Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 5, 2015

CANNLABS, INC.

(Exact Name of Registrant as Specified in Its Charter)

Nevada		333-155318		20-5337455
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

3888 E. Mexico Ave., Suite 202, Denver, CO 80210

(Address of Principal Executive Offices) (Zip Code)

(303) 309-0105

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

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

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

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

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

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

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On August 5, 2015, Mark Rogers resigned his position as Chairman and as a director of CannLabs, Inc. (the “Company”). Mr. Rogers also served as a member of the Company’s Audit Committee and Compensation Committee. Mr. Rogers’ resignation was not a result of any disagreement with the Company over policies, practices, or procedures.

On August 5, 2015, Kenneth Johnsen resigned his position as a director of the Company. Mr. Johnson also served as a member of the Company’s Compensation Committee. Mr. Johnson’s resignation was not a result of any disagreement with the Company over policies, practices, or procedures.

On August 7, 2015, the Company’s Board of Directors elected Mark Mirken to the offices of Chairman and Chief Executive Officer of the Company. At the time of his appointment, Mr. Mirken was serving as Vice-Chairman of the Company’s Board and was serving as a consultant to the Company. Mr. Mirken previously served as the Company’s Chief Executive Officer from July 14, 2014 through June 15, 2015.

Mr. Mirken is the former Chief Executive Officer of Millennium Biotechnologies/Inergetics where he served from 2005 to 2012. Inergetics is a leading developer of advanced proprietary nutritional products that improve overall health, physical recovery, athletic performance and quality of life for patients and consumers. Mr. Mirken joined TurboChef Technologies, Inc. in 2000 to lead the global sales division that took the company to be a world leader in technology, equipment and services for high-speed food preparation. He then went on to serve the company as President and Chief Operating Officer from 2002 to 2005. Subsequent to 2012 and prior to joining CannLabs, Mr. Mirken was performing management consulting services. In 2013, Mr. Mirken filed a petition under Chapter 11 of the United States Bankruptcy Code. Mr. Mirken has over 25 years of senior management experience that has allowed him to lead companies through startup, growth, capital restructuring, capital raising and branding initiatives.

Item 8.01 Other Events

October 6, 2015, the Company issued a press release regarding the the appointment of Mr. Mirken. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibit.

(d) Exhibits

99.1 Press Release, dated October 6, 2015, issued by the Company.

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.

	CannLabs, Inc.


Date: October 7, 2015	By:	/s/ Mark Mirken
		Mark Mirken
		Chief Executive Officer

Exhibit 99.1

FOR IMMEDIATE RELEASE:

William Livermore

Public Relations

917-620-0774

William.livermore@cannlabs.com

www.cannlabs.com

Mark Mirken Resumes Role As CEO of CannLabs

DENVER, CO October 6, 2015 The Board of Directors of CannLabs, Inc. (OTC Pink CANL) the leading provider of proprietary, cloud-based analytics and scientific testing methodologies relating to cannabis, announced today that Vice Chairman Mark Mirken has rejoined the company as Chief Executive Officer. He has also been elected Chairman of the Board of Directors, replacing Mark Rogers who has stepped down from the Board of Directors. Mr. Mirken is a highly accomplished marijuana industry executive, who served as CEO of CannLabs until earlier this year. In April, Mirken assumed a consulting role in order to focus on strategic partnerships and new business development as well as serving as Vice Chairman of the CannLabs board.

Joseph Albaugh, of the Company's Board of Directors, said, "We are fortunate to have someone with Mark's proven experience and leadership abilities to take the reins at the Company at this important time. He is well-positioned to quickly analyze the situation CannLabs faces and take steps to improve the Company's performance."

Mr. Mirken added, "My plan is to immediately engage with the Company's customers, team members, vendors and shareholders, to understand their needs, views and insights. With that knowledge, I will work with the leadership team and the Board to develop and clearly articulate a game plan to establish a foundation for future success."

Mr. Albaugh added, "On behalf of the Board of Directors, we would like to thank Mark Rogers for his contributions while on the CannLabs board and wish him the best in his future endeavors."

3888 E. Mexico Avenue, Suite 202 | Denver, CO 80210 | 303.309.0105

ABOUT CANNLABS

CannLabs, Inc., is a respected authority and advisor to commercial, governmental and educational entities focused on the Cannabis industry. The company leverages its propriety scientific, testing processes, cloud-based business intelligence and data/analytics as well as consulting services to garner revenues from legalized Cannabis states and their constituents.

Through Carbon Bond Holdings Inc. and the state certified labs it has relationships with, CannLabs delivers best practices around products, services and business intelligence focused on the Cannabis industry.

CannLabs customers include states that currently have legalized medical or recreational Cannabis along with their associated growers, dispensaries, manufacturers of edibles, and residential consumers seeking information on cannabis.

For more information visit www.cannlabs.com.

Safe Harbor Statement

All statements herein other than statements of historical facts are forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These statements are based upon our current expectations and speak only as of the date hereof. Such statements are not guarantees of future performance and are subject to known and unknown risks and uncertainties that could cause our actual results to differ materially from those expressed or implied in such forward-looking statements. Such factors include, but are not limited to, our ability to raise additional capital, our limited operating history and revenue, our ability to attract and retain qualified personnel, our ability to develop new services, market acceptance of our services, legislative, regulatory and competitive developments in our industry, general economic conditions, as well as other factors set forth in our filings with the SEC.

CONTACT:

Company

William Livermore

Public Relations

917-620-0774

william.livermore@cannlabs.com

www.cannlabs.com

SOURCE: CannLabs, Inc.

3888 E. Mexico Avenue, Suite 202 | Denver, CO 80210 | 303.309.0105

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