0001004878-21-000009.txt : 20210125 0001004878-21-000009.hdr.sgml : 20210125 20210125121635 ACCESSION NUMBER: 0001004878-21-000009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210122 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20210125 DATE AS OF CHANGE: 20210125 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Pure Harvest Corporate Group, Inc. CENTRAL INDEX KEY: 0001351573 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 710952431 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-212055 FILM NUMBER: 21548877 BUSINESS ADDRESS: STREET 1: 2401 E. 2ND AVENUE STREET 2: SUITE 600 CITY: DENVER STATE: CO ZIP: 80206 BUSINESS PHONE: (800) 560-5148 MAIL ADDRESS: STREET 1: 2401 E. 2ND AVENUE STREET 2: SUITE 600 CITY: DENVER STATE: CO ZIP: 80206 FORMER COMPANY: FORMER CONFORMED NAME: Pure Harvest Cannabis Group, Inc. DATE OF NAME CHANGE: 20190307 FORMER COMPANY: FORMER CONFORMED NAME: Pocket Shot Co DATE OF NAME CHANGE: 20160311 FORMER COMPANY: FORMER CONFORMED NAME: Pocket Shot co DATE OF NAME CHANGE: 20060131 8-K 1 form8k302stksale1-21.txt STK PURCH. AGREE 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: January 19, 2021 PURE HARVEST CORPORATE GROUP, INC. -------------------------------------- (Name of registrant as specified in its charter) Colorado 333-212055 71-0952431 ------------- ------------------- ------------------ State of Commission File Number IRS Employer Incorporation Identification No. 7400 E. Crestline Cir. Ste. 130 Greenwood Village, CO 80111 ----------------------------------- Address of principal executive offices (800) 560-5148 ---------------------- 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: [ ] 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-14(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 [x] 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 13a of the Exchange Act. [x] Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered ------------------- ---------------- ---------------------------------------- None N/A N/A Item 3.02 Unregistered Sales of Equity Securities On January 19, 2021, Pure Harvest Corporate Group, Inc. sold 947,369 shares of its restricted common stock to two private investors at a purchase price of $0.38 per share, for gross proceeds of $360,000. The Company relied upon the exemption provided by Section 4(a)(2) of the Securities Act of 1933 in connection with the sale of the securities described above. The persons who acquired these securities were sophisticated investors and were provided full information regarding the Company's business and operations. There was no general solicitation in connection with the offer or sale of these securities. The persons who acquired these securities acquired them for their own accounts. The certificates representing these securities will bear a restricted legend providing that they cannot be sold except pursuant to an effective registration statement or an exemption from registration. No commission was paid to any person in connection with the sale of these securities. -2- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. January 22, 2021. PURE HARVEST CORPORATE GROUP, INC. By: /s/ Matthew Gregarek ------------------------------- Matthew Gregarek, Chief Executive Officer