 2016 EX-10.1

EX-10.1

Stipulation of Settlement EXHIBIT 10.1

April 27, 2016 8-K

Soupman CURRENT REPORT (Current Report/Significant Event)

Current Report 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): April 15, 2016 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commis

April 14, 2016 10-Q

Soupman QUARTERLY REPORT (Quarterly Report)

Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 29, 2016 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943

April 12, 2016 CORRESP

Soupman ESP

Response Letter April 12, 2016 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

March 29, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): March 29, 2016 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Numbe

March 29, 2016 EX-10.1

YOU MUST RETURN THE ENTIRE SEPARATION AGREEMENT AND GENERAL RELEASE (INCLUDING THIS ACKNOWLEDGMENT PAGE). 1110 South Avenue, Staten Island, New York 10314 Phone (212)-768-7687 Facsimile (212)-768-7055 OTC:BB SOUP

EX-10.1 2 soupex10z1.htm SEPARATION AGREEMENT EXHIBIT 10.1 March 22, 2016 Mr. James S. Shipp 1746 Carlton Avenue Staten Island, New York 10314 Re: Separation Agreement and General Release Dear Jim: This Separation Agreement and General Release (the “Agreement”) confirms the termination of your employment with Soupman, Inc. (“Soupman” or the “Company”) and your resignation from its Board of Directo

March 25, 2016 10-K/A

Soupman ANNUAL REPORT - AMENDMENT NO. 1 (Annual Report)

Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2015 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-5

March 10, 2016 CORRESP

Soupman ESP

Response Letter March 10, 2016 VIA EDGAR United States Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attention: William H.

February 26, 2016 EX-3.1

CERTIFICATE OF AMENDMENT CERTIFICATE OF INCORPORATION SOUPMAN, INC.

Certificate of Amendment to the Certificate of Incorporation Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF SOUPMAN, INC. Pursuant to Section 242 of the General Corporation Law of the State of Delaware, the undersigned person, desiring to amend the Certificate of Incorporation of Soupman, Inc. under the laws of the State of Delaware, does hereby sign, verify, and deliver t

February 26, 2016 8-K

Soupman CURRENT REPORT (Current Report/Significant Event)

Current Report 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): February 23, 2016 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Com

February 2, 2016 DEFR14A

Soupman DEFINITIVE PROXY STATEMENT - AMENDMENT NO. 1

Definitive Proxy Statement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 21, 2016 DEF 14A

Soupman DEFINITIVE PROXY STATEMENT

Definitive Proxy Statement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 19, 2016 EX-3.1

SOUPMAN, INC. CERTIFICATE OF DESIGNATIONS, RIGHTS AND PREFERENCES OF THE SERIES C CONVERTIBLE PREFERRED STOCK

Certificate of Designation Series C EXHIBIT 3.1 SOUPMAN, INC. - CERTIFICATE OF DESIGNATIONS, RIGHTS AND PREFERENCES OF THE SERIES C CONVERTIBLE PREFERRED STOCK - I, Robert N. Bertrand, President of Soupman, Inc., a Delaware corporation (hereinafter called the "Corporation"), pursuant to the provisions of Section 151 of the General Corporation Law of the State of Delaware, hereby makes this Certifi

January 19, 2016 10-Q

SOUP / Soupman Inc. 10-Q - Quarterly Report - QUARTERLY REPORT

Quarterly Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2015 Or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943

January 14, 2016 NT 10-Q

Soupman NOTIFICATION OF LATE FILING

Notification of Late Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 5, 2016 8-K

Soupman CURRENT REPORT (Current Report/Significant Event)

Current Report 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): December 31, 2015 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Com

January 5, 2016 EX-10.1

Employment Terms

Employment Agreement EXHIBIT 10.1 December 31, 2015 Jamieson Karson C/O Soupman, Inc. 1110 South Avenue Suite 100 Staten Island, NY 10314 Dear Mr. Karson, The following sets forth our agreement for you (referred to in this Agreement as ?Executive?) to serve as Chief Executive Officer and Chairman of the Board of Directors of Soupman, Inc. Employment Terms Position: Chief Executive Officer and Chai

December 24, 2015 PRE 14A

Soupman PRELIMINARY PROXY STATEMENT

Preliminary Proxy Statement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 15, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2015 ¨ TRANSITION REPORT PURSUANT TO SECTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2015 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Exact name o

December 1, 2015 NT 10-K

Soupman NOTIFICATION OF LATE FILING

Notification of Late Filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 20, 2015 EX-10.1

SETTLEMENT AGREEMENT

EX-10.1 2 soupex10z1.htm SETTLEMENT AGREEMENT EXHIBIT 10.1 SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT (this “Agreement”), between Penny Fern Hart, an individual residing at 200 East End Avenue, Apt. 12 APE, NY, NY 10128 (“Hart”), and Soupman, Inc., a Delaware corporation with its principal address at 1110 South Avenue, Suite 100, Staten Island, New York 10134 (“Soupman”), is dated and entered

November 20, 2015 8-K

Soupman CURRENT REPORT (Current Report/Significant Event)

Current Report 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): October 28, 2015 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Comm

September 18, 2015 8-K

Soupman CURRENT REPORT (Current Report/Significant Event)

Current Report 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 16, 2015 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation 000-53943 61-1638630 (Com

