Current Report Filing (8-k)
February 15 2018 - 6:14AM
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):
February 14, 2018 (February 12, 2018)
HealthLynked
Corp.
(Exact Name of Registrant as Specified in its Charter)
Commission File No.: 000-55768
Nevada
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47-1634127
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(State of Incorporation)
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(I.R.S. Employer Identification No.)
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1726 Medical Blvd., Suite 101, Naples, Florida
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34110
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(Address of Principal Executive Offices)
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(ZIP Code)
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(239)
513-9022
(Registrant’s Telephone Number, Including
Area Code)
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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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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☐
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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.
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Item 3.02
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Unregistered Sales of Equity Securities.
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On February 12, 2018,
the Company issued a warrant to purchase 6,678,462 shares of common stock (the “Warrant”) to Chief Executive Officer
and Chairman Dr. Michael Dent as an inducement to (i) extend the maturity dates of up to $439,450 loaned by Dr. Dent to the Company
in 2017 and 2018 in the form of unsecured promissory notes, including $75,000 loaned from Dr. Dent to the Company in January 2018
to allow the Company to retire an existing convertible promissory note payable to Power-up Lending Group Ltd. before such convertible
promissory note became eligible for conversion, and (ii) provide continued loans to the Company.
The warrant is immediately
exercisable at an exercise price of $0.065 per share, subject to adjustment, and expires five years after the date of issuance.
The foregoing description
of the Warrant is not complete and is qualified in its entirety by reference to the full text of the Form of Warrant, a copy of
which is filed as Exhibit 4.1 to this Current Report and incorporated by reference herein.
Item 9.01.
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Financial Statements and Exhibits.
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(d)
Exhibits.
SIGNATURE
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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HealthLynked Corp.
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Dated: February 14, 2018
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By:
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/s/ George O’Leary
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George O’Leary
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Chief Financial Officer
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2
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