UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
(Amendment No. 1)
(Amendment No. 1)
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(Mark one)
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☒
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the Fiscal Period Ended December 31, 2015
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from ______________ to ______________
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Commission File Number: 000-53810
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EZJR, INC.
(Exact name of registrant as specified in its charter)
___________________________
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Nevada
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20-0667864
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(State or Other Jurisdiction
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(I.R.S. Employer
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of Incorporation or Organization)
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Identification No.)
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8250 W. Charleston Blvd. Suite 110, Las Vegas, NV
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89117
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(Address of principal executive offices)
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(Zip Code)
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702-815-6647
(Registrant's telephone number, including area code)
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☒ No ☐
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☐ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of "larger accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
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Large accelerated filer ☐
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Accelerated filer ☐
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Non-accelerated filer ☐
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Smaller Reporting Company ☒
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(Do not check if a smaller reporting company)
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒
The aggregate market value of the voting stock held by non-affiliates amounted to $1,540,095 on December 31, 2015.
APPLICABLE ONLY TO CORPORATE ISSUERS
As of April 13, 2016, the registrant's outstanding common stock consisted of 32,599,576 shares, $0.001 par value. Authorized – 70,000,000 common shares.
EXPLANATORY NOTE
The purpose of this Amendment No. 1 to EZJR, 's Annual Report on Form 10-K for the year ended December 31, 2015 (the "Form 10-K"), as filed with the Securities and Exchange Commission on April 14, 2016, is to furnish Exhibits 101 to the Form 10-K in accordance with Rule 201(c) and Rule 405 of Regulation S-T. Exhibits 101 provide the financial statements and related notes from the Form 10-K formatted in XBRL (eXtensible Business Reporting Language). This Amendment No. 1 to the Form 10-K also updates the Exhibit Index to reflect the furnishing of Exhibits 101.
No other changes have been made to the Form 10-K. This Amendment No. 1 to the Form 10-K continues to speak as of the original filing date of the Form 10-K, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way the disclosures made in the original Form 10-Q.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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EZJR, INC.
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Date: April 21, 2016
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/s/ Barry Hall
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Name: Barry Hall
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Title: Executive Chairman, Chief Executive Officer
and Chief Financial Officer
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(Principal Financial Officer and Principal Accounting Officer)
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Date: April 21, 2016
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/s/ Denis Betsi
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Name: Denis Betsi
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Title: Director and Chief Technology Officer
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Date: April 21, 2016
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/s/ Juan Hernandez
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Name: Juan Hernandez
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Title: Director
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EZJR, INC.
EXHIBIT INDEX
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Exhibit No.
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Description
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| 10.10 |
Settlement Agreement for the Divestiture of Wholly-owned Subsidiaries is incorporated by reference to Exhibit 10.10 of the Registrant's Annual Report on Form 10-K filed on April 14, 2016.
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| 10.11 |
Modification of Marketing and Selling Agreement with Her Holding, Inc. .is incorporated by reference to Exhibit 10.11 of the Registrant's Annual Report on Form 10-K filed on April 14, 2016.
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31.1
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Certification of Principal Executive Officer and Accounting Officer, pursuant to Section 302 of the Sarbanes-Oxley Act is incorporated by reference to Exhibit 31.1 of the Registrant's Annual Report on Form 10-K filed on April 14, 2016.
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32.1
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Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.is incorporated by reference to Exhibit 32.1 of the Registrant's Annual Report on Form 10-K filed on April 14, 2016.
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101.INS †
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XBRL Instance Document **
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101.SCH †
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XBRL Taxonomy Extension Schema Document **
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101.CAL †
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XBRL Taxonomy Extension Calculation Linkbase Document **
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101.DEF †
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XBRL Taxonomy Extension Definition Linkbase Document **
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101.LAB †
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XBRL Extension Labels Linkbase Document **
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101.PRE †
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XBRL Taxonomy Extension Presentation Linkbase Document **
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** Filed herewith.
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† In accordance with SEC rules, this interactive data file is deemed "furnished" and not "filed" or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933 and Section 18 of the Securities and Exchange Act of 1934, and otherwise is not subject to liability under those sections or acts.
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