Current Report Filing (8-k)
September 29 2020 - 6:11AM
Edgar (US Regulatory)
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) September 24, 2020
APPLIED
ENERGETICS, INC.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware
(State
or Other Jurisdiction of Incorporation)
001-14015
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77-0262908
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(Commission
File Number)
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(IRS
Employer Identification No.)
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2480
W Ruthrauff Road, Suite 140 Q, Tucson, Arizona
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85705
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(520)
628-7415
(Registrant’s
Telephone Number, Including Area Code)
(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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☐
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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. ☐
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock, par value, $.001
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AERG
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OTCQB
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Item
1.01 – Entry into a Material Definitive Agreement.
Confidential
Settlement Agreement and Release in Litigation Involving George P. Farley and AnneMarieCo, LLC
Effective
September 24, 2020, Applied Energetics, Inc. entered into a Settlement Agreement with George P. Farley, its former CEO, and AnneMarieCo,
LLC (“AMC”) as to which a Stipulation and Final Judgment was entered by the Delaware Court of Chancery on September
28, 2020. Under the agreement, 20,000,000 of the 25,000,000 shares originally issued to Farley (20,000,000 of which were transferred
to AMC) were invalidated, the remaining 5,000,000 shares being deemed valid under Section 205 of the Delaware General Corporation
Law. The agreement calls for the company to repurchase the remaining 5,000,000 shares at a price of $0.30 per share for an aggregate
purchase price of $1,500,000. The agreement also provides for the release of funds in the amount of $582,377.26 securing the bond
posted by the company in favor of Farley and AMC in connection with the litigation as previously disclosed. The agreement also
contains standard mutual general release and confidentiality provisions.
Item
8.01 – Other Events -- Update on Litigation
The
following provides an update on events concerning litigation involving Applied Energetics, Inc. Information regarding events occurring
prior to the date of this Current Report on Form 8-K can be found in the company’s prior Current, Annual and Quarterly Reports
on Forms 8-K, 10-K and 10-Q, respectively, on file with the Securities and Exchange Commission.
See
Item 1.01 for information regarding the Settlement Agreements with George P. Farley and AnneMarieCo, LLC.
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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APPLIED ENERGETICS, INC.
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By:
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/s/ Gregory J. Quarles
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Gregory J. Quarles,
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Chief Executive Officer
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Date:
September 29, 2020
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