September 17, 2015 PRE 14C

Soupman PRELIMINARY INFORMATION STATEMENT

Information Statement UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

August 14, 2015 EX-10.1

KIOSK CONCEPTS, INC. MASTER FRANCHISE AGREEMENT

Form of Master Franchise Agreement Exhibit 10.1 KIOSK CONCEPTS, INC. MASTER FRANCHISE AGREEMENT THE GRILLED CHEESE TRUCK, INC. MASTER FRANCHISEE DATE OF AGREEMENT TABLE OF CONTENTS 1. GRANT OF FRANCHISE 1 1.1 Rights Granted to You 1 1.2 Non-Exclusive Grant 2 1.3 Our Reserved Rights 2 2. OPERATION OF THE FRANCHISED BUSINESS 2 2.1 Name of Franchised Business 2 2.2 Full Time, Attention and Best Effor

August 14, 2015 8-K

Soupman CURRENT REPORT (Current Report/Significant Event)

Current Report 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): August 6, 2015 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation 000-53943 61-1638630 (Commiss

August 12, 2015 8-K

Soupman CURRENT REPORT (Current Report/Significant Event)

Current Report 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): August 10, 2015 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation 000-53943 61-1638630 (Commis

July 17, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

Current Report 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): July 14, 2015 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation 000-53943 61-1638630 (Commissi

July 15, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2015 ¨ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2015 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Exact n

July 2, 2015 EX-10.1

EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT EXHIBIT 10.1 EMPLOYMENT AGREEMENT Position: Chairman of the Board of Directors Duties: Overseeing and adding significant value to the following Management Items: -Spearheading the search for a new CEO, however, in the interim, you may be called upon to perform the duties typically associated with an interim chief executive officer - Overview Executive Leadership - Media Interv

July 2, 2015 8-K

Soupman CURRENT REPORT (Current Report/Significant Event)

Current Report 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): June 26, 2015 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation 000-53943 61-1638630 (Commissi

April 30, 2015 8-K/A

Soupman AMENDED CURRENT REPORT (Current Report/Significant Event)

Current Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 22, 2015 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation 000-53943 61-1638630 (Commi

April 22, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): April 21, 2015 (April 16, 2015) SOUPMAN INC. (Exact name of Registrant as Specified in its Charter) Delaware 000-53943 61-1638630 (State or other jurisdiction of (Commission File Numb

April 15, 2015 NT 10-Q

Soupman NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53943 NOTIFICATION OF LATE FILING Check One: o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: February 28, 2015 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-

April 15, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2015 ☐ TRANSITION REPORT PURSUANT

10-Q 1 f10q0215soupman.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2015 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss

March 19, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2014 o TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Ex

February 25, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2014 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC.

February 5, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): January 29, 2015 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number)

January 14, 2015 NT 10-Q

SOUP / Soupman Inc. NT 10-Q - - NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53943 NOTIFICATION OF LATE FILING Check One: o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: November 30, 2014 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-

January 13, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): January 8, 2015 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number)

January 8, 2015 EX-10.1

Consulting Agreement between the Issuer and Mighty Joe Marketing, LLC dated January 2, 2015 (filed as Exhibit 10.1 to the Issuer’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 8, 2015 and incorporated by reference herein)

January 8, 2015 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): December 31, 2014 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number

January 8, 2015 EX-10.3

Warrant Agreement, dated December 26, 2014, between the Issuer and WealthColony SPV II, L.P. (filed as Exhibit 10.3 to the Issuer’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 8, 2015 and incorporated by reference herein).

January 8, 2015 EX-3.1

EX-3.1

January 8, 2015 EX-10.2

EX-10.2

December 1, 2014 NT 10-K

SOUP / Soupman Inc. NT 10-K - - NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53943 NOTIFICATION OF LATE FILING Check One: x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: August 31, 2014 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q

November 20, 2014 8-K

Unregistered Sales of Equity Securities

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): November 20, 2014 Soupman, Inc. (Exact name of registrant as specified in its charter) Delaware 000-53943 61-1638630 (State or other jurisdiction of (Commission File Number) (IRS Empl

July 15, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2014 o TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Exact n

April 14, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2014 or o TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Ex

April 1, 2014 8-K

Unregistered Sales of Equity Securities - CURRENT REPORT

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): March 27, 2014 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number) (

January 14, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2013 o TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Ex

November 14, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC.

November 14, 2013 EX-10.14

SOUPMAN, INC. WARRANT AGREEMENT VOID AFTER 5:00 P.M. NEW YORK TIME, AUGUST 20, 2015

Exhibit 10.14 NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK ISSUABLE ON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OR ANY OTHER SECURITIES LAWS (THE “ACTS”). NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK PURCHASABLE HEREUNDER MAY BE SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THIS WARRANT OR COMMON

November 14, 2013 EX-10.15

SOUPMAN, INC. WARRANT AGREEMENT VOID AFTER 5:00 P.M. NEW YORK TIME, OCTOBER 15, 2017

Exhibit 10.15 NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK ISSUABLE ON EXERCISE OF THIS WARRANT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OR ANY OTHER SECURITIES LAWS (THE “ACTS”). NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK PURCHASABLE HEREUNDER MAY BE SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THIS WARRANT OR COMMON

November 7, 2013 CORRESP

-

November 7, 2013 VIA EDGAR United States Securities and Exchange Commission 100 F Street, NE Washington, D.

