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): January 25, 2017
GB Sciences, Inc.
(Exact name of Registrant as specified in its charter)
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Delaware
(State or other Jurisdiction of
Incorporation or organization) |
000-55462
(Commission File Number)
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59-3733133
(IRS Employer I.D. No.)
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3550 W. Teco Avenue
Las Vegas, Nevada 89118
Phone: (844) 843-2569
(Address, including zip code, and telephone number, including area code, of
registrant's principal executive offices)
Growblox Sciences, Inc.
(Former name, former address and former fiscal year, 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 l 4a- l 2 under the Exchange Act ( 17 CFR 240. l 4a- l 2)
☐ Pre-commencement communications pursuant to Rule l 4d-2(b) under the Exchange Act (17 CFR 240. l 4d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240. l 3e-4(c))
ITEM 1.01 Entry into a Material Definitive Agreement..
Effective January 25, 2017, the Registrant amended certain existing warrant agreements to allow for the exercise of warrants at a price of $0.20 per common share, down from existing exercise prices of $0.50 and $0.60. The repricing is in effect for 10 business days.
ITEM 3.02 Unregistered Sales of Equity Securities.
The Registrant has issued a total of 7,086,000 shares of common stock to a total of four entities or individuals upon the exercise of warrants at the exercise price of $0.20 per share. The issuance was exempt from the registration requirements of Section 5 of the Securities Act of 1933 pursuant to Section 4(2) of the same Act since the issuance of the Shares did not involve any public offering.
SIGNATURE PAGE
Pursuant to the requirement of the Securities and 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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GB Sciences, Inc.
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Dated: January 31, 2017
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By:
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/s/ Ksenia Griswold
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Ksenia Griswold
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Chief Financial Officer
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