0001437749-21-016531.txt : 20210707 0001437749-21-016531.hdr.sgml : 20210707 20210707111357 ACCESSION NUMBER: 0001437749-21-016531 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210702 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20210707 DATE AS OF CHANGE: 20210707 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ADM TRONICS UNLIMITED, INC. CENTRAL INDEX KEY: 0000849401 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 221896032 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-17629 FILM NUMBER: 211076716 BUSINESS ADDRESS: STREET 1: 224 S PEGASUS AVE CITY: NORTHVALE STATE: NJ ZIP: 07647 BUSINESS PHONE: 2017676040 MAIL ADDRESS: STREET 1: 224 S PEGASUS AVE CITY: NORTHVALE STATE: NJ ZIP: 07647 FORMER COMPANY: FORMER CONFORMED NAME: ADM TRONICS UNLIMITED INC/DE DATE OF NAME CHANGE: 19920703 8-K 1 admt20210707_8k.htm FORM 8-K admt20210707_8k.htm

 

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): July 2, 2021

 

ADM TRONICS UNLIMITED, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

0-17629

22-1896032

(State or other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

224S Pegasus Ave., Northvale, New Jersey 07647
(Address of Principal Executive Offices)

 

Registrant’s telephone number, including area code: (201)767-6040

(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-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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

 

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. ☐

 

 
 

 

 

Item 3.02

Unregistered Sales of Equity Securities.

 

On July 2, 2021, ADM Tronics Unlimited Inc. (the “Company”) entered into a consulting agreement (the “Agreement”) with a consultant, pursuant to which the consultant is providing consulting services over a period of two years from the date of execution of the Agreement. Pursuant to the Agreement, on July 2, 2021, as compensation for the consulting services to be rendered thereunder, the Company issued the consultant a warrant to purchase up to 3,500,000 shares of the Company’s common stock, par value $0.0005 per share (the “Common Stock”) at an exercise price of $0.17 per share during the first 12 months of the term of the Agreement and $0.20 per share for the second 12 months of the term of the Agreement. Such warrant is exercisable until the second anniversary of the date of issuance. Under the warrant, at the request of the consultant, the Company will file a registration statement covering the resale of shares of Common Stock issuable upon exercise of the warrant within 45 days of such request. The issuance of the warrant was made in reliance on the exemption from registration provided for under Section 4(a)(2) of the Securities Act of 1933, as amended.

 

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.

 

 

ADM Tronic Unlimited, Inc.
     

Date: July 6, 2021

By:

/s/ Andre’ DiMino
 

Name:

Andre’ DiMino
 

Title:

CEO and CFO