Current Report Filing (8-k)
November 09 2016 - 4:21PM
Edgar (US Regulatory)
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): November
7, 2016
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OptimizeRx
Corporation
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(Exact
name of registrant as specified in its charter)
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Nevada
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000-53605
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26-1265381
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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400
Water Street, Suite 200, Rochester, MI
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48307
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
248.651.6568
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(Former
name or former address, if changed since last report)
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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:
☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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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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☐
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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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SECTION 2 –
Financial
Information
Item 2.02 Results of Operations and Financial
Condition.
On November 7, 2016, we issued a press release announcing the results
of operations for the quarter ended September 30, 2016.
The press release is furnished with this Current Report on Form
8-K as Exhibit 99.1. The information furnished under this Item 2.02 and Item 9.01 of this Current Report on Form 8-K, including
Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934,
as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any registration
statement or other filing under the Securities Act of 1933, as amended, regardless of any general incorporation by reference language
in such filing, except as shall be expressly set forth by specific reference in any such filing.
Section 8 – Other Events
Item 8.01 Other Events
On November 7, 2016, the Company held a conference
call to discuss the Company’s earnings for the quarter ended September 30, 2016 and other matters of business, a transcript
of which is furnished herewith as Exhibit 99.2 and is incorporated herein by reference.
The transcript is furnished with this Current Report on Form 8-K
as Exhibit 99.2. The information furnished under this Item 8.01 and Item 9.01 of this Current Report on Form 8-K, including Exhibit
99.2, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended,
or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any registration statement
or other filing under the Securities Act of 1933, as amended, regardless of any general incorporation by reference language in
such filing, except as shall be expressly set forth by specific reference in any such filing.
SECTION 9 –
Financial
Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
Exhibit No.
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Description
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99.1
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Press release, dated November 7, 2016
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99.2
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Transcript, dated November 7, 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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OptimizeRx
Corporation
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/s/
Douglas Baker
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Douglas Baker
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Chief Financial
Officer
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Date: November
9, 2016
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3
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