10-K/A 1 form10ka.htm 10-K/A

SECURITIES & EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
FORM 10-K/A
(Amendment No. 1) 
 
Annual Report Under Section 13 or 15 (d) of
the Securities Exchange Act of 1934
 
For the Fiscal Year Ended June 30, 2017
   
Transition Report Under Section 13 or 18(d) of the Exchange Act
   
Commission File Number: 0-17449
 
PROCYON CORPORATION
(Exact Name of Small Business Issuer as specified in its charter)
  
COLORADO
59-3280822
(State of Incorporation)
(IRS Employer Identification Number)
  
1300 S. Highland Ave. Clearwater, FL 33756
(Address of Principal Offices)
 
(727) 447-2998
(Issuer’s Telephone Number)
 
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock

 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.   Yes No

Indicate by checkmark whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes No

Indicate by checkmark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,”“accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
  
Large accelerated filer           Accelerated filer
Non-accelerated filer (Do not check if a smaller reporting company)           Smaller reporting company

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. 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes No

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter:

The aggregate market value of the 4,069,791 shares of Common Stock held by non-affiliates was $813,958 on July 26, 2017, the date of the last sale of common stock, based on the average bid and asked price of $.20 on such date.

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date:

As of October 4, 2017, there were 8,077,388 shares of the issuers Common Stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE:

None.
 



EXPLANATORY NOTE
 
This Amendment No. 1 on Form 10-K/A (this “Amendment No. 1”) amends our Annual Report on Form 10-K for the annual period ended June 30, 2017 that was filed with the U.S. Securities and Exchange Commission (“SEC”) on October 11, 2017 (the “Original Filing”). We are filing this Amendment No. 1 to update Item 15 and furnish Exhibit 101 to the Original Filing.
 
Except as set forth in Item 15 below and in any exhibits attached hereto, no other changes are made to the Original Filing. The Original Filing continues to speak as of the date of the Original Filing. Unless expressly stated, this Amendment No. 1 does not reflect events occurring after the filing date of the Original Filing, nor does it modify or update in any way the disclosures contained in the Original Filing.
 

2


ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.
 
(a)  EXHIBITS
  
Certification of Regina W. Anderson pursuant to Exchange Act Rule 13a-14(a)/15d-14(a) (filed herewith).
 
 
Certification of James B. Anderson pursuant to Exchange Act Rule 13a-14(a)/15d-14(a) (filed herewith).
 
 
Certification Pursuant to 18 U.S.C.§1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act Of 2002 (filed herewith).
 
 
101.INS
XBRL Instance Document (furnished herewith).
 
 
101.SCH
XBRL Taxonomy Extension Schema Document (furnished herewith).
 
 
101.CAL
XBRL Taxonomy Presentation Linkbase Document (furnished herewith).
 
 
101.DEF
XBRL Taxonomy Calculation Linkbase Document (furnished herewith).
 
 
101.LAB
XBRL Taxonomy Label Linkbase Document (furnished herewith).
 
 
101.PRE
XBRL Taxonomy Extension Definition Linkbase Document (furnished herewith).
 
     
SIGNATURES
 
In accordance with the requirements of the Exchange Act, the registrant caused this Amendment No. 1 to its Annual Report on Form 10-K/A to be signed on its behalf by the undersigned, there unto duly authorized.
 
 
 
PROCYON CORPORATION
 
 
 
 
October 12, 2017
By: /s/ REGINA W. ANDERSON
Date
Regina W. Anderson, Chief Executive Officer