Current Report Filing (8-k)
December 20 2017 - 12:22PM
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)
December
20, 2017
LITHIUM EXPLORATION GROUP, INC.
(Exact name of registrant as specified in its charter)
Nevada
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333-175883
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06-1781911
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(State or other jurisdiction of
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(Commission File Number)
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(IRS Employer
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incorporation)
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Identification No.)
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3800 North Central Avenue, Suite 820, Phoenix,
Arizona
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85012
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code
(480)
641-4790
N/A
(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 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
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Amendments to Articles of Incorporation or
Bylaws; Change in Fiscal Year.
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Item 8.01
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Other Events
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On November 20, 2017, our Board of Directors approved a reverse
stock split of our issued and authorized shares of common and preferred stock on
the basis of 200 old shares for one (1) new share. We first announced the
reverse stock split in our Current Report on Form 8-K filed November 22, 2017.
On December 19, 2017 FINRA announced the reverse stock split on its Daily List,
and the action took effect at the open of business on December 20, 2017. Also
effective December 20, 2017 our trading symbol will be LEXGD. After 20 business
days, the symbol will change back to LEXG. Our new CUSIP is 53680P407.
As a result of the reverse stock split our issued and
outstanding share capital shall decreased from 4,433,023,053 shares of common
stock and 70,000,000 shares of Class C Preferred Stock to 22,165,142 shares of
common stock and 350,000 shares of Class C Preferred Stock, all with a par value
of $0.001 (which remains unchanged). Our authorized capital proportionately
decreased from 10,000,000,000 shares of common stock and 100,000,000 shares of
preferred stock to 50,000,000 shares of common stock and 5,000,000 shares of
preferred stock.
No fractional shares will be issued in connection with the
reverse stock split. Stockholders who otherwise would be entitled to receive
fractional shares because they hold a number of pre-reverse stock split shares
of the Companys common stock not evenly divisible by 200, will have the number
of post-reverse split shares of the Companys common stock to which they are
entitled rounded up to the nearest whole number of shares. No stockholders will
receive cash in lieu of fractional shares. Registered shareholders holding
shares through a brokerage account will have their shares automatically adjusted
to reflect the post reverse stock split amount. Registered shareholders holding
physical common share certificates will receive a letter of transmittal from the
Companys transfer agent, VStock Transfer, with specific instructions regarding
the exchange of their certificates. The above description of the reverse stock
split is a summary of the material terms thereof and is qualified in its
entirety by reference to the Certificate of Change regarding the reverse stock
split, a copy of which is attached hereto as Exhibit 3.1.
2
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.
LITHIUM EXPLORATION GROUP, INC.
/s/ Alex
Walsh
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Alex Walsh
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President and Director
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Date: December 20, 2017