Form 8-K EKIMAS Corp For: Nov 29
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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Pursuant to Section 13 or 15(d)
Of the Securities Exchange Act of 1934
Date of report (date of earliest event reported)
(Exact Name of Registrant as Specified in Charter)
(State or Other Jurisdiction
(Address of Principal Executive Offices)
(Registrant’s Telephone Number)
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):
|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|
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).
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 3.02 Unregistered Sales of Equity Securities.
On November 28, 2022, EKIMAS Corporation (the “Company”) issued (i) to David Volpe a warrant to purchase 500,000 shares of the Company’s Common Stock and (ii) to Bennett J. Yankowitz a warrant to purchase 250,000 shares of the Company’s Common Stock (the “Warrants”).
The Warrants have a term expiring on December 31, 2027, are fully vested on the date of issuance, and have an exercise price equal of $1.00 per share, subject to adjustment for stock splits, stock dividends, certain changes in control and subsequent sales of the Company’s securities at a price per share lower than the exercise price of the Warrants, as described in Section 9 of the Warrants. Copies of the Warrants are attached as Exhibits to this Current Report.
Mr. Volpe’s Warrants were issued as compensation for consulting services provided to the Company. Mr. Yankowitz’s Warrants were issued as compensation for his acting as the sole director and the chief executive officer of the Company. Mr. Yankowitz receives no other compensation from the Company.
Item 9.01 Financial Statements and Exhibits
|10.1||Warrant to Purchase Common Stock, dated November 28, 2022, issued to David Volpe|
|10.2||Warrant to Purchase Common Stock, dated November 28, 2022, issued to Bennett J. Yankowitz|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL document)|
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|Dated: November 30, 2022||EKIMAS Corporation|
|By:||/s/ Bennett J. Yankowitz|
|Bennett J. Yankowitz|
|Chief Executive Officer|
ATTACHMENTS / EXHIBITS
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