Current Report Filing (8-k)
May 13 2021 - 9:44AM
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): May 11, 2021
SUGARMADE,
INC.
(Exact
name of registrant as specified in its charter)
Delaware
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000-23446
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94-3008888
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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750
Royal Oaks Dr., Suite 108
Monrovia,
CA
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91016
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (888) 982-1628
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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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 (§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
1.01. Entry into a Material Definitive Agreement
On
May 11, 2021, Sugarmade, Inc. (the “Company”) and Jimmy Chan, the Chief Executive Officer, Chief Financial Officer, and a
Director of the Company, entered into a Stock Redemption Agreement (the “Stock Redemption Agreement”). Pursuant to the terms
of the Stock Redemption Agreement, Mr. Chan agreed to sell, and the Company agreed to purchase, 500,000 shares of the Company’s
Series B Preferred Stock, par value $0.001 per share held by Mr. Chan in exchange for $1.00 in cash consideration (the “Stock Purchase”).
The Stock Purchase closed on May 11, 2021. After the close of the Stock Purchase, the 500,000 shares of the Company’s Series B
Preferred Stock previously held by Mr. Chan were returned to the status of authorized but unissued shares of Series B Preferred Stock
of the Company. The redemption of the Series B Preferred Stock was required in order to facilitate the closing of the acquisition outlined
by the Company in filings on Form 8-K with the Commission on April 27, 2021 and March 28, 2021.
The
foregoing description of the Stock Redemption Agreement is not a complete description of all of the parties’ rights and obligations
under the Stock Redemption Agreement, and is qualified in its entirety by reference to the Stock Redemption Agreement, a copy of which
is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item
9.01 Financial Statement and Exhibits.
(d)
Exhibits
The
following exhibits are filed or furnished with this Current Report on Form 8-K:
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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SUGARMADE,
INC.
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Date:
May 13, 2021
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By:
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/s/
Jimmy Chan
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Name:
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Jimmy
Chan
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Title:
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Chief
Executive Officer and Chief Financial Officer
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