8-K 1 s113422_8k.htm 8-K

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): October 17, 2018

 

 

XG SCIENCES, INC.

(Exact name of registrant as specified in its charter)

 

 

MICHIGAN

(State or other jurisdiction of incorporation)

 

 

333-209131   20-4998896

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

 

3101 Grand Oak Drive, Lansing, Michigan   48911-4224
(Address of principal executive offices)   (Zip Code)

 

517-703-1110

(Registrant’s telephone number, including area code)

 

Not Applicable

(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 l4a-12 under the Exchange Act (17 CFR 240.l4a-l2)

 

¨ Pre-commencement communications pursuant to Rule l4d-2(b) under the Exchange Act (17 CFR 240.l4d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.l3e-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     þ 

 

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.    þ 

 

 

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

 

On October 17, 2018, the stockholders holding 72.51% of the voting power in the Company, acting by written consent in lieu of a meeting, re-elected the Company’s previously existing Board of Directors, comprised of Arnold Allemang, Steven Jones, David Pendell, Philip Rose and Peifang Zhang, in its entirety.

 

 

 

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.

 

 

      XG SCIENCES, INC.
           
Dated: October 22, 2018   By:   /s/ Philip L. Rose
              Chief Executive Officer