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): May 22, 2013
INFRAX SYSTEMS, INC.
(Exact name of registrant as specified in charter)
| Nevada | 000-52488 | 20-2583185 |
|
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
|
Infrax Systems, Inc. 3637 Fourth Street North. |
33704 | |
| (Address of principal executive offices) | (Zip Code) |
727-498-8514
(Registrant’s telephone number, including area code)
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:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
FORWARD LOOKING STATEMENTS
This Form 8-K and other reports filed by Registrant from time to time with the Securities and Exchange Commission (collectively the "Filings") contain or may contain forward looking statements and information that are based upon beliefs of, and information currently available to, Registrant's management as well as estimates and assumptions made by Registrant's management. When used in the filings the words "anticipate", "believe", "estimate", "expect", "future", "intend", "plan" or the negative of these terms and similar expressions as they relate to Registrant or Registrant's management identify forward looking statements. Such statements reflect the current view of Registrant with respect to future events and are subject to risks, uncertainties, assumptions and other factors relating to Registrant's industry, Registrant's operations and results of operations and any businesses that may be acquired by Registrant. Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended or planned.
Although Registrant believes that the expectations reflected in the forward looking statements are reasonable, Registrant cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, Registrant does not intend to update any of the forward-looking statements to conform these statements to actual results.
Item 8.01. Other Events
Infrax Systems, Inc., a global provider of unified Smart-Grid related products and services for the Energy and Utility industries, announced today the following;
The board of directors of Infrax Systems is considering special class Convertible Preferred Stock as dividend to its shareholders to honor and reward their investment in the Company. The considered Convertible Preferred Stock will have the following designations:
1) Non- Dilutive,
2) Yearly Dividend Possible,
3) Registration Rights,
4) More voting power that Common,
5) and other rights associated with Preferred Shares.
The number of Preferred Shares as dividend will depend on three
factors;
1) Length of time of the investment,
2) Amount of Investment,
3) and amount of loss of investment if any.
We will abreast our shareholders on any new developments shortly.
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.
Infrax Systems, Inc.
/s/ Sam Talari
Sam Talari
Principal Executive Officer
Dated: May 22, 2013