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EX-99 - PRESS RELEASE DATED APRIL 24, 2018 - Nu-Med Plus, Inc.f8kshareholdermtg.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


April 10, 2018

(Date of Report: Date of earliest event reported)



NU-MED PLUS, INC.

(Exact name of registrant as specified in its charter)


Utah

000-54808

45-3672530

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer ID No.)


455 East 500 South, Suite 203, Salt Lake City, Utah 84111

 (Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code: (801) 746-3570



N/A

 (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 (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 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 and Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company  x


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.  ¨







SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS


This document contains forward-looking statements, which reflect our views with respect to future events and financial performance. These forward-looking statements are subject to certain uncertainties and other factors that could cause actual results to differ materially from such statements. These forward-looking statements are identified by, among other things, the words “anticipates,” “believes,” “estimates,” “expects,” “plans,” “projects,” “targets” and similar expressions. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Important factors that may cause actual results to differ from those projected include the risk factors specified below.


Item 5.07 Submission of Matters to a Vote of Security Holders.


On April 10, 2018, we held a Special Meeting of Shareholders.  Two proposals were submitted to and approved by the Company’s shareholders.  Of the 37,563,125 shares of common stock outstanding on March 9, 2018 (the record date), the holders of 24,267,383 shares, representing 64.6% of the outstanding shares entitled to vote as of the record date, which constituted a quorum, were represented at the meeting in person or by proxy.  The proposals are described in detail in the Company’s Proxy Statement that was filed with the Securities and Exchange Commission on March 22, 2018.  The final results were as follows:


Proposal No. 1.


Election of Members to the Board of Directors

Votes For

Withheld Authority

Jeff Robins

24,267,383

0

Tom Tait

24,244,383

3,000

William Moon

24,244,383

3,000

Dr. Craig Morrison

24,244,383

3,000

Dr. Brett Earl

24,244,383

3,000


Proposal No. 2.


 

Votes For

Withheld Authority

Ratify Sadler, Gibb and Associates, LLC, as Independent Auditors

24,266,383

0


There were no other matters brought to a vote at the Special Meeting.


Item 7.01 Regulation FD Disclosure.


See Item 9.01, Exhibit 99.


The information contained in this Item 7.01 and in Exhibit 99 is being furnished, and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to liability under such Section 18.  Furthermore, the information contained in this Item 7.01 and in Exhibit 99 shall not be deemed to be incorporated by reference into our filings under the Securities Act or the Exchange Act.


Item 9.01 Financial Statements and Exhibits.


(a)

Exhibits.


Exhibit No.

Description


99

Press Release dated April 24, 2018.






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 hereunder duly authorized.


NU-MED PLUS, INC.


By: /s/ Jeffrey L. Robins

Date: April 27, 2018

      Jeffrey L. Robins, CEO