Current Report Filing (8-k)
February 07 2019 - 6:09AM
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 6, 2019
TARONIS
TECHNOLOGIES, INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
|
001-35586
|
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26-0250418
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(State or other jurisdiction
of incorporation)
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|
(Commission
File Number)
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|
(IRS
Employee
Identification No.)
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11885
44th Street North
Clearwater,
FL 33762
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code:
(727) 934-3448
(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):
[ ]
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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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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. [ ]
Item
8.01 Other Events.
On
February 6, 2019, Taronis Technologies, Inc. (the “Company”) determined that as a result of the impact of the
SEC’s Rules on the Company’s previously filed registration statement covering shares reserved for issuance under its
Amended & Restated 2014 Equity Incentive Award Plan (“Plan”), the Company needed to file a new registration Statement
on Form S-8 (“Registration Statement”). As previously disclosed in Exhibit 3.1 to the Company’s Current Report
on Form 8-K filed on January 30, 2019, the number of authorized, but unissued shares, covered by the Plan was not adjusted by
virtue of the Company’s reverse split on January 30, 2019. However, the balance of shares available for issuance on the
registration statement registering those shares was impacted, which necessitated the filing of the Registration Statement. The
Company
did not
authorize any additional shares under the Plan.
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:
February 7, 2019
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TARONIS
TECHNOLOGIES, INC.
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/s/ Scott Mahoney
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By:
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Scott
Mahoney
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Its:
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Chief
Executive Officer
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