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AKOUSTIS TECHNOLOGIES, INC. Form 8-K: Current report, 2015

AKOUSTIS TECHNOLOGIES, INC. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2015-06-19: Form 8-K; Period of report 2015-06-15; Description 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.01.
  • 2015-06-15: Form 8-K; Period of report 2015-06-10; Description 3.02 Unregistered Sales of Equity Securities; Details 3.02.
  • 2015-05-29: Form 8-K; Period of report 2015-05-22; Description 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.06 Change in Shell Company Status; Details 1.01.
  • 2015-05-29: Form 8-K; Period of report 2015-05-22; Description 4.01 Changes in Registrant's Certifying Accountant; Details 4.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2015-06-198-K2015-06-151.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 On June 15, 2015, Akoustis Technologies, Inc. (the “Company,” “we,” “us,” or “our”) entered into a three-year employment agreement with its Chief Executive Officer, Jeffrey B. Shealy.
5.02 See Item 1.01 above, which is incorporated into this Item 5.02 by reference.
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2015-06-158-K2015-06-103.02 Unregistered Sales of Equity Securities3.02 On June 10, 2015, Akoustis Technologies, Inc. (the “Company”) completed a second and final closing of a private placement offering (the “Offering”) in which we sold an aggregate of 261,000 additional shares of our common stock, $0.001 par value per share (the “Common Stock”), at a purchase price of $1.50 per share (the “Offering Price”).s101325_form8k.htm
2015-05-298-K2015-05-221.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.06 Change in Shell Company Status1.01 The information contained in Item 2.01 below relating to the various agreements described therein is incorporated herein by reference.
2.01 On May 22, 2015 (the “Closing Date”), the Company, Acquisition Sub and Akoustis, Inc., entered into an Agreement and Plan of Merger and Reorganization (the “Merger Agreement”), which closed on the same date.
3.02 All share and per share stock numbers in this section relating to the Common Stock of the Company (Akoustis Technologies, Inc.) are after giving effect to the 1.094891-for-one forward split of our Common Stock on April 23, 2015.
5.01 The information regarding change of control of the Company in connection with the Merger set forth in Item 2.01, “Completion of Acquisition or Disposition of Assets—The Merger and Related Transactions” is incorporated herein by reference.
5.02 The information regarding departure and election of directors and departure and appointment of principal officers of the Company in connection with the Merger set forth in Item 2.01, “Completion of Acquisition or Disposition of Assets—The Merger and Related Transactions” is incorporated herein by reference.
5.06 Prior to the Merger, we were a “shell company” (as such term is defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)).
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2015-05-298-K2015-05-224.01 Changes in Registrant's Certifying Accountant4.01 Effective as of May 22, 2015, Akoustis Technologies, Inc., formerly known as Danlax Corp., a Nevada corporation (the “Company”) dismissed KLJ & Associates, LLP (“KLJ”) as the Company’s independent registered public accounting firm.s101224_8k.htm
2015-04-298-K2015-04-248.01 Other Events8.01 As previously reported in a Current Report on Form 8-K filed with the Securities and Exchange Commission on April 15, 2015, on April 9, 2015, our Board of Directors declared a 1.094891-for-1 forward stock split of the Company’s outstanding common stock, $0.001 par value per share (the “Common Stock”), in the form of a dividend (the “Stock Split”) with a record date of April 20, 2015 (the “Record Date”).s101013_8k.htm
2015-04-158-K2015-04-095.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events5.03 On April 9, 2015, our Board of Directors authorized, and the holders of approximately 76.6% of the voting power of outstanding shares of our common stock, par value $0.001 per share (“Common Stock’), approved by written consent, in accordance with Nevada law, the execution and filing of Amended and Restated Articles of Incorporation (the “Restated Articles”) with the Nevada Secretary of State which, among other things, (i) changed our name from “Danlax, Corp.” to “Akoustis Technologies, Inc.” (the “Name Change”), and (ii) increased the number of authorized shares of capital stock from 75,000,000 shares of Common Stock to 310,000,000 shares, consisting of (a) 300,000,000 shares of Common Stock and (b) 10,000,000 shares of preferred stock, $0.001 par value per share (the “Share Increase”).
5.07 The information in Item 5.03 above regarding the approval of the Restated Articles by written consent of our stockholders is incorporated herein by reference.
8.01 On April 9, 2015, our Board of Directors declared a 1.094891-for-1 forward stock split of the Company’s outstanding common stock, in the form of a dividend (the “Stock Split”).
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