Company Update

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 12, 2023   PARK CITY GROUP, INC. (Exact name of Registrant as specified in its Charter)   Nevada 001-34941 37-1454128 (State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identification No.)   5282 South Commerce Drive, Suite D292 , Murray , Utah 84107 (Address of principal executive offices)   ( 435 ) 645-2000 (Registrant’s Telephone Number)   Not Applicable (Former name or address, if changed since last report)   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))   Securities registered pursuant to Section 12(b) of the Act:   Title of each class Trading Symbol(s) Name of exchange on which registered Common stock , par value $0.01 per share PCYG Nasdaq Capital Market   Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2) Emerging growth company ☐     If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐          Item 8.01 Other Events.   On September 12, 2023, Park City Group, Inc. (the “ Company ”) issued a press release to announce the Company’s plans to commence the redemption and retirement of its Series B Convertible Preferred Stock and Series B-1 Preferred Stock (together, the “ Preferred Stock ”) for their stated value, or $10.70 for each share of Preferred Stock, resulting in an aggregate purchase price of $8,964,214 (the “ Preferred Redemption ”).  The Preferred Redemption is to occur over the next three years. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1.   The Preferred Stock is currently held by Randall K. Fields, the Company’s Chief Executive Officer, affiliates of Mr. Fields, and a director.   In accordance with General Instruction B.2 for Form 8-K, the information in this Form 8-K, including Exhibits 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.   Item 9.01 Financial Statements and Exhibits.   (d) Exhibits   Exhibit Number   Description 99.1   Press Release issued by Park City Group, Inc., dated September 12, 2023 104   Cover Page Interactive Data File (embedded within the Inline XBRL document)         SIGNATURES   Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.             PARK CITY GROUP INC.       September 12, 2023   /s/ John Merrill     John Merrill     Chief Financial Officer