Amended Current Report Filing (8-k/a)
January 22 2018 - 04:09PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
January
22, 2018
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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(833)
467-6687
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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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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).
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[X]
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Emerging
growth company
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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. [
]
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EXPLANATORY
NOTE
The
purpose of this amendment (the “Amendment”) to MassRoots, Inc.’s (the “Company’s”) Current
Report on Form 8-K filed with the
U.S. Securities and Exchange Commission on January 16,
2018 (the “Original Form 8-K”) is to correct an error in the CFO Services Agreement (the “Agreement”)
filed as Exhibit 10.1 to the Original Form 8-K. The Agreement indicated that Jesus Quintero, the Company’s Chief Financial
Officer, will receive 250,000 shares
of the Company’s common stock which will vest over a period of one year from
the date of the Agreement rather than the entire issuance vesting upon the date of the Agreement.
Except
as described above, no other changes to the Original Form 8-K have been made. The Amendment continues to speak as of the date
of the Original
Form 8-K
, and we have not updated the disclosures contained therein
to reflect any events which occurred at a date subsequent to the filing of the Original Form 8-K. The filing of this Amendment
shall not be deemed to be an admission that the Original Form 8-K, when made, included any untrue statement of a material fact
or omitted to state a material fact necessary to make a statement not misleading.
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Item
9.01
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Financial
Statements and Exhibits.
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(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: January 22, 2018
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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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