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
August 22, 2011
Date of Report (Date of earliest event reported)
Bitzio, Inc.
(Exact name of registrant as specified in its charter)
Nevada
(State or other jurisdiction)
000-51688
(Commission File Number)
16-1734022
(IRS Employer Identification No.)
548 Market Street, Suite 18224, San Francisco, California, 94104
(Address of principal executive offices)
(213) 400-0770
Registrant’s telephone number, including area code
_______________________________________________
(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:
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| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 FR 240.13e-4(c)) |
Item 3.02
Unregistered Sales of Equity Securities
On August 30, 2011, Bitzio, Inc. (the “Company”) entered into an agreement to issue 311,111 units at a price of $0.45 per unit for cash proceeds totaling $140,000. Each unit consists of one share of restricted common stock and a warrant to purchase an additional restricted share of common stock at a price of $0.60 per such share until August 29, 2013. These units were issued under the auspices of Regulation S of the Securities Act of 1933.
On August 22, 2011, the Company issued 262,500 shares of its restricted common stock as compensation for services rendered to the Company. These shares were issued at a deemed price of $0.2895 per share under the auspices of Section 4(2) of the Securities Act of 1933.
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.
Date: August 30, 2011
BITZIO, INC.
/s/ Gordon C. McDougall
Gordon C. McDougall
Chief Executive Officer