Current Report Filing (8-k)
December 02 2020 - 6:01AM
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 1, 2020
BARFRESH
FOOD GROUP INC.
(Exact
name of registrant as specified in its charter)
Delaware
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000-55131
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27-1994406
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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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3600
Wilshire Boulevard Suite 1720, Los Angeles, California 90010
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (310) 598-7113
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:
[ ]
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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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Securities
registered pursuant to Section 12(b) of the Act: None
Securities
registered pursuant to Section 12(g) of the Act:
Title
of each class
Common
stock, $0.000001 par value
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule
12b-2 of the Securities Exchange Act of 1934.
Emerging
growth company [X]
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
5.07 Submission of Matters to a Vote of Security Holders.
As
previously disclosed in the Information Statement dated November 6, 2020 of Barfresh Food Group Inc. (the “Company”),
the holders of a majority of the Company’s outstanding voting power (the “Consenting Stockholders”) took certain
actions by written consent in lieu of an annual meeting, which became effective on December 1, 2020.
The
Consenting Stockholders consented to (i) the election of members to the Company’s board of directors (the “Board”),
(ii) ratification of the appointment of Eide Bailly LLP as the Company’s independent registered public accounting firm for
the fiscal year ending December 31, 2020, and (iii) the approval of a reverse stock split of the Company’s issued and outstanding
shares of Common Stock at a ratio in the range of 1-for-2 to 1-for-40, with such ratio to be determined in the discretion of the
Board and with such reverse stock split to be effected at such time and date as determined by the Board in its sole discretion
(but in no event later than December 31, 2021).
Riccardo
Delle Coste, Steven Lang, Arnold Tinter, Joseph Cugine, Alexander H. Ware, Isabelle Ortiz-Cochet, and Justin Borus, who were serving
on the Board were re-elected.
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 duly authorized.
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Barfresh
Food Group Inc.,
a
Delaware corporation
(Registrant)
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Date:
December 2, 2020
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/s/
Raffi Loussararian
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By:
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Raffi
Loussararian
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Its:
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VP
Finance
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