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 19, 2015

 

Comission File Number 333-154989

 

ENTEST BIOMEDICAL, INC.

(Exact Name of Company as Specified in Charter)

 

Nevada 26-3431263
(State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.)
   
4700 Spring Street, Suite 304, La Mesa California 91942
(Address of principal executive offices) (Zip Code)

619-702-1404
(Company’s telephone number, including area code)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 3.02 Unregistered Sales of Equity Securities

 

On May 19, 2015 Entest BioMedical, Inc. ( the Company”) the Company issued 200,000,000 shares of the Company’s Common Stock ( “Shares”) to the Sherman Family Trust in satisfaction of $20,000 of indebtedness owed to the Trust by the Company.

 

The Shares were issued pursuant to Section 4(a) (2) of the Securities Act of 1933, as amended (the “Act”). No underwriters were retained to serve as placement agents for the sale. The shares were sold directly through our management. No commission or other consideration was paid in connection with the sale of the shares. There was no advertisement or general solicitation made in connection with this Offer and Sale of Shares.

 

SIGNATURE

 

 

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.

 

  ENTEST BIOMEDICAL, INC.
   
Dated: May 21, 2015 By: /s/ David Koos
  David Koos
  Chief Executive Officer

 

 

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