Current Report Filing (8-k)
December 12 2018 - 4:12PM
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 12, 2018 (December 7, 2018)
QUEST
SOLUTION, INC.
(Exact
name of registrant as specified in charter)
Delaware
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000-09047
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20-3454263
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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860
Conger Street, Eugene, OR 97402
(Address
of Principal Executive Offices) (Zip Code)
(714)
899-4800
(Registrant’s
Telephone Number, Including Area Code)
Not
Applicable
(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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[ ]
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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 mart 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
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
On March 08, 2018,
Quest
Solution, Inc. (
the “Company”) adopted
an Equity Incentive Plan (the “Plan”), amended as of October 31, 2018, as an incentive to retain in the employ of
and as directors, officers, consultants, advisors and employees to the Company. Pursuant to the Plan, sixteen million (16,000,000)
shares of the Company’s common stock, par value $0.001 (the “Shares”), was set aside and reserved for
issuance.
On December 7, 2018, the Board of Directors (the “Board”) of the Company granted options (the
“Options”) to purchase a total of 2,955,000 Shares at an exercise price of $0.27 per share. Of the 2,955,000 total
Options granted, (i) Options to purchase 600,000 Shares were granted to the Company’s Chief Executive Officer; (ii) Options
to purchase 200,000 Shares were granted to the Company’s Chief Financial Officer; and (iii) Options to purchase 200,000 Shares
were granted to each non-officer director. One-half of the shares vested immediately on December 7, 2018 and the other one-half
shall vest on June 7, 2018. The Options have an expiration date of December 7, 2023. The closing price of the Company’s common
stock on December 6, 2018 was $0.23.
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.
Date:
December 12, 2018
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QUEST
SOLUTION, INC.
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By:
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/s/
Shai S. Lustgarten
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Shai
S. Lustgarten
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President
and CEO
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