Current Report Filing (8-k)
January 06 2021 - 4:16PM
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): December 28, 2020
Digipath,
Inc.
(Exact
name of registrant as specified in charter)
Nevada
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000-54239
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27-3601979
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(State
or other Jurisdiction of
Incorporation or Organization)
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(Commission
File Number)
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(IRS
Employer
Identification No.)
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6450
Cameron Street, Suite 113 Las Vegas, NV
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89118
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(Address
of principal executive offices)
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(zip
code)
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(702)
527-2060
(Registrant’s
telephone
number, including area code)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under
any of the following provisions:
[ ]
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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(b) under the Exchange Act (17 CFR 240.14a-12(b))
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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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Securities
registered pursuant to Section 12(b) of the 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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N/A
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N/A
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N/A
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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 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging
growth company [X]
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 a Material Definitive Agreement.
On
December 28, 2020, Digipath, Inc. (the “Company”) and the three holders of its 9% Secured Convertible Notes in the
aggregate original principal amount of $550,000 (the “Notes”) entered into amendments to Notes, pursuant to which
(i) the holders of the Notes advanced the Company an aggregate amount of $110,000 (the “Additional Loans”), (ii) the
principal amount of the respective Notes were increased to reflect the amount of the Additional Loans, and (iii) the conversion
price under the Notes was reduced from $0.15 per share to $0.03 per share.
Item
2.03. Creation of a Direct Financial Obligation under an Off-Balance Sheet Arrangement of a Registrant.
See
Item 1.01 above which is incorporated herein by reference.
Item
3.02 Unregistered Sales of Equity Securities.
The
information set forth under Item 1.01 is incorporated herein by reference.
Item
9.01. Financial Statements and 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 hereunto duly authorized.
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Digipath,
Inc.
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Date:
January 6, 2021
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By:
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/s/
Todd Peterson
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Todd
Peterson
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Chief
Financial Officer
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