October 28, 2013 EX-21.1

Soupman, Inc. Subsidiaries

Exhibit 21.1 Soupman, Inc. Subsidiaries The Original Soupman, Inc. 100% wholly owned sub International Gourmet Soups, Inc. 100% wholly owned sub Kiosk Concepts, Inc. 80% owned by The Original Soupman, Inc. 20% owned by Al Yeganeh

October 28, 2013 EX-10.11

EXECUTIVE EMPLOYMENT AGREEMENT

Exhibit 10.11 EXECUTIVE EMPLOYMENT AGREEMENT THIS AGREEMENT made as of the 1st day of September 2010 by and between The Original Soupman, Inc. (herein called ("COMPANY"), a company incorporated under the laws of the State of Delaware and having its principal place of business at 1110 South Ave., Suite 100, Staten Island, NY 10314 and MR. DANIEL RUBANO JR„ an individual residing at 644 Laurel Ave,

October 28, 2013 EX-10.10

EXECUTIVE EMPLOYMENT AGREEMENT

Exhibit 10.10 EXECUTIVE EMPLOYMENT AGREEMENT THIS AGREEMENT made as of the 1st day of September 2010 by and between The Original Soupman, Inc. (herein called ("COMPANY"), a company incorporated under the laws of the State of Delaware and having its principal place of business at 1110 South Ave., Suite 100, Staten Island, NY 10314 and MR. ROBERT BERTRAND, an individual residing at 14 Haviland Stree

October 28, 2013 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K/A Amendment No.

October 28, 2013 EX-10.9

EXECUTIVE EMPLOYMENT AGREEMENT

Exhibit 10.9 EXECUTIVE EMPLOYMENT AGREEMENT THIS AGREEMENT made as of the 1St day of September 2010 by and between The Original Soupman, Inc. (herein called ("COMPANY"), a company incorporated under the lows of the State o\f Delaware and having its principal place of business at 1110 South Ave. Suite 100, Staten Island, NY 10314 and MR. ARNOLD CASALE, an individual residing at 185 Carlton Ave. Sta

October 18, 2013 CORRESP

-

October 18, 2013 VIA EDGAR United States Securities and Exchange Commission 100 F Street, NE Washington, D.

September 6, 2013 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2013 o TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Exact

September 6, 2013 CORRESP

-

September 6, 2013 VIA EDGAR United States Securities and Exchange Commission 100 F Street, NE Washington, D.

September 6, 2013 CORRESP

-

September 6, 2013 VIA EDGAR United States Securities and Exchange Commission 100 F Street, NE Washington, D.

August 19, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - CURRENT REPORT

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): August 13, 2013 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number)

July 26, 2013 CORRESP

-

July 25, 2013 William H. Thompson Accounting Branch Chief United States Securities and Exchange Commission Washing, D.C. 20549 Re: Soupman, Inc. Form 10K for fiscal year Ended August 31, 2012 Filed December 14, 2012 Response dated June 10, 2013 File No. 0-53943 Dear Mr. Thompson: We are in receipt of your letter dated June 28, 2013 regarding Soupman, Inc. (“Soupman”). We have set forth the staff’s

July 18, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2013 o TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Exact n

July 16, 2013 NT 10-Q

- NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53943 NOTIFICATION OF LATE FILING Check One: o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: May 31, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o T

June 10, 2013 CORRESP

-

June 10, 2013 VIA EDGAR United States Securities and Exchange Commission 100 F Street, NE Washington, D.

June 10, 2013 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - CURRENT REPORT

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): June 7, 2013 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number) (IR

June 10, 2013 EX-99.1

EX-99.1

Exhibit 99.1

May 1, 2013 CORRESP

-

April 30, 2013 VIA EDGAR United States Securities and Exchange Commission 100 F Street, NE Washington, D.

April 26, 2013 EX-10.1

EMPLOYMENT AGREEMENT

Exhibit 10.1 EMPLOYMENT AGREEMENT AGREEMENT made as of April 22, 2013, by and between SoupMan, Inc. , a Delaware corporation having its principal office at 1110- South Ave., Suite 100, Staten Island, NY 10314 (hereinafter referred to as the "Company"), and Lloyd Sugarman, currently residing at 115A —Pratt Street, Providence, Rhode Island (hereinafter referred to as "Executive"). W I T N E S S E T

April 26, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): April 22, 2013 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number) (

April 22, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2013 o TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Ex

April 15, 2013 NT 10-Q

- QUARTERLY REPORT EXTENSION

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53943 NOTIFICATION OF LATE FILING Check One: o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: February 28, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-

April 5, 2013 CORRESP

-

April 5, 2013 VIA EDGAR United States Securities and Exchange Commission 100 F Street NE Washington, D.

March 8, 2013 CORRESP

-

CORRESP 1 filename1.htm March 8, 2013 VIA EDGAR United States Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attention: William H. Thompson, Accounting Branch Chief Re: Soupman, Inc. Form 10-K for Fiscal Year Ended August 31, 2012 filed December 14, 2012 Form 10-Q for Fiscal Quarter Ended November 30, 2012 File No. 0-53943 Dear Mr. Thompson: Enclosed for your review, we

March 5, 2013 CORRESP

-

March 5, 2013 VIA EDGAR United States Securities and Exchange Commission 100 F Street, NE Washington, D.

February 15, 2013 CORRESP

-

February 15, 2013 VIA EDGAR United States Securities and Exchange Commission 100 F Street, NE Washington, D.

