Current Report Filing (8-k)
December 01 2021 - 04:06PM
Edgar (US Regulatory)
0000924095 false --06-30 0000924095
2021-11-15 2021-11-15 iso4217:USD xbrli:shares iso4217:USD
xbrli:shares
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):
November 15, 2021
WATERSIDE CAPITAL CORPORATION
(Exact name
of registrant as specified in its charter)
|
Virginia |
|
811-8387 |
|
54-1694665 |
|
(State or
other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(I.R.S.
Employer
Identification
No.)
|
410 Peachtree Pkwy,
Suite 4245
Cumming,
GA
30041
(Address of
Principal Executive Offices)
678-341-5898
Registrant’s
telephone number, including area code
N/A
(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:
|
☐ |
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)) |
Securities
registered pursuant to Section 12(b) of the Act:
|
Title of
each class |
|
Trading
Symbol(s) |
|
Name of
each exchange on which registered |
|
N/A |
|
N/A |
|
N/A |
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
5.03. Amendments to Articles of Incorporation or Bylaws; Change in
Fiscal Year.
In
connection with Waterside Capital Corporation’s (the “Company”)
conversion from a Virginia corporation to a Nevada corporation,
effective November 24, 2021, the Company filed articles of
incorporation with the State of Nevada (the “Nevada Filing”).
Effective November 29, 2021, the Company filed articles of
domestication with the State of Virginia (the “Virginia Filing”).
As a result of these filings, the Company converted from a Virginia
corporation to a Nevada corporation pursuant to the Plan of
Conversion (as hereinafter defined).
The
information set forth above is qualified in its entirety by
reference to the actual terms of the Nevada Filing and the Virginia
Filing, which are filed herewith as Exhibits 3.1 and 3.2 and
incorporated herein by reference.
Item
5.07. Submission of Matters to a Vote of Security
Holders.
On November
15, 2021, the Company held a special meeting of the Company’s
stockholders to vote on a Plan of Conversion (the “Plan of
Conversion”) of the Company, pursuant to which the Company would
convert from a Virginia corporation to a Nevada
corporation.
At the
Special Meeting, stockholders approved the Plan of Conversion, in
accordance with the voting results listed below.
|
For |
|
|
Against |
|
|
Abstain |
|
| |
4,247,666 |
|
|
|
— |
|
|
|
— |
|
Item 9.01
Financial Statements and Exhibits
(d)
Exhibits
The
following exhibits are filed 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.
| |
Waterside
Capital Corporation |
|
|
|
|
| Date: December 1,
2021 |
By: |
/s/ Ryan
Schadel |
| |
|
Ryan Schadel |
| |
|
Chief Executive
Officer |
Waterside Capital (PK) (USOTC:WSCC)
Historical Stock Chart
From Apr 2022 to May 2022
Waterside Capital (PK) (USOTC:WSCC)
Historical Stock Chart
From May 2021 to May 2022
