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): September 5, 2017
U-VEND, INC.
(Exact name of registrant specified in its charter)
333-165972
Commission File Number
| Delaware | 22-3956444 |
|
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
1507 7th STREET, #425
SANTA MONICA, CALIFORNIA 90401
(Address of principal executive offices)
(800) 467-1496
(Registrant’s telephone number)
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:
| ☐ | Written communication pursuant for Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 230.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☐
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Section 1 – Registrants Business and Operations
Section 3 – Securities and Trading Markets
Item 3.02. – Unregistered Sales of Equity Securities.
The information set forth in Item 5.02 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 3.02.
Section 5 – Corporate Governance and Management
Item 5.02. – Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective September 1, 2017 Pamela Evans, 60, joined the Board of Directors as an independent Director. Ms. Evans currently serves as CEO of Evans Consulting Group. Ms. Evans has held positions within the consumer products industry at Nestle Purina, Sentry Safe (now Fortune Brands) and Energizer Holdings. She holds a BS in Business Administration from the University of Kansas.
There is no arrangement or understanding pursuant to which Ms. Evans was appointed as a Director. There are no family relationships between Ms. Evans and any other executive officers or directors of the Company, or persons nominated or chosen by the Company to become executive officers or directors.
Ms. Evans has received a stock grant of 200,000 restricted shares of common stock for her service to the Board.
Effective September 1, 2017 Mark Chapman resigned as President of U-Vend America, Inc, a wholly owned subsidiary of U-Vend, Inc. The resignation was not related to any disagreement with the Company or due to any matter relating to the Company’s operations, policies or practices. Mr. Chapman will remain with the company on its Advisory Board in a consulting role.
On Wednesday August 30, The Board of Directors unanimously voted to expand the amount of Board Seats from Five (5) to Seven (7). After the addition of Pamela Evans, there is a vacancy on the board the company plans to fill, before its next meeting.
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SIGNATURES
Pursuant to the requirement 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.
| U-Vend, Inc. | ||
| By: | /s/ David Graber | |
| David Graber, Chief Executive Officer | ||
September 6, 2017
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