Current Report Filing (8-k)
January 06 2022 - 4:51PM
Edgar (US Regulatory)
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0001417926
2021-12-31
2021-12-31
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xbrli:shares
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xbrli:shares
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 31, 2021
INVO
BIOSCIENCE, INC.
(Exact
name of registrant as specified in charter)
Nevada
|
|
001-39701
|
|
20-4036208
|
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
5582
Broadcast Court
Sarasota,
Florida
|
|
34240
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (978) 878-9505
(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)
|
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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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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
|
|
Trading
symbol(s)
|
|
Name
of each exchange on which registered
|
Common
Stock, $0.0001 par value per share
|
|
INVO
|
|
The
Nasdaq Stock Market LLC
|
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities 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. ☐
Item
1.01
|
Entry
into Material Definitive Agreement
|
On December 31, 2021, we entered into a Second Amendment
to Stock Purchase Agreement (the “Second Amendment) with Paradigm Opportunities Fund, LP, pursuant to which we amended that
certain Stock Purchase Agreement (the “Agreement’) entered into on October 1, 2021 under which we agreed to sell Paradigm
600,703 shares (the “Shares”) of our common stock, par value $0.0001 per share for a purchase price of $3.329 per share for
an aggregate purchase price of $1,999,740.29 with a closing date of November 30, 2021. The Agreement was originally amended by an
Amendment to Stock Purchase Agreement which extended the closing date to December 31, 2021. The Second Amendment further extended
the closing date until January 31, 2022.
The foregoing summary of the Second Amendment
does not purport to be complete and is qualified in its entirety by reference to the full text of the Second Amendment, a copy
of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
Item
9.01
|
Financial
Statements and Exhibits
|
(d)
Exhibits.
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 thereunto duly authorized.
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INVO
BIOSCIENCE, INC.
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|
|
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By:
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/s/
Steven Shum
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Name:
|
Steven
Shum
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|
Title:
|
Chief
Executive Officer
|
|
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|
Dated:
January 6, 2022
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|
|
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