8-K 1 ea122653-8k_appliedenerge.htm CURRENT REPORT

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) May 31, 2020

 

APPLIED ENERGETICS, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

001-14015   77-0262908
(Commission File Number)  

(IRS Employer

Identification No.)

 

2480 W Ruthrauff Road, Suite 140 Q, Tucson, Arizona   85705
(Address of Principal Executive Offices)   (Zip Code)

 

(520) 628-7415

(Registrant’s Telephone Number, Including Area Code)

 

 

(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))

 

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.  ☐

 

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 $.001 per share   AERG   OTCQB

 

 

 

 

 

 

Item 8.01 – Other Events

 

Update of Litigation Against Prior Management and Related Parties

 

The following provides an update on events concerning litigation involving Applied Energetics, Inc. Information regarding events occurring prior to the date of this Current Report on Form 8-K can be found in the company’s prior Current, Annual and Quarterly Reports on Forms 8-K, 10-K and 10-Q on file with the Securities and Exchange Commission.

 

On May 31, 2020, in the company’s ongoing litigation against Stein Riso Mantel McDonough, LLP (“Stein Riso”), the United States District Court for the Southern District of New York issued an opinion and order denying in part and granting in part the motion of Stein Riso to dismiss the company’s complaint.

 

The court rejected Stein Riso’s arguments that the allegations in the company’s complaint did not adequately allege Stein Riso committed malpractice and aided and abetted breaches of fiduciary duties by George Farley, the company’s former CEO and the defendant in a related action in the Delaware Chancery Court. The court dismissed a separate cause of action which the company had pled for “rescission and restitution” for Stein Riso’s alleged violations of the New York Rules of Professional Conduct, finding it was “duplicative” of our professional malpractice cause of action. The court also dismissed the company’s cause of action against Stein Riso for securities fraud. The court scheduled an initial pre-trial conference for June 26, 2020.

 

On June 2, 2020, in our ongoing litigation against George Farley, the company’s former CEO, and AnneMarieCo, LLC, the Chancery Court of the State of Delaware issued a scheduling order setting dates for pre-trial motion practice, hearings and conferences leading up to a trial date of September 21-24, 2020.

 

The company cannot guaranty the outcome of any litigation but expects to provide further updates on the status of the litigation as circumstances warrant.

 

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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.

 

  APPLIED ENERGETICS, INC.
   

 

 

  By: /s/ Gregory J. Quarles
    Gregory J. Quarles
    Chief Executive Officer
     
Date: June 4, 2020    

 

 

 

 

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