Attached files
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| EX-32.1 - CERTIFICATE PURSUANT TO SECTION 18 U.S.C. PURSUANT TO SECTION 906 OF THE SARBANE - SEAFARER EXPLORATION CORP | exhibit_32-1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________________
FORM 10-K/A
Amendment No. 2
______________
(Mark
One)
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☒
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ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
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For year ended December 31,
2016
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☐
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TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
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SEAFARER EXPLORATION CORP.
(Exact name of registrant as specified in its charter)
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Florida
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90-0473054
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(State or other jurisdiction of incorporation or
organization)
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(I.R.S. Employer Identification No.)
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14497 N. Dale Mabry Highway, Suite 209N, Tampa, Florida
33618
(Address of principal executive offices)(Zip code)
Registrant’s telephone number: (813) 448-3577
Securities registered pursuant to Section 12(g) of the
Act:
Common Stock, par value $0.0001 per
share
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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 Section 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 if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K is not contained herein, and will not be
contained, to the best of registrant’s knowledge, in
definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment
to this Form 10-K. ☐
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 the definitions of “large 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 common equity held by
non-affiliates of the registrant was approximately $2,617,368 as of
the last business day of the registrant’s most recently
completed second fiscal quarter, based upon the closing sale price
on the OTC:BB reported for such date. Shares of common stock held
by each officer and director, and by each person who owns 10% or
more of the outstanding common stock, have been excluded in that
such persons may be deemed to be affiliates. This determination of
affiliate status is not necessarily a conclusive determination for
other purposes.
As of
March 24, 2017 the Registrant had 2,330,980,241 outstanding shares
of its common stock, $0.0001 par value.
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EXPLANATORY NOTE
This
Amendment No. 2 (the “Amendment”) to the Annual Report
on Form 10-K of Seafarer Exploration Corp. for the year ended
December 31, 2016, originally filed with the Securities and
Exchange Commission on April 4, 2017, is being filed solely to
amend Exhibit 32.1, Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
No
other changes have been made to the Form 10-K except as described
above. This Amendment No. 2 to the
Form 10-K speaks 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
disclosures made in the original Form 10-K.
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SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) 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.
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Seafarer
Exploration Corp.
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Date:
September 13, 2017
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By:
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/s/ Kyle Kennedy
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Kyle
Kennedy
President,
Chief Executive Officer, and Chairman of the Board
(Principal
Executive Officer and Principal Accounting Officer)
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Date:
September 13, 2017
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By:
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/s/ Charles Branscum
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Charles
Branscum, Director
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Date:
September 13, 2017
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By:
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/s/ Robert L. Kennedy
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Robert
L. Kennedy, Director
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