Current Report Filing (8-k)

Date : 10/10/2019 @ 7:52PM
Source : Edgar (US Regulatory)
Stock : Themaven, Inc. (QB) (MVEN)
Quote : 0.77  0.02 (2.67%) @ 8:35PM

Current Report Filing (8-k)

 

 

 

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): October 4, 2019

 

THEMAVEN, INC.

(Exact Name of Registrant as Specified in Charter)

 

DELAWARE   1-12471   68-0232575

(State or Other Jurisdiction of

Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

1500 Fourth Avenue, Suite 200 Seattle, WA   98101
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: 775-600-2765

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name on exchange on which registered
None   -   -

 

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 .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)
   
[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

* 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 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 5.03 — Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

 

On October 4, 2019, TheMaven, Inc. (“Maven”) filed a Certificate of Designation of Preferences, Rights and Limitations of Series J Convertible Preferred Stock (the “Series J Certificate of Designation”) with the Secretary of State of the State of Delaware, pursuant to which Maven designated 35,000 shares of Preferred Stock, par value $0.01 per share, as Series J Convertible Preferred Stock (“Series J Preferred Stock”). The Series J Preferred Stock has a stated value of $1,000 (the “Stated Value”) and is initially convertible into shares of Maven’s common stock, par value $0.01 per share (the “Common Stock”), at a conversion rate equal to the Stated Value divided by the conversion price of $0.70.

 

The number of shares issuable upon conversion of the Series J Preferred Stock will be adjusted in the event of stock splits, stock dividends, combinations of shares and similar transactions. Any issued and outstanding shares of Series J Preferred Stock will convert automatically into shares of Common Stock on the date an amendment to Maven’s Certificate of Incorporation is filed and accepted with the State of Delaware that increases the number of authorized shares of Common Stock to at least a number permitting all shares of Series J Preferred Stock, and shares of Maven’s Series I Convertible Preferred Stock and Series H Convertible Preferred Stock, to be converted in full.

 

When issued, the shares of Series J Preferred Stock shall vote with the shares of Common Stock on an as-converted basis, have certain customary protective provisions and will be only entitled to dividends if and to the extent any dividends are paid on the shares of Maven’s Common Stock.

 

The foregoing is only a brief description of the Series J Certificate of Designation and is qualified in its entirety by reference to the Series J Certificate of Designation that is filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated by reference herein.

 

Item 9.01 — Financial Statements and Exhibits.

 

(d) Exhibits

 

  Exhibit No.   Description
  3.1   Certificate of Designation of Preferences, Rights and Limitations of Series J Convertible Preferred Stock

 

     

 

 

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.

 

  THEMAVEN, INC.
     
Dated: October 10, 2019 By: /s/ Doug Smith
  Name: Doug Smith
  Title: Chief Financial Officer

 

     

 

 

theMaven, Inc. (USOTC:MVEN)
Historical Stock Chart

1 Year : From Nov 2018 to Nov 2019

Click Here for more theMaven, Inc. Charts.

theMaven, Inc. (USOTC:MVEN)
Intraday Stock Chart

Today : Thursday 14 November 2019

Click Here for more theMaven, Inc. Charts.

Latest MVEN Messages

{{bbMessage.M_Alias}} {{bbMessage.MSG_Date}} {{bbMessage.HowLongAgo}} {{bbMessage.MSG_ID}} {{bbMessage.MSG_Subject}}

Loading Messages....


No posts yet, be the first! No {{symbol}} Message Board. Create One! See More Posts on {{symbol}} Message Board See More Message Board Posts


Your Recent History
LSE
GKP
Gulf Keyst..
LSE
QPP
Quindell
FTSE
UKX
FTSE 100
LSE
IOF
Iofina
FX
GBPUSD
UK Sterlin..
Stocks you've viewed will appear in this box, letting you easily return to quotes you've seen previously.

Register now to create your own custom streaming stock watchlist.


NYSE, AMEX, and ASX quotes are delayed by at least 20 minutes.
All other quotes are delayed by at least 15 minutes unless otherwise stated.