UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1 to 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): June 13, 2018 (March 15, 2018)
SUMMIT NETWORKS, INC. |
(Name of small business in its charter) |
Nevada |
| 333-199108 |
| 35-2511257 |
(State or other jurisdiction of incorporation) |
| (Commission File Number) |
| (IRS Employer Identification No.) |
Room 710A, 7/F, Ho King
Commercial Centre
2-16 Fa Yuen Street, Mong Kok
Kowloon, Hong Kong
(Address of principal executive offices)
Registrant's telephone number:
852-6997-0034
Check the appropriate box below if the Form 8-K 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
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ¨
Item 3.02 Unregistered Sale of Equity Securities.
On March 15, 2018 the Registrant incorrectly stated that it issued 399,000 shares of its common stock and warrants (the “Units”) pursuant to an exemption from registration provided by Section 4(2) of the Securities Act of 1933.
The issuance was incorrectly typed and was for 399,999 shares of common stock only and did not include a warrant as stated.
The offering was not a public offering as defined in Section 4(2) due to the limited number of persons that received the shares and the manner of the offering. In addition, the Purchasers represented that they had the necessary investment intent as required by Section 4(2) and agreed to and received share certificates bearing a legend that stated that the securities were restricted pursuant to Rule 144 of the Securities Act. These shares were issued to two shareholders for a total consideration of $12,000.00. These shares were sold on a private placement basis and the Company paid no commission in connection with such sales.
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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, thereunto duly authorized.
| SUMMIT NETWORKS, INC. |
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Dated: June 13, 2018 | By: | /s/ Riggs Cheung |
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| Name: | Riggs Cheung |
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| Title: | President |
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