Current Report Filing (8-k)
July 01 2019 - 8:24AM
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): June 25, 2019
ARIZONA
GOLD AND ONYX MINING COMPANY
(Exact
name of registrant as specified in its charter)
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UTAH
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333-127953
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87-0442090
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(State or Other Jurisdiction
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(Commission
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(I.R.S. Employer
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of Incorporation)
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File Number)
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Identification No.)
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1627
WEST 14TH STREET, LONG BEACH, CA 90813
(Address
of principal executive offices) (Zip Code)
Registrant's
telephone number, including area code 1-714-609-9117
(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 General Instruction A.2. below):
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:
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☐
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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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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
5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
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(a)
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If
a registrant with a class of equity securities registered under Section 12 of the Exchange
Act (15 U.S.C. 78
l
) amends its articles of incorporation or bylaws and a proposal
for the amendment was not disclosed in a proxy statement or information statement filed
by the registrant, disclose the following information:
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(1)
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the
effective date of the amendment; and
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(2)
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a
description of the provision adopted or changed by amendment and, if applicable, the
previous provision.
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On
June 24,2019, the Company’s Board of Directors and a majority of our shareholders approved an amendment to our Articles
of Incorporation changing our corporate name to “Nunzia Pharmaceutical Corporation”. In addition, the Company’s
Board of Directors and a majority of our shareholders also approved a reverse split of the Company’s common stock on the
basis of 1 share for every 7,000 shares held.
On
June 25, 2019 the Company filed with the State of Utah an Amendment to the Articles of Incorporation the above changes were Approved
and Adopted.
Please
refer to EXHIBIT 1: State of Utah Department of Commerce Approval and Confirmation of the changes to the Company’s Articles
of Incorporation attached to this report.
The
Company will announce the completion of FINRA's review, and the effectiveness of the name change and reverse split by filing a
subsequent report in compliance with SEC guidelines.
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.
Arizona
Gold and Onyx Mining Company
By:
Michael Mitsunaga
/s/ Michael Mitsunaga
President
Date:
June 25, 2019
EXHIBIT
1:
State
of Utah Department of Commerce Confirmation and Approval of changes to the Company’s Articles of Incorporation.