Current Report Filing (8-k)
June 21 2022 - 01:35PM
Edgar (US Regulatory)
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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): June 15,
2022
ZERIFY,
INC.
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(f/k/a/ StrikeForce Technologies, Inc.)
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Wyoming
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000-55012
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22-3827597
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer
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of incorporation)
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File Number)
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Identification No.)
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1090 King Georges Post Road, Suite 603,
Edison,NJ
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08837
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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: (732) 661 9641
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 (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(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 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, $0.0001par value
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SFORQB
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OTC
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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.
☐
As used in this report, the terms “Company,” “our company,” “us,”
“Zerify,” “StrikeForce,” “we” and “our” refer to StrikeForce
Technologies, Inc. unless the context requires otherwise.
Item 5.03 Amendments to Articles of Incorporation or
Bylaws; Change in Fiscal Year.
On
June 14, 2022, by unanimous consent of the Board of Directors and
major shareholders of the corporation, have voted in favor to
change the Company’s corporate name from StrikeForce Technologies,
Inc.to Zerify, Inc. Current certificates or book entries will be
exchanged for new certificates or book entries by contacting the
Company’s transfer agent, Worldwide Stock Transfer, LLC following
the procedure required pursuant to Rule 14c-2 under the
Securities Exchange Act of 1934, as amended, in addition to timely
notification to FINRA and FINRA’s formal acknowledgment.
Item 5.07 Submission of Matters to a Vote
of Security Holders.
At the Annual Meeting of the Stockholders of Zerify, Inc
(f/k/a/StrikeForce Technologies, Inc., the “Company”), held by
written consent on June 14, 2022, the stockholders of the Company
approved each of the proposals set forth below. (Note that the
voting results include both the common stock votes and the
preferred stock votes [the preferred stock are provided votes
equivalent of 80% of the aggregate voting shares which approved the
actions]).
Proposal 1
To following individuals were re-elected as directors of the
Company, each to serve a term of one year or until his or her
successor is duly elected or appointed: Mark Kay, George Waller,
and Ramareo Pemmaraju.
Proposal 2
The appointment of Weinberg and Company, P.A., as the Company’s
independent registered public accounting firm was ratified.
Proposal 3
The name of the Company was changed to Zerify, Inc.
Item 9.01. Financial Statements and Exhibits.
Exhibit Number
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Description
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3.1
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Amendment to Articles of Incorporation * Form of Warrant(1)
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104
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Cover page interactive data file (embedded within the inline XBRL
document).
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*To be filed with the next report following receipt by the State of
Wyoming.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
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ZERIFY, INC.
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(Registrant)
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Dated: June 21, 2022
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By:
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/s/ Mark L. Kay
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Mark L. Kay
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Chief Executive Officer
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Zerify (PK) (USOTC:ZRFY)
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