U.S. 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): March 8 2013
SafeCode Drug Technologies Corp
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
99-0362482 | |
(Commission File No.) | (IRS Employer Identification No.) |
c/o Joel Klopfer
6 Meever Hamiltah Street
Jerusalem 97761, Israel
(Address and telephone number of principal executive offices and place of business)
(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)
¨ 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 240.14-12)
¨ 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 13ed-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 3.02 Unregistered Sales of Equity Securities
On March 8 2013 the Registrant issued a total of 20,000,000 shares of additional common stock of the Issuer, to Itamar Zer CFO and Secretary of the Issuer . The shares of common stock were issued as 2013 compensation.
The shares were issued without registration under Section 5 of the Securities Act of 1933 in reliance on the exemption from registration contained in Section 4(2) of the Securities Act.
Section 5 -- Corporate Governance and Management
Item 5.03 Amendments to Articles of Incorporation or Bylaws, Change in Fiscal Year.
On or about April 1 2012 , the Company received written consents in lieu of a meeting of stockholders from holders of a majority of the shares of Common Stock representing in excess of 50.1 % of the total issued and outstanding shares of voting stock of the Company approving a Certificate of Amendment to the Certificate of Incorporation of the Company, pursuant to which the Company will change , increase the authorized capital of the Company to a total of 1,000,000,000 shares of common stock with a par value of $0.0001 per share.
The Company however only or about March 5 2013 , filed with the Secretary of the State of Delaware to increase the authorized capital of the Corporation to be 1,000,000,000 shares of common stock, par value of $0.0001.
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.
Dated: March 11 2013
Medisafe 1 Technologies Corp. | |||
By: | Joel Klopfer | ||
Joel Klopfer | |||
Title: President and Director (Principal Executive Officer) |