Current Report Filing (8-k)
September 23 2016 - 4:42PM
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
September 23, 2016 (September 22, 2016)
Date of Report (Date of earliest event reported)
MassRoots, Inc.
(Exact name of registrant as specified in its
charter)
Delaware
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000-55431
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46-2612944
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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1624
Market Street, Suite 201, Denver, CO
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80202
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(Address
of principal
executive
offices)
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(Zip
Code)
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(720)
442-0052
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(Registrant’s
telephone number, including area code)
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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):
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[
] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ] Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ] Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ] Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Unless otherwise provided in this Current
Report, all references to “we,” “us,” “our,” or the “Company” refer to the Registrant,
MassRoots, Inc.
Item 5.07
Submission of Matters to a Vote of Security
Holders
On September 22, 2016, a majority of the Company’s
shareholders, representing 55.6% of the issued and outstanding shares of the Company’s common stock as of September 15,
2016, approved and ratified, via written consent (“Written Consent”), the Company’s 2016 Equity Incentive Plan
(“2016 Plan”). The 2016 Plan reserves for issuance up to 6,000,000 shares of the Company’s common stock for
issuances in connection with, among other things, the recruitment and the retention of employees, directors and consultants.
The foregoing is only a brief description
of the 2016 Plan and does not purport to be a complete description of such 2016 Plan. For more information please refer to Exhibit
4.1, incorporated herein by reference
Pursuant to rules adopted by the Securities
and Exchange Commission under the Securities Exchange Act of 1934, as amended, an Information Statement on Schedule 14C (the “Information
Statement”) will be sent or given to the Company’s shareholders of record who did not execute the Written Consent
approving the 2016 Plan. The actions taken pursuant to the Written Consent, as outlined in the Information Statement, will become
effective on the date that is twenty (20) calendar days after the date the Information Statement is first sent or given to such
shareholders.
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits.
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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MassRoots, Inc.
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Date: September 23, 2015
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By:
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/s/ Isaac Dietrich
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Isaac Dietrich
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Chief Executive Officer
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