- Current report filing (8-K)
October 28 2010 - 4:24PM
Edgar (US Regulatory)
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 October 28, 2010 (Date of earliest event reported: October 22,
2010)
_________________________________________________________________________________
SulphCo,
Inc.
_________________________________________________________________________________
(Exact
name of registrant as specified in charter)
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(State
or other jurisdiction of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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4333
W. Sam Houston Pkwy N., Suite 190
Houston,
Texas 77043
(Address
of principal executive offices) (Zip Code)
(713)
896-9100
(Registrant’s
telephone number, including area code)
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):
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Section
5 – Corporate Governance and Management
Item
5.02. Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers
On
October 22, 2010, Dr. Florian J. Schattenmann, SulphCo, Inc.’s (the “Company”)
Vice President and Chief Technology Officer tendered his resignation from the
Company with an effective date of November 30, 2010. The Company has
no immediate plans to fill the vacancy.
Section
8 – Other Events
Item
8.01. Other Events.
On October 28, 2010, the Company issued
a press release (the “Termination of Validation Agreement Press Release”)
announcing that it had received notice from the mid-stream energy company with
which it has been discussing potential commercial options that it had chosen not
to move forward with commercial negotiations.
A copy of the Termination
of Validation Agreement Press Release is furnished as Exhibit 99.1 to this
Current Report on Form 8-K.
On October 28, 2010, the Company issued
a press release (the “Cancellation of Registered Direct Offering Press Release”)
announcing that it had cancelled the registered direct offering of common stock
previously announced Wednesday, October 27, 2010. A copy of the
Cancellation of Registered Direct Offering Press Release is furnished as Exhibit
99.2 to this Current Report on Form 8-K.
The
information included herein and in Exhibit 99.1 and Exhibit 99.2 shall not
be deemed “filed” for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended (the "Exchange Act"), or otherwise subject to the
liabilities of that section, nor shall it be deemed incorporated by reference in
any filing under the Securities Act of 1933, as amended, or the Exchange
Act.
Section
9 - Financial Statements and Exhibits
Item
9.01. Financial Statements and Exhibits.
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(d) Exhibits
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Exhibit
Number
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Exhibit Title or
Description
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99.1
99.2
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Termination
of Validation Agreement Press Release
Cancellation
of Registered Direct Offering Press
Release
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SIGNATURE
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.
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SulphCo,
Inc.
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Dated
as of: October 28, 2010
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By:
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/s/ Stanley
W. Farmer
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Name:
Stanley W. Farmer
Title: Vice
President, Chief Financial Officer,
Treasurer
and Corporate Secretary
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