Current Report Filing (8-k)
March 04 2019 - 08:01AM
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 13, 2019
JAKROO
INC.
(Exact
name of registrant as specified in its charter)
Nevada
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333-217412
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86-1565811
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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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5906
Stoneridge Mall Road
Pleasanton,
CA
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94588
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
(800) 485-7067
(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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[ ]
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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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Emerging
growth company [X]
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
7.01
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Regulation
FD Disclosure
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On
February 13, 2019, in lieu of a meeting of the Board of Directors (the “
Board
”) of Jakroo Inc., a Nevada corporation
(the “
Company
”) and in lieu of a meeting of the Company’s stockholders, respectively, and pursuant to
Sections 78.315, 78.320 and 78.390 of the Nevada Revised Statutes, the Board and Kustellar LLC, an affiliate of the Company’s
Chief Executive Officer, President and Chairman of the Company and the holder of approximately 81.5% of the Company’s outstanding
shares of common stock, par value $0.01 per share (the “
Common Stock
”) as of that date, approved an amendment
to the Company’s 2016 Equity Incentive Plan (the “
Plan
”) to, among other items, increase the number of
shares of Common Stock reserved and available for issuance under the Plan to 15,000,000 shares of Common Stock.
Attached
hereto as Exhibit 99.1 is the Company’s notice to its stockholders with regard to the above referenced corporate action.
The Company does not have securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the
“
Act
”) and therefore is not subject to the filing requirements related to proxy statements under Section 14
of the Act.
The
information in this Item 7.01 and in the related exhibit to this Current Report is being furnished and shall not be deemed “filed”
for the purpose of Section 18 of the Act, or otherwise subject to the liabilities of that section. The information under Item
7.01 and in exhibits hereto shall not be incorporated by reference into any registration statement or other document pursuant
to the Securities Act of 1933, as amended.
Item
9.01.
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Financial
Statements and Exhibits.
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
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Jakroo
Inc.
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Date:
March 4, 2019
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By:
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/s/
Weidong (Wayne) Du
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Weidong
(Wayne) Du
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Chief
Executive Officer
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Jakroo (GM) (USOTC:JKRO)
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