January 14, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2012 o TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Ex

January 7, 2013 8-K

Financial Statements and Exhibits - FORM 8-K

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): December 31, 2012 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number

January 7, 2013 EX-16.1

Re: Soupman, Inc. File Reference No. 000-53943

Exhibit 16.1 January 7, 2013 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Soupman, Inc. File Reference No. 000-53943 We have read Soupman, Inc.'s statements included in Item 4.01 on Form 8-K. We agree with such statements made regarding our firm. We consent to the filing of this letter as an exhibit to the foregoing report on Form 8-K.

December 14, 2012 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC.

December 14, 2012 EX-21

Soupman, Inc. Subsidiaries

Exhibit 21 Soupman, Inc. Subsidiaries The Original Soupman, Inc. 100% wholly owned sub International Gourmet Soups, Inc. 100% wholly owned sub Kiosk Concepts, Inc. 80% owned by The Original Soupman, Inc. 20% owned by Al Yeganeh

November 29, 2012 NT 10-K

- FORM NT 10-K

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53943 NOTIFICATION OF LATE FILING Check One: x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: August 31, 2012 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q

October 23, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

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): October 18, 2012 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number)

October 19, 2012 EX-99.1

2

Exhibit 99.1 October 19, 2012 Dear SoupMan, Inc. shareholders: Thank you for your commitment and support as we continue to work diligently to make The Original SoupMan® the leading premium soup brand in America. Our goal is to be available to all, so we can say, “Soup for Everyone!” Our most important news: We have begun introducing The Original SoupMan in our new Tetra Recart cartons to the $6 bi

October 19, 2012 8-K

Other Events - FORM 8-K

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): October 18, 2012 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number)

August 6, 2012 EX-10.1

W I T N E S S E T H:

Exhibit 10.1 AGREEMENT Agreement (this “Agreement”), made this 1st day of August, 2012, by and among The Original Soupman, Inc., a Delaware corporation (“TOSI”), Soupman, Inc., a Delaware corporation (“Soupman”), International Gourmet Soups Inc., a Delaware corporation (“International”), Kiosk Concepts, Inc., a New York corporation (“Kiosk”), and Penny Fern Hart (“Lender”). W I T N E S S E T H: WH

August 6, 2012 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities - CURRENT REPORT

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): August 1, 2012 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number) (

July 16, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Exact n

June 27, 2012 8-K

Other Events

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): June 26, 2012 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number) (I

June 15, 2012 EX-10.1

Employment Terms

June 13, 2012 J. Timothy Gannon 1300 N. Ocean Blvd. Palm Beach, FL 33480 Dear Mr. Gannon, The following outlines our offer to you to join Soupman, Inc., as our Member of the Board of Directors and Culinary and Business Development Advisor. Please review it, and if acceptable to you, please sign it and send it back to us at 212-768-7055. Please feel free to call me with any questions. Whereas this

June 15, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8K

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): June 13, 2012 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number) (I

April 16, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q o QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 29, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Ex

February 10, 2012 EX-99.1

EX-99.1

Exhibit 99.1

February 10, 2012 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - CURRENT REPORT

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): February 10, 2012 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number

January 13, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2011

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2011 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Ex

November 30, 2011 EX-21.1

Subsidiaries

EXHIBIT 21.1 Subsidiaries The Original Soupman, Inc. (?TOSI?), a Delaware corporation International Gourmet Soups, Inc. (wholly-owned by TOSI), a Delaware corporation Kiosk Concepts, Inc. (80% owned by TOSI), a New York corporation Soupman Franchise Company, Inc. (80% owned by TOSI), a Delaware corporation

November 30, 2011 NT 10-K

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53943 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53943 NOTIFICATION OF LATE FILING Check One: [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: August 31, 2011 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transitio

November 30, 2011 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2011 o TRANSITION REPORT PURSUANT TO SECTION 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC.

September 9, 2011 8-K

Unregistered Sales of Equity Securities

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): August 29, 2011 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number)

August 12, 2011 8-K

Entry into a Material Definitive Agreement

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): August 9, 2011 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number) (

August 12, 2011 EX-10.1

ENDORSEMENT AGREEMENT

Exhibit 10.1 CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED BASED UPON A REQUEST FOR CONFIDENTIAL TREATMENT WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION. THE NON-PUBLIC INFORMATION HAS BEEN FILED WITH THE COMMISSION. 1 ENDORSEMENT AGREEMENT This Agreement made as of July 29, 2011 (the “Effective Date”) between: Mine O’ Mine, Inc., a corporation incorporated under the laws of the S

July 15, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2011 o TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2011 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Exact n

May 25, 2011 8-K

Entry into a Material Definitive Agreement

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): May 20, 2011 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number) (IR

May 25, 2011 EX-10.2

THIS GUARANTY IS SECURED BY THE GRANT BY EACH UNDERSIGNED GUARANTOR OF A SECURITY INTEREST IN ALL OF THE ASSETS OF SUCH UNDERSIGNED GUARANTOR FOR THE BENEFIT OF LENDER (AS EACH TERM IS HEREINAFTER DEFINED). SECURED GUARANTY

Exhibit 10.2 THIS GUARANTY IS SECURED BY THE GRANT BY EACH UNDERSIGNED GUARANTOR OF A SECURITY INTEREST IN ALL OF THE ASSETS OF SUCH UNDERSIGNED GUARANTOR FOR THE BENEFIT OF LENDER (AS EACH TERM IS HEREINAFTER DEFINED). SECURED GUARANTY SECURED GUARANTY (this “Guaranty”), dated as of May 20, 2011, by THE ORIGINAL SOUPMAN, INC., a Delaware corporation (“TOSI”); INTERNATIONAL GOURMET SOUPS INC., a D

