Current Report Filing (8-k)
August 09 2017 - 1:33PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C.
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):
August 7, 2017
Life
Clips, Inc.
(Exact Name of Registrant as Specified in its
Charter)
Wyoming
(State or other jurisdiction of incorporation)
333-198828
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46-2378100
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(Commission
File Number)
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(IRS Employer
Identification No.)
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Harbour Centre, 18851 NE 29th Ave., Suite
700, Aventura, FL 33180
(Address of principal executive offices) (Zip
Code)
(800) 292-8991
(Registrant’s telephone number, including
area code)
(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 (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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Item 3.03 Material Modification to Rights of
Security Holders.
The disclosure set forth
in Item 5.03 is incorporated herein by reference.
Item 5.03 Amendments to Articles of
Incorporation or Bylaws; Change in Fiscal Year
As disclosed on the Form
8-K filed by Life Clips, Inc. (the “Company”) on May 25, 2017, the Company recently amended its Articles of Incorporation
to designate a newly created Series A Preferred Stock of the Company (the “Series A Stock”).
The Series A Stock originally
had 100 votes on any matter submitted to the shareholders of the Company. Effective as of June 2, 2017, the Company amended its
Articles of Incorporation by amending the Certificate of Designation for the Series A Stock to increase the number of votes that
each share of Series A Stock has to 200 votes. Effective as of August 7, 2017, the Company again amended its Articles of Incorporation
by amending the Certificate of Designation for the Series A Stock to increase the number of votes that each share of Series A Stock
has to 400 votes.
The
information set forth above is qualified in its entirety by reference to the actual terms of the Second Amended and Restated Certificate
of Designation of Preferences, Rights and Limitations of Series A Preferred Stock of Life Clips, Inc. (the “Certificate of
Designation”) attached hereto as Exhibit 3.1 and which is incorporated herein by reference.
The
Certificate of Designation for the Series A Stock is attached hereto as Exhibit 3.1.
Item 9.01 Financial Statements and Exhibits.
Exhibit No.
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Description of Exhibit
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3.1*
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Second Amended and Restated Certificate of Designation of Preferences, Rights and Limitations of Series A Preferred Stock of Life Clips, Inc.
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* Filed herewith.
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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LIFE CLIPS, INC.
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Dated: August 9, 2017
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/s/
Victoria Rudman
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Victoria Rudman, Chief Financial Officer
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Ex. 3.1 Second Amended and Restated Certificate of Designation of
Preferences, Rights and Limitations of Series A Preferred Stock of Life Clips, Inc.