Current Report Filing (8-k)
August 05 2016 - 6:11AM
Edgar (US Regulatory)
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 4, 2016
VAPOR
CORP.
(Exact name of registrant as specified in
its charter)
Delaware
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001-36469
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84-1070932
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(State or Other Jurisdiction
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(Commission
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(I.R.S. Employer
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of Incorporation)
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File Number)
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Identification No.)
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3001 Griffin Road
Dania Beach, Florida 33312
(Address of
Principal Executive Office) (Zip Code)
(888) 766-5351
(Registrant’s
telephone number, including area code)
Check the appropriate box below if the
Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨
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 5.03 Amendments to Articles of Incorporation or Bylaws;
Change in Fiscal Year.
On August 4, 2016, Vapor Corp. (the “
Company
”)
held a special meeting (the “
Special Meeting
”) of its stockholders. At the Special Meeting, the stockholders
approved an amendment to the Company’s Amended and Restated Certificate of Incorporation (the “
Certificate of Incorporation
”)
to increase the number of authorized shares of the Company’s common stock from 5,000,000,000 shares, par value $0.0001, to
750,000,000,000, par value $0.0001 (the “
Authorized Share Increase
”).
On August 4, 2016, the Company filed a Certificate of Amendment
to its Certificate of Incorporation with the Secretary of State of the State of Delaware, which will effect the Authorized Share
Increase immediately.
Item 5.07 Submission of Matters to a Vote of Security Holders.
At the Special Meeting, stockholders representing 190,632,428
(85.02%) shares of the Company’s issued and outstanding shares of common stock were present in person or by proxy, representing
a quorum for the purposes of the Special Meeting. The matters voted on at the Special Meeting and the results of the votes were
as follows:
The stockholders approved approved an amendment to
the Certificate of Incorporation to effect the Authorized Share Increase.
FOR
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AGAINST
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ABSTAIN
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BROKER
NON-VOTES
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186,041,790
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4,589,726
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912
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—
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Item 8.01
Other Events
On August 4, 2016, the Company issued a press release announcing
the results of its Special Meeting of Stockholders. A copy of the press release is included as Exhibit 99.1 to this Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number
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Description
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3.1
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Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Vapor Corp.
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99.1
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Press release dated August 4, 2016
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SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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VAPOR CORP.
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Date: August 4, 2016
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By:
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/s/ Jeffrey E. Holman
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Jeffrey E. Holman
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Chief Executive Officer
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EXHIBIT INDEX
Exhibit Number
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Description
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3.1
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Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Vapor Corp.
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99.1
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Press release dated August 4, 2016
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