May 25, 2011 EX-10.1

FORBEARANCE AGREEMENT

Exhibit 10.1 FORBEARANCE AGREEMENT FORBEARANCE AGREEMENT, dated as of May 20, 2011 (the ?Effective Date?), by and among THE ORIGINAL SOUPMAN, INC., a Delaware corporation (?TOSI?); SOUPMAN, INC., a Delaware corporation (?Soupman?); INTERNATIONAL GOURMET SOUPS INC., a Delaware corporation (?International?); and PENNY FERN HART (?Lender?). W I T N E S S E T H: WHEREAS, Lender has previously made loa

May 25, 2011 EX-10.3

KEEPWELL AGREEMENT

Exhibit 10.3 KEEPWELL AGREEMENT AGREEMENT, dated as of May 20, 2011 (this “Agreement”), by SOUPMAN, INC., a Delaware corporation (“Soupman”), in favor of PENNY FERN HART (“Lender”). W I T N E S S E T H: WHEREAS, Lender has previously made loans to Soup Kitchen International, Inc. (“SKII”), and the loans are more fully described on Schedule I attached hereto (the “Loans”); WHEREAS, the Loans are cu

May 9, 2011 EX-99.1

1

Exhibit 99.1 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33

May 9, 2011 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 9, 2011 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number) (I

April 19, 2011 EX-10.2

A-1 CERFICATE OF REGISTRATION PRINCIPAL REGISTER

Exhibit 10.2 AGREEMENT This Agreement is made and entered into as of April 27, 2004, by and between INTERNATIONAL GOURMET SOUPS, INC. ("IGS"), a Delaware Corporation, KIOSK CONCEPTS, INC ("KIOSK"), a New York Corporation, a wholly owned subsidiary of IGS, both having an address at 120 New England Avenue, Piscataway, New Jersey 08854. YEGAN FOOD INC ("YFI"'), a New York Corporation, and all of its

April 19, 2011 EX-10.3

Amendment to Contract dated April 27, 2004, between IGS , KIOSK, AND AY,

Exhibit 10.3 Amendment to Contract dated April 27, 2004, between IGS , KIOSK, AND AY, Notwithstanding any language to the contrary in the Contract between the Parties, the Parties now hereby agree as follows: 1. Al Y hereby agrees to be known as the ?Soupman? of the Company. If any other position, or office in the Company is to be offered to Al Y, it will be accepted only in his sole discretion. A

April 19, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2011 o TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2011 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-53943 SOUPMAN, INC. (Ex

April 14, 2011 NT 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53943 NOTIFICATION OF LATE FILING

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12B-25 COMMISSION FILE NUMBER: 000-53943 NOTIFICATION OF LATE FILING Check One: o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: February 28, 2011 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-

March 31, 2011 CORRESP

SOUPMAN, INC. 1110 South Avenue, Suite 100 Staten Island, New York 10314 Telephone (212) 768-7687 March 31, 2011

SOUPMAN, INC. 1110 South Avenue, Suite 100 Staten Island, New York 10314 Telephone (212) 768-7687 March 31, 2011 VIA EDGAR United States Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attention: William H. Thompson Accounting Branch Chief Re: Soupman, Inc. Item 4.01 Form 8-K and Forms 8-K/A Filed on March 11, 2011, March 16, 2011 and March 30, 2011, respectively File No

March 28, 2011 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 7, 2011 Soupman, Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 7, 2011 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 000-53943 61-1638630 (Commission File Number)

March 28, 2011 CORRESP

GRACIN & MARLOW, LLP Chrysler Building 26th Floor 405 Lexington Avenue New York, New York 10174 Tel. (212) 907-6457 Fax (212) 208-4657

GRACIN & MARLOW, LLP Chrysler Building 26th Floor 405 Lexington Avenue New York, New York 10174 Tel.

March 28, 2011 EX-16.1

March 25, 2011

Exhibit 16.1 March 25, 2011 U.S. Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 RE: Soupman, Inc. File No.: 0-53943 We have read the statements under Item 4.01 of the Current Report on Form 8-K/A to be filed with the Securities and Exchange Commission on March 28, 2011 regarding the change of auditors. We agree with all statements pertaining to us. /s/ MaloneBailey,

March 16, 2011 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 7, 2011 Soupman, Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 7, 2011 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 005-85426 61-1638630 (Commission File Number)

March 16, 2011 EX-16.1

March 14, 2011 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549-6010 Dear Ladies and Gentlemen: We have read Item 4.01, and are in agreement with, the statements as they related to our firm being made by The Original Soup

Exhibit 16.1 March 14, 2011 U.S. Securities and Exchange Commission 100 F Street, NE Washington, DC 20549-6010 Dear Ladies and Gentlemen: We have read Item 4.01, and are in agreement with, the statements as they related to our firm being made by The Original Soupman, Inc. (the "company") in Item 4.01of its Form 8-K dated March 14, 2011, captioned "Changes in Registrant's Certifying Accountant." We

March 11, 2011 8-K

Current Report

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): March 7, 2011 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 005-85426 61-1638630 (Commission File Number) (I

