Current Report Filing (8-k)
April 10 2018 - 10:19AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): April 10, 2018 (April 9, 2018)
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COATES
INTERNATIONAL, LTD.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-33155
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22-2925432
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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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Highway
34 & Ridgewood Road, Wall Township, New Jersey 07719
(Address of principal executive offices)
(732)
449-7717
(Registrant’s telephone number including area code)
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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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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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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. ☐
Forward Looking Statements
This Form 8-K and other reports filed by
Registrant from time to time with the Securities and Exchange Commission (collectively the “Filings”) contain or may
contain forward looking statements and information that are based upon beliefs of, and information currently available to, Registrant’s
management as well as estimates and assumptions made by Registrant’s management. When used in the filings the words “anticipate”,
“believe”, “estimate”, “expect”, “future”, “intend”, “plan” or the
negative of these terms and similar expressions as they relate to Registrant or Registrant’s management identify forward looking
statements. Such statements reflect the current view of Registrant with respect to future events and are subject to risks, uncertainties,
assumptions and other factors relating to Registrant’s industry, Registrant’s operations and results of operations and any businesses
that may be acquired by Registrant. Should one or more of these risks or uncertainties materialize, or should the underlying assumptions
prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended or planned.
Although Registrant believes that the expectations
reflected in the forward looking statements are reasonable, Registrant cannot guarantee future results, levels of activity, performance
or achievements. Except as required by applicable law, including the securities laws of the United States, Registrant does not
intend to update any of the forward-looking statements to conform these statements to actual results.
ITEM 5.02
Departure
of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
On April 9, 2018, the Registrant’s
board of directors elected Mr. Glenn Crocker to its board of directors which fills a current vacancy. He is 69 years old and earned
an MBA degree in Engineering Design. Mr. Crocker has been working for most of the past thirty-five years as a designer and design
engineer with various vehicle manufacturers including Ford Motor Company, British Leyland, Mercedes Benz, Volvo Cars, Saturn GM,
and BMW, among others. At the same time, Mr. Crocker was also elected to serve as Chairperson of the Registrant’s Audit Committee.
The registrant is anticipating contributions from Mr. Crocker, based on his extensive engineering background and experience in
the automobile industry.
He previously served on the Registrant’s
board of directors during the period from October 2007 to June 2009.
ITEM 9.01 Financial Statement and Exhibits.
(a) Financial Statements of Business Acquired.
N/A
(b) Pro Forma Financial Information.
N/A
(c) Exhibits.
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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COATES INTERNATIONAL, LTD.
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Dated: April 10, 2018
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By:
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/s/ George J. Coates
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George J. Coates
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Chief Executive Officer
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