Current Report Filing (8-k)
December 16 2022 - 4:07PM
Edgar (US Regulatory)
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0000788611
2022-12-14
2022-12-14
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(D) OF THE
THE
SECURITIES EXCHANGE ACT OF 1934
Date
of report (Date of earliest event reported): December 14, 2022
SIGMA
ADDITIVE SOLUTIONS, INC.
(Exact
name of registrant as specified in its charter)
| Nevada |
|
001-38015 |
|
27-1865814 |
(State
or other jurisdiction of
incorporation
or organization) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
3900
Paseo del Sol
Santa
Fe, New Mexico 87507
(Address
of Principal Executive Offices) (Zip Code)
Registrant’s
telephone number, including area code: (505) 438-2576
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)) |
Securities
registered pursuant to Section 12(b) of the Act:
| Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
| Common
Stock, par value $0.001 per share |
|
SASI |
|
The
NASDAQ Stock Market LLC |
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. ☐
Item
3.03 Material Modification to Rights of Stockholders
On
December 14, 2022, our Board of Directors adopted by unanimous written consent Amendment No. 3 (the “Amendment”) to our Amended
and Restated By-Laws to replace Section 3, Article II thereof with a new Section 3. The new Section 3 is identical in all respects to
the former Section 3, except that it provides that the holders of a one third (1/3rd), rather than a majority, of the voting
power of the Company’s stock present in person or represented by proxy at any meeting of stockholders shall constitute a quorum
for the transaction of business except as otherwise provided by law, by the Articles of Incorporation or by the Amended and Restated
By-Laws.
Item
5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Amendment
to By-Laws
The
information set forth in Item 3.03 of this Current Report regarding the Amendment is incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
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.
| Date:
December 16, 2022 |
SIGMA
ADDITIVE SOLUTIONS, INC. |
| |
|
|
| |
By:
|
/s/
Jacob Brunsberg |
| |
Name: |
Jacob
Brunsberg |
| |
Title: |
President
and Chief Executive Officer |
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