Attached files
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| EX-3.1 - EX-3.1 - COPsync, Inc. | ex3-1.htm |
| EX-99.1 - EX-99.1 - COPsync, Inc. | ex99-1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
Date of Report (Date of earliest event reported): October 13, 2015
COPSYNC, INC.
(Exact name of registrant specified in charter)
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Delaware
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000-53705
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98-0513637
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(State of
Incorporation)
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(Commission File
Number)
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(IRS Employer
Identification No.)
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16415 Addison Road, Suite 300, Addison, Texas 75001
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(Address of principal executive offices) (Zip Code)
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(972) 865-6192
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(Registrant’s telephone number, including area code)
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(Former name or former address, if changed since last report)
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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):
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))
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Item 3.03
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Material Modification to Rights of Security Holders
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As previously announced, the Board of Directors of the Company and its stockholders authorized a 1-for-50 reverse stock split (the “Reverse Stock Split”) of the Company’s issued and outstanding shares of common stock, par value $0.0001 per share (the “Common Stock”). The number of authorized shares of Common Stock remains unchanged.
The Company effected the Reverse Stock Split at 12:01 A.M. EST on October 14, 2015 (the “Effective Time”) pursuant to the Company’s filing of a Certificate of Amendment (the “Amendment”) to the Company’s Certificate of Incorporation, as amended, with the Secretary of State of the State of Delaware.
At the Effective Time, every 50 shares of Common Stock issued and outstanding were automatically combined into one share of issued and outstanding Common Stock, without any change in the par value. A copy of the Amendment is filed herewith as Exhibit 3.1.
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Item 5.03
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Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
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See Item 3.03 above.
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Item 8.01
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Other Information
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On October 13, 2015, the Company issued a press release announcing the Reverse Stock Split. A copy of the press release is filed herewith as Exhibit 99.1.
Section 9 – Financial Statements and Exhibits
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Item 9.01
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Financial Statements and Exhibits.
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Exhibit No.
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Description
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3.1
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99.1
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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 hereunto duly authorized.
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COPSYNC, Inc.
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Dated: October 16, 2015
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By:
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/s/ Barry W. Wilson
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Name:
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Barry W. Wilson
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Title:
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Chief Financial Officer
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