March 11, 2011 EX-16.1

March 10, 2011

Exhibit 16.1 March 10, 2011 U.S. Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 RE: Soupman, Inc. File No.: 005-85426 We have read the statements under Item 4.01 of the Current Report on Form 8-K to be filed with the Securities and Exchange Commission on March 10, 2011 regarding the change of auditors. We agree with all statements pertaining to us. We have no basis

February 11, 2011 EX-99.2

The Original Soupman, Inc. and Subsidiaries and Soup Kitchen International, Inc. Consolidated Financial Statements September 30, 2010

Exhibit 99.2 The Original Soupman, Inc. and Subsidiaries and Soup Kitchen International, Inc. Consolidated Financial Statements (Unaudited) September 30, 2010 Salt Lake Office: 5296 South Commerce Drive, Suite 300 Salt Lake City, Utah 84107-5370 Telephone: (801)281-4700 Hong Kong Office: Max Share Centre, 373 King’s Road North Point, Hong Kong Telephone: 852-21-555-333 Kaysville Office: 1284 Flint

February 11, 2011 EX-99.1

The Original Soupman, Inc. and subsidiaries and Soup Kitchen International, Inc. Consolidated Audited Financial Statements December 31, 2009

Exhibit 99.1 The Original Soupman, Inc. and subsidiaries and Soup Kitchen International, Inc. Consolidated Audited Financial Statements December 31, 2009 Salt Lake Office: 5296 South Commerce Drive, Suite 300 Salt Lake City, Utah 84107-5370 Telephone: (801)281-4700 Hong Kong Office: Max Share Centre, 373 King’s Road North Point, Hong Kong Telephone: 852-21-555-333 Kaysville Office: 1284 Flint Mead

February 11, 2011 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 2, 2010 Soupman, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 2, 2010 Soupman, Inc. (Exact name of registrant as specified in charter) Delaware (State or other jurisdiction of incorporation) 005-85426 61-1638630 (Commission File Numbe

February 11, 2011 EX-99.3

SELECTED UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION

Exhibit 99.3 SELECTED UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION The following unaudited pro forma combined balance sheet and statement of operations and related notes are presented for informational purposes only to show the pro forma effects of the acquisition of The Original Soupman, Inc. (“OSM”). The pro forma combined statements of operations for the year ended August 31, 2010 and for

February 4, 2011 S-8

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 4, 2011. REGISTRATION NO. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 SOUPMAN, INC. (Exact na

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 4, 2011. REGISTRATION NO. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SOUPMAN, INC. (Exact name of registrant as specified in its charter) DELAWARE 61-1638630 (State or other jurisdiction of incorporation or organization) (I.R.S. Employe

February 4, 2011 EX-3.2

SOUPMAN, INC. ARTICLE I

Exhibit 3.2 BY-LAWS OF SOUPMAN, INC. ARTICLE I STOCKHOLDERS Section 1.1 Annual Meetings. An annual meeting of stockholders shall be held for the election of Directors at such date, time and place either within or without the State of Delaware as may be designated by the Board of Directors from time to time. Any other proper business may be transacted at the annual meeting. Section 1.2 Special Meet

February 4, 2011 EX-3.1

4902127 8100 101226382 /s/ Jeffrey W. Bullock, Secretary of State You may verify this certificate online at corp.delaware.gov/authver.shtml AUTHENTICATION: DATE: Jeffrey W. Bullock, Secretary of State 8455504 12-28-10

Exhibit 3.1 Delaware PAGE 1 The First State I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF INCORPORATION OF "SOUPMAN, INC.", FILED IN THIS OFFICE ON THE TWENTY-SECOND DAY OF DECEMBER, A.D. 2010, AT 7:46 O'CLOCK P.M. A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO THE NEW CASTLE COUNTY RECORD

February 4, 2011 EX-4.1

SOUPMAN, INC. 2010 STOCK INCENTIVE PLAN ARTICLE I

EXHIBIT 4.1 SOUPMAN, INC. 2010 STOCK INCENTIVE PLAN ARTICLE I GENERAL 1.1 Purpose The purpose of the Soupman, Inc. 2010 Stock Incentive Plan (the ?Plan?) is to provide an incentive for the employees, directors, and consultants to Soupman, Inc. (the ?Company?) and its subsidiaries an incentive: (a) to enter into and remain in the service of the Company, (b) to enhance the long-term performance of t

January 25, 2011 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q /A Amendment No. 1 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2010 o TRANSITI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q /A Amendment No. 1 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2010 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 005-8542

January 14, 2011 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2010 o TRANSITION REPORT PURSUANT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2010 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 005-85426 PASSPORT ARTS INC

January 6, 2011 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: o Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) x Definitive Information Statement PASSPORT ARTS INC. (Name of Registrant As Specif

December 23, 2010 PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) o Definitive Information Statement PASSPORT ARTS INC. (Name of Registrant As Specif

December 20, 2010 EX-3.2

Certificate of Designation (PURSUANT TO NRS 78.1955)

Exhibit 3.2 DEAN HELLER Secretary of State 204 North Carson Street, Suite 1 Carson City, Nevada 89701-4299 (776) 884 6708 Website: secretaryofstate.blz ABOVE SPACE IS FOR OFFICE USE ONLY Certificate of Designation (PURSUANT TO NRS 78.1955) Certificate of Designation For Nevada Profit Corporations (Pursuant to NRS 78.1955) 1. Name of corporation: Passport Arts, Inc. 2. By resolution of the board of

