Current Report Filing (8-k)
April 11 2017 - 4:30PM
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
April 11, 2017 (April 11, 2017)
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, Denver, CO, Suite 201
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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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[
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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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As used in this Current Report, all references
to the terms “we”, “us”, “our”, “MassRoots” or the “Company” refer
to MassRoots, Inc., unless the context clearly requires otherwise.
Cautionary Note Regarding Forward-Looking
Statements
This Current Report on Form 8-K includes information
that may constitute forward-looking statements. These forward-looking statements are based on the Company’s current beliefs,
assumptions and expectations regarding future events, which in turn are based on information currently available to the Company.
By their nature, forward-looking statements address matters that are subject to risks and uncertainties. A variety of factors
could cause actual events and results, as well as the Company’s expectations, to differ materially from those expressed
in or contemplated by the forward-looking statements. Risk factors affecting the Company are discussed in detail in the Company’s
filings with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise any forward-looking
statement, whether as a result of new information, future events or otherwise, except to the extent required by applicable securities
laws.
Item 7.01
Regulation FD Disclosure.
On April 11, 2017, the Company began mailing
to all shareholders of record an investor update titled “MassRoots: Technology Platform for Cannabis Consumers and Businesses”,
dated April 2017 (the “Investor Update”). A copy of the Investor Update is filed as Exhibit 99.1 hereto, and is incorporated
herein by reference.
In connection with the Investor Update, the Company has
prepared an accompanying corporate overview titled “MassRoots: Technology Platform for Cannabis Consumers and Businesses”,
dated April 2017 (the “Corporate Overview”). A copy of the Corporate Overview is filed as Exhibit 99.2 hereto, and
is incorporated herein by reference.
The information furnished under this Item 7.01 of this Current Report on Form 8-K,
including Exhibit 99.1 and 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.
Item 9.01
Financial Statements and Exhibits.
The following exhibits are furnished as part
of this Current Report on Form 8-K:
(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: April 11, 2017
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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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