AND EXCHANGE COMMISSION
to Section 13 or 15(d) of The Securities and Exchange Act of 1934
of Report (Date of earliest event reported): July 22, 2020
Integrated Technologies Inc.
name of registrant as specified in its charter)
or other jurisdiction
Rudder Lane, Knoxville TN
of principal executive offices)
telephone number, including area code)
name or former address, if changed since last report.)
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))
registered pursuant to Section 12(b) of the Act:
of each class
of each exchange on which registered|
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).
growth company [ ]
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.
3.02 Unregistered Sales of Equity Securities
July 16, 2020 we issued and sold 500,000 shares of our common stock in two separate private transactions exempt from registration
under the Securities Act of 1933, as amended, in reliance on exemptions provided by Section 4(a)(2) and Rule 506(b) of Regulation
D promulgated thereunder. The purchasers were accredited or otherwise sophisticated investors who had access to business and financial
information of our Company. The sale of common stock resulted in $50,000 in net proceeds to us and we did not pay
any commissions or finder’s fees in connection with the transactions. The proceeds from the sales will be used for working
Subscription Agreement for the sale of the unregistered equity securities is qualified in its entirety by reference and is filed
as Exhibit 10.1 to this report.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
July 16, 2020, we modified the Employment Agreement dated October 8, 2019 of our Chief Financial Officer to better reflect
an increased time commitment to the Company. The modification increases the base salary of our Chief Financial Officer to $104,000
per annum and is effective as of May 1, 2020.
addition to the increase in the base salary, we also granted an award of restricted stock to our Chief Financial Officer
in the amount of 500,000 shares of common stock. The restricted stock award vests over a three-year period with 200,000
shares vesting immediately, and the remaining shares vesting in 100,000 share increments over the next three years.
Restricted Stock Award Agreement is qualified in its entirety by reference and is filed as Exhibit 10.2 to this report.
9.01 Financial Statements and Exhibits.
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.
July 22, 2020
Integrated Technologies Inc.|
Scott M. Boruff
||Scott M. Boruff
Chief Executive Officer and Sole Board member