1-U

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________

FORM 1-U

CURRENT REPORT

Pursuant Regulation A of the Securities Act of 1933

APRIL 24, 2019

 (Date of Report (Date of earliest event reported))

VORTEX BRANDS CO.

(Exact name of registrant as specified in its charter)

COLORADO	81-1007448
(State or other jurisdiction of incorporation)	(IRS Employer Identification No.)

3511 Del Paso Road, STE 160 PMB 208	Sacramento, CA 95835
(Address of principal executive offices)	(City, State, ZIP Code)

213-260-0321

 (Registrant’s telephone number, including area code)

Common Shares

(Title of each class of securities issued pursuant to Regulation A)

Item 9. Other Events

(a) On April 16, 2019, Vortex Brands Co. offered a position on the Board of Directors to John F. Nunley, III.

(b) Mr. Nunley provided his acceptance via written letter as attached.

(c) A quorum of the Directors of Vortex Brands, Co. met on April 16, 2019 and consented to the appointment of John F. Nunley, III as Director.

Safe Harbor Statement

The information furnished in Form 1-U is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section, and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended. 

This Current Report on Form 1-U contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties, including those described under the section entitled “Risk Factors” in our Offering Statement on Form 1-A dated July 23, 2018, filed with the Securities and Exchange Commission (“SEC”), as such factors may be updated from time to time in our periodic filings and prospectus supplements filed with the SEC, which are accessible on the SEC’s website at www.sec.gov. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in our filings with the SEC. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.

2

SIGNATURES

Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	VORTEX BRANDS CO.
	By:	/s/ Todd Higley
	Name:	Todd Higley
	Title:	CEO
Date: April 24, 2019

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EX1U-15 ADD EXHB.1

EXHIBIT 15.1

April 16, 2019

Mr. Todd Higley

Chief Executive Officer

Vortex Brands Co.

3511 Del Paso Rd. 

Sacramento, CA 95835

Dear Mr. Higley:

Thank you for having offered me a position on the Board of Directors for the Vortex Brands Company.  I am honored to have received this offer and I have chosen to accept the position.  I am accepting the challenge of serving on this Board because I believe the benefits that can be derived from the implementation of the technology can be significant in terms of environmental emissions reductions, while having social and industry benefits by overall reductions in the cost of electricity.  It is my hope and intention that as a Board member I can help Vortex brands promote this technology in a fashion that will bring it to mainstream acceptance.

I have been following the development and improvement of the computer-controlled electricity consumption efficiency device invented by the Widner family and marketed by Tripac Systems for over a decade.  When I was in charge of the Wyoming Energy office, I purchased three of the Tripac units as test units and installed them at three different locations that were unrelated in their operations with the exception that they all used large electric motors. They included a lumber mill in Saratoga, WY, a railroad tie plant in Laramie, WY, and a cold storage facility also located in Laramie.  The results were exceptional.  In all cases, the consumption efficiency was significantly improved. 

I am confident that based on my test results from the units that were installed, that this technology when implemented by electric utility companies can and will reduce the amount of power they need to generate, thereby reducing their power generation costs by being able to purchase less fuel, can reduce the congestion on existing power lines, and can help to reduce their overall environmental emissions.

Those industries who choose to install them on their side of the electric meter, can benefit by reducing the costs associated with electricity they need to purchase in order to power inductive loads, especially electric motor loads.  When billed for demand charges, significant savings can be realized.

I look forward to our working together to make this technology a success.

Best Regards,

/s/ John F. Nunley III