December 20, 2010 EX-3.1

AGREEMENT AND PLAN OF REORGANIZATION

Exhibit 3.1 AGREEMENT AND PLAN OF REORGANIZATION THIS AGREEMENT AND PLAN OF REORGANIZATION is dated December 16, 2010 (this “Agreement”), and is between The OriginalSoupman, Inc., a Delaware corporation (“OSM”), OSM Merge, Inc., a Delaware corporation and wholly owned subsidiary of Passport Arts, Inc. (“Merger Sub”), and Passport Arts, Inc., a Nevada corporation (“PPOR”). WHEREAS, the respective B

December 20, 2010 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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): November 2, 2010 Passport Arts, Inc. (Exact name of registrant as specified in charter) Nevada (State or other jurisdiction of incorporation) 005-85426 90-0529190 (Commission File Num

November 5, 2010 SC 14F1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14f-1 ______________________ PASSPORT ARTS, INC. (Exact name of registrant as specified in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14f-1 PASSPORT ARTS, INC. (Exact name of registrant as specified in its charter) Nevada 005-85426 90-0529190 (State or other Commission (IRS Employer jurisdiction of incorporation) file number Identification No.) 5147 Mountain Sights Montreal, Quebec, Canada H3W 2Y1 Registrant?s telephone number, including area code:

October 26, 2010 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2010 [ ] TRANSITION REPORT PURSUANT TO SEC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2010 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 005-85426 PASSPORT ARTS INC. (Exact

October 26, 2010 EX-14.1

Code of Ethics and Business Conduct

Passport Arts Inc.: Exhibit 14.1 - Filed by newsfilecorp.com PASSPORT ARTS INC. (the “Corporation”) CODE OF ETHICS AND BUSINESS CONDUCT FOR DIRECTORS, SENIOR OFFICERS AND EMPLOYEES OF THE CORPORATION (the “Code”) This Code applies to the Chief Executive Officer, President, Chief Financial Officer, Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer, Controller an

July 14, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2010 [ ] TRANSITION REPORT PURSUANT T

Passport Arts Inc.: Form 10-Q - Filed by newsfilecorp.com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 31, 2010 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fr

April 14, 2010 SC 13D

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 PASSPORT ARTS INC. (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 702848 102 (CUSIP Number) Asbed Palakian c/o Passport Arts Inc. 5147 Mountain Sights Montreal, Quebec, Canada H31 2Y1 Tel: 514.961.0140 (Name, Address and Telephone Number of Pers

April 14, 2010 EX-10.2

Transfer Agreement between Hrant Isbeceryan and Constantina Kefallinos

NONE OF THE SECURITIES TO WHICH THIS AGREEMENT RELATES HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE ?1933 ACT?), OR ANY U.

April 14, 2010 SC 13D

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 PASSPORT ARTS INC. (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 702848 102 (CUSIP Number) Asbed Palakian c/o Passport Arts Inc. 5147 Mountain Sights Montreal, Quebec, Canada H31 2Y1 Tel: 514.961.0140 (Name, Address and Telephone Number of Pers

April 14, 2010 8-A12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 PASSPORT ARTS INC. (Exact name of registrant as specified in its charter) Nevada (State of incorporation or organization) 90-0529190 (I.R.S. Employer Identification No.) 5147 Mountain Sights Montre

April 13, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Passport Arts Inc.: Form 10-Q - Filed by newsfilecorp.com UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2010 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition peri

February 2, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2009 [ ] TRANSITION REPORT PURSU

Filed by sedaredgar.com - Passport Arts Inc. - Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 2009 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition perio

January 12, 2010 424B3

533,500 Shares PASSPORT ARTS INC. Common Stock _________________________________

Filed pursuant to Rule 424(b)(3) Registration No. 333-162681 Prospectus 533,500 Shares PASSPORT ARTS INC. Common Stock The selling stockholders identified in this prospectus may offer and sell up to 533,500 shares of our common stock. The shares were acquired by the selling stockholders directly from our company in private placement offerings that were exempt from the registration requirements of

January 8, 2010 CORRESP

PASSPORT ARTS INC. 5147 Mountain Sights Montreal, Quebec H3W 2Y1 Canada Telephone: (514) 961-0140

Filed by sedaredgar.com - Passport Arts Inc. - Correspondence PASSPORT ARTS INC. 5147 Mountain Sights Montreal, Quebec H3W 2Y1 Canada Telephone: (514) 961-0140 January 8, 2010 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attention: Division of Corporation Finance Dear Sirs: Re: Passport Arts Inc. (the “Company”) Registration Statement on Form S

January 8, 2010 EX-21.1

Subsidiary List

Filed by sedaredgar.com - Passport Arts Inc. - Exhibit 21.1 Exhibit 21.1 List of Subsidiary of Passport Arts Inc. Passport Arts Inc., a Quebec corporation

January 8, 2010 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A PRE-EFFECTIVE AMENDMENT NO. 3 TO REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PASSPORT ARTS INC. (Exact name of registrant as specified in its charter) Neva

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A PRE-EFFECTIVE AMENDMENT NO. 3 TO REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PASSPORT ARTS INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 5960 (Primary Standard Industrial Classification Code Number) 90-0529190 (I.R.S. Emp

December 23, 2009 EX-21.1

Subsidiary List

Exhibit 21.1 List of Subsidiary of Passport Arts Inc. Passport Arts Inc., a Quebec corporation

December 23, 2009 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A PRE-EFFECTIVE AMENDMENT NO. 2 TO REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PASSPORT ARTS INC. (Exact name of registrant as specified in its charter) Neva

