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 16, 2019

 

MJ Holdings, Inc.

(Exact name of registrant as specified in its charter)

 

Nevada   333-167824   20-8235905
(State or other jurisdiction   (Commission File Number)   (IRS Employer
of incorporation)       Identification No.)

 

1300 South Jones Blvd., Las Vegas, NV 89146

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: 702-879-4440

 

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:

 

  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 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 8 - OTHER EVENTS

 

Item 8.01 Other Events

 

On April 1, 2019 the Company caused to be filed with the SEC Form 12b-25, “Notification of Late Filing” in connection with the Company’s annual financial report on Form 10-K, as of the date of this report the Company has been unable to complete its 10-K. Due to the dismissal of the Company’s former accountants and the resignation of the Company’s outside independent accounting firm on December 21, 2019 the Company’s management needs additional time to finalize the preparation of the Company’s financial statements and the Company’s independent registered public accounting firm requires additional time to complete its audit of the Company’s annual financial statements. The Company’s management estimates it will be able to complete its audit by or before May 15, 2019. As a result of the Company’s inability to timely file its 10- K, the Company is no longer considered to be timely or current in its filings under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

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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.

 

Date: April 16, 2019 MJ HOLDINGS, INC.
     
  By: /s/ Paris Balaouras
    Paris Balaouras
    Chief Executive Officer

 

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