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EX-3.1 - ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF THE COMPANY - PERNIX THERAPEUTICS HOLDINGS, INC.ptx_31k.htm


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): July 22, 2015
 
PERNIX THERAPEUTICS HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
 
Maryland
 
001-14494
 
33-0724736
(State or other jurisdiction
 of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

10 North Park Place, Suite 201
Morristown, NJ
 
 
07960
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code: (800) 793-2145
 
__________________________________________________________________
  (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:
 
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))
 


 
 
 
 
 
Item 5.03                      Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On July 22, 2015, Pernix Therapeutics Holdings, Inc. (the “Company”) filed with the Maryland State Department of Assessments and Taxation, Articles of Amendment to the Company’s Articles of Incorporation to increase its authorized shares of capital stock from 100,000,000 shares, consisting of 90,000,000 shares of common stock, par value $0.01 per share, and 10,000,000 shares of preferred stock, par value $0.01 per share, to 150,000,000 shares, consisting of 140,000,000 shares of common stock, par value $0.01 per share, and 10,000,000 shares of preferred stock, par value $0.01 per share.  The Articles of Amendment became effective on that date.

The Articles of Amendment are attached hereto as Exhibit 3.1 and are incorporated herein by reference.

Item 9.01                      Financial Statements and Exhibits.
 
(d)           Exhibits

 
Exhibit No.

3.1           Articles of Amendment to the Articles of Incorporation of the Company.
 
 
 

 
 
SIGNATURE

 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, thereunto duly authorized.
 
 
PERNIX THERAPEUTICS HOLDINGS, INC.
 
       
Dated:  July 28, 2015
By:
 /s/ Sanjay Patel
 
   
Sanjay Patel
 
   
Chief Financial Officer
 
 
 
 

 
 
EXHIBIT INDEX
 
Exhibit Number
Exhibit Title
   
3.1
Articles of Amendment to the Articles of Incorporation of the Company.