Current Report Filing (8-k)
August 08 2017 - 4:03PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of Earliest Event Reported): August 7, 2017
PETROTERRA
CORP.
(Exact
name of registrant as specified in its charter)
Nevada
|
|
001-34970
|
|
26-3106763
|
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
980
N Federal Highway, Suite 304
Boca
Raton, Florida 33432
(Address
of Principal Executive Offices)
(561)
672-7068
(Issuer’s
telephone number)
(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 to 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))
|
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item
3.03
|
Material
Modification to Rights of Security Holders.
|
On August 7, 2017, PetroTerra
Corp. (the “
Company
”) filed an Amended and Restated Certificate of Designation, Preferences and Rights of the
Series A Convertible Preferred Stock (the “
Amended and Restated Certificate of Designation
”) amending and restating
certain provisions of the preferred stock designated as “Series A Convertible Preferred Stock”. Pursuant to the Amended
and Restated Certificate of Designation, provisions capping the amount of conversion shares to be issued by the Company to holders
of the Company’s Series A Convertible Preferred stock were amended and restated. The Amended and Restated Certificate of
Designation was approved by the requisite stockholders.
Item
5.03
|
Amendments
to Articles of Incorporation or Bylaws; Change in Fiscal Year.
|
On August 7, 2017, the
Company filed the Amended and Restated Certificate of Designation with the Nevada Secretary of State. The Certificate of Amendment
to Certificate of Designation is attached hereto as Exhibit 4.1 and incorporated herein by reference. The Amended and Restated
Certificate of Designation became effective upon filing with the Nevada Secretary of State.
Item
9.01
|
Financial
Statements and Exhibits.
|
(d)
Exhibits
Exhibit
No.
|
|
Description
|
4.1
|
|
Certificate
of Amendment to the Certificate of Designation, Preferences and Rights of the Series A Convertible Preferred Stock of PetroTerra
Corp., dated August 7, 2017.
|
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.
Dated:
August 8, 2017
|
PETROTERRA CORP.
|
|
|
|
|
By:
|
/s/ Steven Yariv
|
|
Name:
|
Steven Yariv
|
|
Title:
|
Chief Executive Officer
|
Transportation and Logis... (PK) (USOTC:TLSS)
Historical Stock Chart
From Mar 2024 to Apr 2024
Transportation and Logis... (PK) (USOTC:TLSS)
Historical Stock Chart
From Apr 2023 to Apr 2024