Current Report Filing (8-k)
October 09 2018 - 7:36AM
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) October 4, 2018
(October 4, 2018)
PREVENTION
INSURANCE.COM
(Exact
name of registrant as specified in its charter)
Delaware
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000-32389
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88-0126444
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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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Unit
604, Uptown 1, No.1
Jalan
SS21/58, Damansara
Uptown,
47400 Petaling Jaya
Selengor,
Malaysia 47400
(Address
of Principal Executive Offices) (Zip Code)
+60
3
7611 9238
Registrant’s
telephone number, including area code
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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☐
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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
3.03 Material Modification to Rights of Security Holders.
Item
8.01. Other Events.
Item
9.01. Financial Statements and Exhibits
On
October 4, 2018, the Company filed a Certificate of Amendment to Articles of Incorporation with the Nevada Secretary of State
(the “Amendment”) which effectuated the following corporate actions (“
Corporate Actions
”):
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a
reverse split of our outstanding common stock, $0.0001 par value, on a one (1) post-split share for ten (10) pre-split shares
basis, and
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increased
our authorized shares of common stock, $0.0001 par value, from 100,000,000 to 200,000,000.
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The
Corporate Actions became effective on October 4, 2018 (the “Effective Date”). As it relates to the reverse stock split,
on the Effective Date, every 10 shares of issued and outstanding common stock were converted into one share of common stock. No
fractional shares will be issued in connection with the reverse stock split. Instead, a holder of record of common stock on the
Effective Date who would otherwise be entitled to a fraction of a share will, in lieu thereof, be entitled to receive a whole
share of common stock.
The
forgoing description is a summary only, does not purport to set forth the complete terms of the Amendment, and is qualified in
its entirety by reference to the Amendment filed as Exhibit 3.1(iii) to this Current Report on Form 8-K.
On
October 9, 2018, FINRA will be announcing on its Daily List that the Company has effected the above described reverse stock split.
As a result of the reverse stock split, the number of issued and outstanding shares of the Company’s common stock was reduced
from
22,340,081
to
2,234,465
. The Company’s authorized shares will be increased to 200,000,000
shares as a result of the Corporate Action. The new CUSIP number for the Shares will be
741375307.
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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PREVENTION INSURANCE.COM
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(Registrant)
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/s/
Chee Chau Ng
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Chee Chau Ng
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Chief Executive Officer
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Date:
October 8, 2018
Prevention Insurance Com (PK) (USOTC:PVNC)
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