Current Report Filing (8-k)
March 06 2020 - 5:00PM
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 (Date of earliest event reported): March 4, 2020
Social
Life Network, Inc.
(Exact
name of registrant as specified in its charter)
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Nevada
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000-55961
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46-0495298
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
Number)
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3465
S Gaylord Ct, Suite A509, Englewood, Colorado
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80113
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(Address
of principal executive offices)
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(Zip
Code)
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(855)
933-3277
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:
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[ ]
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Written
communications pursuant to Rule 425 under the Securities Act
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
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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. [ ]
Social
Life Network, Inc. referred to herein as “we”, “us” or “our”.
Item
3.03 Material Modification of Rights of Security Holders.
Background
On
March 4, 2020, our Board of Directors (the “Board”) adopted the Certificate of Designation of Preferences, Rights
and Limitations of the Class B Common Stock (“Certificate”). The Certificate provides that, among other things, each
Class B Common Stock Share shall have one-hundred (100) votes on all matters presented to be voted by the holders of Common Stock.
The Class B Common Stock Shares only have voting power and have no equity, cash value or any other value
Issuance
of Class B Common Stock Shares
Effective
March 4, 2020, our Board authorized the issuance of twenty five million (25,000,000) Class B Common Stock Shares to Ken Tapp,
our Chief Executive Officer, in return for his services as our Chief Executive Officer from February 1, 2016 to February 29, 2020,
which shares are equal to two billion five hundred million (2,500,000,000) votes and have no equity, cash value or any other value.
Item
5.03 Amendments to Articles of Incorporation, Bylaws, Change in Fiscal Year
After
unanimous Board of Director approval and Shareholder Approval by consent of over 51% of our outstanding shares, filing of our
Definitive Information Statement and notice to shareholders, we filed an Amended and Restated Articles of Incorporation to increase
our authorized shares with the State of Nevada, which was approved by the State of Nevada on March 4, 2020, and increased our
authorized Common Stock Shares to 2,500,000,000 Shares.
Item
7.01 Regulation FD Disclosure
We
will hold a shareholder update call on Tuesday, March 31, 2020, at 1:30 pm PT and 4:30 pm ET, which call will announce selected
annual financial results for the 12 months ending December 31, 2019 and discuss the business of Social Life Network, Inc.’s wholly
owned subsidiary, MjLink.com, Inc. We issued a press release regarding the shareholder update call on March 3, 2020, which press
release is attached hereto as Exhibit 99.1. The information furnished under this Item 7.01 of this Current Report on Form 8-K,
including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange
Act of 1934, as amended, or otherwise subject to the liabilities of that section.
Item
9.01 Financial Statements and Exhibits.
SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Dated
March 6, 2020
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Social
Life Network, Inc.
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By:
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/s/
Ken Tapp
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Ken
Tapp,
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Chief
Executive Officer
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