Current Report Filing (8-k)
February 22 2019 - 12:02PM
Edgar (US Regulatory)
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 22, 2019
MOJO Organics Inc
(Exact name of registrant as specified in its charter)
Delaware
|
000-55269
|
26-0884348
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
185
Hudson Street, Floor 25
Jersey
City, New Jersey
|
07302
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code:
201 633 6519
__________________________________________________
(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:
☐
|
Written
communications pursuant to Rule 425 under the Securities Act (17CFR 230.425)
|
|
|
☐
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
☐
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
☐
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
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. ☐
SECTION
5. CORPORATE GOVERNANCE AND MANAGEMENT
Item
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
On
February 22, 2019, our Board of Directors resolved to terminate our 2012 Incentive Plan (the “Plan”), which allowed
the issuance of 2,050,000 securities to our officers, directors and consultants as incentive compensation.
Immediately
prior to terminating the Plan, our Board of Directors resolved to exchange outstanding options to purchase 35,000 shares of our
common stock with each of our Directors, Jeff Devlin and Robert Kaufman, for 35,000 shares of common stock as an award of restricted
stock to each of Messrs. Devlin and Kaufman.
We
also permitted our CEO and Director, Glenn Simpson, to exercise his option to purchase 222,000 shares of our common stock with
an exercise price of $0.255, by paying the exercise price for the option in the amount of $56,610 in debt owed by our company
to Mr. Simpson.
On
January 24, 2019 our Board of Directors resolved to terminate our 2015 Incentive Plan which allowed the issuance of 1,500,000
securities to our officers, directors and consultants as incentive compensation.
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.
MOJO
Organics Inc
/s/
Glenn Simpson
Glenn
Simpson
Chairman and Chief Executive Officer
Date:
February 22, 2019
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