Attached files

file filename
EX-3.1 - EXHIBIT 3.1 - XG SCIENCES INCs107701_ex3-1.htm

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 29, 2017

 

XG SCIENCES, INC. 

(Exact name of registrant as specified in its charter)

 

 

MICHIGAN

(State or other jurisdiction of incorporation)

 

333-209131   20-4998896

(Commission

File Number)

 

 

(IRS Employer

Identification No.)

 

3101 Grand Oak Drive, Lansing, Michigan   48911-4224
(Address of principal executive offices)   (Zip Code)

 

517-703-1110

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address 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:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule l4a-12 under the Exchange Act (17 CFR 240.l4a-l2)

 

Pre-commencement communications pursuant to Rule l4d-2(b) under the Exchange Act (17 CFR 240.l4d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.l3e-4(c))

 

 
 

 

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On September 29, 2017, the Board of Directors of XG Sciences, Inc. approved the Third Restated Bylaws of XG Sciences, Inc. (the “Third Restated Bylaws”). The Third Restated Bylaws removed provisions that authorized directors to vote by proxy.

 

A copy of the Third Restated Bylaws is attached as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing summary of the Third Restated Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Third Restated Bylaws.

 

Item 9.01 Financial Statements and Exhibits.

 

EXHIBIT

 

Exhibits Description
   
Exhibit 3.1 Third Restated Bylaws of XG Sciences, Inc. dated September 29, 2017

 

2

 

 

SIGNATURES

 

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.

 

      XG SCIENCES, INC.
           
Dated: October 5, 2017   By:   /s/ Philip L. Rose
              Chief Executive Officer

 

3