UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 5, 2018
| ||||||
REAC GROUP, INC. | ||||||
(Exact name of registrant as specified in its charter) | ||||||
| ||||||
|
|
|
|
| ||
Florida |
| 000-54845 |
| 59-3800845 | ||
(state or other jurisdiction of incorporation) |
| (Commission File Number) |
| (IRS Employer Identification Number) | ||
|
|
| ||||
|
|
| ||||
8878 Covenant Avenue, Suite 209 Pittsburgh, PA |
| 15237 | ||||
(address of principal executive offices) |
| (zip code) | ||||
| ||||||
| ||||||
(724) 656-8886 | ||||||
(registrant’s telephone number, including area code) | ||||||
| ||||||
| ||||||
| ||||||
(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 14a-12 under the Exchange Act (17 CFR 240.14a-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. ¨ | |
1
EXPLANATORY NOTE
The purpose of this amendment to our Report on Form 8-K for the events of February 5, 2018, filed with the Securities and Exchange Commission on February 6, 2018 (the “Form 8-K”), is to correct the Description listed on the EDGAR website from “Current report, items 3.02 and 9.01” to “Current report, items 5.03 and 9.01.
Section 5—Corporate Governance and Management
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
On February 5, 2018, the Board of Directors recommended and the majority shareholder (holding 74% of the voting shares) voted in favor of increasing the authorized capital of the Company from One Billion (1,000,000,000) shares, to Three Billion (3,000,000,000) shares. No change was made to the number of preferred shares authorized. Accordingly, as of February 5, 2018, the total authorized capital of the Company will be comprised of Two Billion Nine Hundred Ninety-Nine Million (2,999,000,000) shares of common stock, par value $0.00001 per share, and One Million (1,000,000) shares of Preferred Stock, of which Five Hundred Thousand (500,000) shares are designated as Series A Preferred Stock, par value $0.0001 per share.
Section 9—Financial Statements and Exhibits.
Item 9.01. Financial Statements and Exhibits.
a.
None
b.
Exhibits
|
|
NUMBER | EXHIBIT |
3.1u | Articles of Amendment to Amended and Restated Articles of Incorporation, February 5, 2018 Filed on February 6, 2018 as Exhibit 3.1u to the Company’s Report on Form 8-K (File No. 000-54845) and incorporated herein by reference. |
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.
|
|
| REAC GROUP, INC. |
|
|
|
|
March 28, 2018 | /s/ Robert DeAngelis |
| Robert DeAngelis |
| Chief Executive Officer |
2