Current Report Filing (8-k)
March 13 2018 - 4:57PM
Edgar (US Regulatory)
SECURITIES
AND EXCHANGE COMMISSION
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):
March 13, 2018
AMERICAN
CANNABIS COMPANY, INC.
(Exact
Name of Registrant as Specified in its Charter)
Delaware
(State
or other jurisdiction of incorporation or organization)
|
Commission
File Number
000-26108
|
90-1116625
(I.R.S.
Employer
Identification
Number)
|
5690
Logan St # A, Denver, Colorado 80216
(Address
of Principal Executive Offices and Zip Code)
(303)
974-4770
(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 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))
|
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
(d)
On March 13, 2018, the Company’s Board of Directors appointed Tad Mailander as a director. There is no arrangement or understanding
between Mr. Mailander and any other persons, pursuant to which Mr. Mailander was selected as a director. Since the beginning of
the Company’s last fiscal year, Mr. Mailander has not been a party to any transaction with the Company wherein he would
have a direct or indirect material interest in an amount exceeding $120,000.00. Mr. Mailander is not expected to be named on any
existing or proposed board committee. Consistent with the Company’s 2018 directorial compensation policy, Mr. Mailander
will receive no compensation for his participation on the Board of Directors for 2018. Mr. Mailander is a principal of Mailander
Law Office, Inc., the Company’s legal counsel.
Item
5.03(a) Amendments to Articles of Incorporation or Bylaws.
On
March 13, 2018, the Company’s Board of Directors met in a Special Meeting pursuant to Sections 3.10 and 3.16 of the Company’s
By-Laws. The purpose of the meeting was to entertain a proposal to amend the Company’s By- Laws pursuant to the Company’s
Articles of Incorporation, current by laws and the General Corporation Law of the State of Delaware.
The
Board met and considered amending the Company’s By-Laws in order to update the by-laws with current Delaware law. The Board
received and considered amended By-Laws and adopted them by unanimous written consent.
Section
9 - Financial Statements and Exhibits
Item
9.01 Financial Statements and Exhibits.
Exhibit
Index:
Exhibit
Number
Description
EX
– 3(ii)
By Laws, As Amended, March 13, 2018
EX—99.1
Unanimous Written Consent of Board of Directors
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
March 13, 2018
AMERICAN
CANNABIS COMPANY, INC.
Registrant
By:
/s/
Terry Buffalo
Terry
Buffalo
Principal
Executive Officer
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