Form 8-K - Current report

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

June 13, 2023

Date of Report (Date of earliest event reported)

The Greater Cannabis Company Inc.

(Exact Name of Registrant as Specified in Charter)

Florida

000-56027

30-0842570

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

15 Walker Ave, Suite 101
Baltimore, MD 21208

(Address of Principal Executive Offices)

(443) 738-4051

(Registrant’s telephone number, including area code)

N/A

(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):

☐	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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None

As used in this Current Report on Form 8-K (this “Current Report”), and unless otherwise indicated, the terms “the Company,” “GCAN,” “we,” “us” and “our” refer to Kinetic Group, Inc. and its subsidiaries.

Item 5.03

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Effective June 13, 2023, the Company amended its Articles of Incorporation to increase the voting power of its Series A Preferred Stock to 1.76 votes per share.

A copy of the Amendment to Articles of Incorporation is filed with this Current Report as Exhibit 3.1 and is incorporated herein by reference.

Item 9.01	Financial Statements and Exhibits.

(d)	Exhibits

Exhibit No		Description

3.1		Amendment to Articles of Incorporation dated June 4, 2023
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	The Greater Cannabis Company, Inc. a Florida corporation

Dated: August 16, 2023	By:	/s/ Aitan Zacharin
		Chief Executive Officer

Exhibit 3.1

AMENDMENT TO ARTICLES OF INCORPORATION

THE GREATER CANNABIS COMPANY, INC.

THE GREATER CANNABIS COMPANY, INC., a Florida corporation (the “Company”), acting pursuant to the Florida Business Corporation Act, does hereby submit the following amendment to its Articles of Incorporation:

FIRST: The name of the Corporation is THE GREATER CANNABIS COMPANY, INC.

SECOND: The Articles of Incorporation of the Corporation were filed with the Florida Secretary of State on January 13, 2017 and amended on August 28, 2018, March 8, 2019, September 27, 2019 and July 29, 2020 (as so amended, the “Articles”).

THIRD: Paragraph 4 of Article SECOND of the Certificate of Designation of Series A Preferred Stock set forth in an amendment to the Articles filed with the Florida Secretary of State on September 27, 2019, shall be amended to read in its entirety as follows:

“4. Voting. The shares of Series A Convertible Preferred Stock shall vote on all matters as a class with the holders of Common Stock and each share of Series A Convertible Preferred Stock shall be entitled to 1.76 votes per share.”

FOURTH: This Amendment to the Articles of Incorporation was approved by the Company’s sole director by written consent dated June 1, 2023. Shareholder approval of this Amendment was not required.

IN WITNESS WHEREOF, the Company has caused this Amendment to its Amended and Restated Articles to be executed by its Chief Executive Officer on this 4^th day of June, 2023

	THE GREATER CANNABIS COMPANY, INC. INC.

	By:	/s/ Aitan Zacharin
		Aitan Zacharin, Chief Executive Officer

Cover	Jun. 13, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jun. 13, 2023
Current Fiscal Year End Date	--12-31
Entity File Number	000-56027
Entity Registrant Name	The Greater Cannabis Company Inc.
Entity Central Index Key	0001695473
Entity Tax Identification Number	30-0842570
Entity Incorporation, State or Country Code	FL
Entity Address, Address Line One	15 Walker Ave
Entity Address, Address Line Two	Suite 101
Entity Address, City or Town	Baltimore
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	21208
City Area Code	(443)
Local Phone Number	738-4051
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false