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A PRE-EFFECTIVE AMENDMENT NO. 2 TO REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PASSPORT ARTS INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 5960 (Primary Standard Industrial Classification Code Number) 90-0529190 (I.R.S. Emp

December 23, 2009 CORRESP

2

Filed by sedaredgar.com - Passport Arts Inc. - Correspondence James M. Halley Q.C., 2 Derek J. Mullan, Q.C. R. Stuart Wells M. Douglas Howard W.W. Lyall D. Knott, Q.C. William A. Ruskin, 1 Patrick A. Williams Alexander Petrenko Bernard Pinsky, 5 Roy A. Nieuwenburg William C. Helgason William D. Holder Nigel P. Kent, 1 Douglas W. Lahay David W. Kington Diane M. Bell Anne L.B. Kober R. Brock Johnsto

December 2, 2009 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A PRE-EFFECTIVE AMENDMENT NO. 1 TO REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PASSPORT ARTS INC. (Exact name of registrant as specified in its charter) Neva

Filed by sedaredgar.com - Passport Arts Inc. - Form S1/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A PRE-EFFECTIVE AMENDMENT NO. 1 TO REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PASSPORT ARTS INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 5960 (Primary Standard Indu

December 2, 2009 CORRESP

Re: Passport Arts Inc. Registration Statement on Form S-1 Filed October 26, 2009 File No. 333-162681

Filed by sedaredgar.com - Passport Arts Inc. - SEC Correspondence Reply Attention of Cam McTavish Direct Tel. 604.891.7731 EMail Address [email protected] Our File No. 35295-0001 / CW3025204.1 December 2, 2009 BY EDGAR AND COURIER Securities and Exchange Commission 100 F Street North East Washington, DC 20549 United States of America Attention: Mr. H. Christopher Owings Assistant Director Dear Mr. O

December 2, 2009 EX-21.1

Subsidiary List

Exhibit 21.1 List of Subsidiary of Passport Arts Inc. Passport Arts Inc., a Quebec corporation

October 26, 2009 EX-10.4

Form of Subscription Agreement used in private placement offerings that closed on February 7, 2009 and April 23, 2009

Filed by sedaredgar.com - Passport Arts Inc. - Exhibit 10.4 NONE OF THE SECURITIES TO WHICH THIS PRIVATE PLACEMENT SUBSCRIPTION RELATES HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES (AS DEFINED HEREIN) OR TO U.S.

October 26, 2009 EX-10.6

Online Marketing and Sales Agreement dated January 20, 2009 between Passport Arts Inc., a Quebec corporation, and Seven Arts Ltd.

October 26, 2009 EX-10.2

Subscription Agreement between our company and Constantina Kefallinos

NONE OF THE SECURITIES TO WHICH THIS PRIVATE PLACEMENT SUBSCRIPTION RELATES HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY U.

October 26, 2009 EX-3.2

BYLAWS OF PASSPORT ARTS INC. A Nevada Corporation ARTICLE I

Filed by sedaredgar.com - Passport Arts Inc. - Exhibit 3.2 BYLAWS OF PASSPORT ARTS INC. A Nevada Corporation ARTICLE I STOCKHOLDERS SECTION 1 Annual Meeting. Annual meetings of the stockholders of Passport Arts Inc. (the “Corporation”), shall be held on the day and at the time as may be set by the Board of Directors of the Corporation (the “Board of Directors”) from time to time, at which annual m

October 26, 2009 EX-3.1

Articles of Incorporation

Filed by sedaredgar.com - Passport Arts Inc. - Exhibit 3.1 SCHEDULE A TO ARTICLES OF INCORPORATION OF PASSPORT ARTS INC. Section 3. Capital Stock The aggregate number of shares that the Corporation will have authority to issue is Two Hundred Million (200,000,000), of which One Hundred Million (100,000,000) shares will be common stock (“Common Stock”), with a par value of $0.001 per share, and One

October 26, 2009 EX-10.7

Online Marketing and Sales Agreement dated May 20, 2009 between Passport Arts Inc. and Vasgen Degirmentas

Filed by sedaredgar.com - Passport Arts Inc. - Exhibit 10.7

October 26, 2009 EX-10.3

Subscription Agreement between our company and Hasmik Ginoyan

Filed by sedaredgar.com - Passport Arts Inc. - Exhibit 10.3 NONE OF THE SECURITIES TO WHICH THIS PRIVATE PLACEMENT SUBSCRIPTION RELATES HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES (AS DEFINED HEREIN) OR TO U.S.

October 26, 2009 EX-10.5

Office Rental Agreement dated December 15, 2008 between Passport Arts Inc., a Quebec corporation, and Lumisculpt Productions Inc.

Filed by sedaredgar.com - Passport Arts Inc. - Exhibit 10.5

October 26, 2009 S-1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PASSPORT ARTS INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of

Filed by sedaredgar.com - Passport Arts Inc. - Form S-1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 PASSPORT ARTS INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) 5960 (Primary Standard Industrial Classification Code Number) N

October 26, 2009 EX-10.1

Subscription Agreement between our company and Asbed Palakian

Filed by sedaredgar.com - Passport Arts Inc. - Exhibit 10.1 NONE OF THE SECURITIES TO WHICH THIS PRIVATE PLACEMENT SUBSCRIPTION RELATES HAVE BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES (AS DEFINED HEREIN) OR TO U.S.

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