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Cubed, Inc. Form 8-K: Current report

Cubed, Inc. Form 8-K: Current report

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

  • 2014-12-16: Form 8-K/A; Period of report 2014-12-11; 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.
  • 2014-12-16: Form 8-K; Period of report 2014-12-11; 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.
  • 2014-11-21: Form 8-K; Period of report 2014-11-20; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure; Details 5.02.
  • 2014-11-19: Form 8-K; Period of report 2014-11-13; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2014-12-168-K/A2014-12-111.01 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 Entry into a Material Definitive Agreement.
5.02 On December 15, 2014, we accepted the resignations of Douglas Shinsato and David B. Doust as directors and officers.
cubed_8k.htm
2014-12-168-K2014-12-111.01 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 Entry into a Material Definitive Agreement.
5.02 On December 15, 2014, we accepted the resignations of Joseph White and David B. Doust as directors and officers.
cubed_8k.htm
2014-11-218-K2014-11-205.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure5.02 On November 15, 2014, Joseph White resigned as our President, Chief Executive Officer, and Interim Chief Financial Officer, effective on November 20, 2014, and was also appointed to serve as our Chief Product Officer.
7.01 We are hereby releasing a letter to our shareholders, attached hereto as Exhibit 99.1.
cubed_8k.htm
2014-11-198-K2014-11-135.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On November 13, 2014, we accepted the resignation of Paul Turino as our Chief Operating Officer effective as of December 19, 2014.cubed_8k.htm
2014-11-178-K2014-11-121.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.cubed_8k.htm
2014-11-138-K2014-11-091.02 Termination of a Material Definitive Agreement1.02 On May 22, 2014, we entered into a Share Exchange Agreement with WikiTechnologies, Inc., a Delaware corporation.cubed_8k.htm
2014-10-238-K2014-10-175.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On October 19, 2014, Paul Turino resigned as a member of our Board of Directors, effective as of October 17, 2014.cubed_8k.htm
2014-10-148-K2014-10-093.02 Unregistered Sales of Equity Securitiescubed_8k.htm
2014-08-088-K2014-07-173.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 4.01 Changes in Registrant's Certifying Accountant; 7.01 Regulation FD Disclosure3.01 Although not required pursuant to Instruction 4 of Item 3.01 of Form 8-K, we are disclosing that on July 17, 2014 the Securities and Exchange Commission announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934, of trading in our common stock.
4.01 On July 19, 2014, we were notified of the resignation by Silberstein Ungar, PLLC, the independent accountants previously engaged as the principal accountants to audit our financial statements.
7.01 On July 23, 2014, we issued a press release regarding recent indirect allegations, attached as Exhibit 99.1 hereto, and announcing that we have hired Lowenstein Sandler LLP to conduct an internal investigation to determine whether we have been a victim of conduct allegedly engaged in by individuals, including our former outside legal counsel, as set forth in an indictment filed in the Eastern District of New York on Thursday, July 17, 2014, and in an SEC complaint filed on the same day.
cubed_8k.htm
2014-07-158-K2014-07-111.01 Entry into a Material Definitive Agreement1.01 As previously reported, on May 22, 2014, we entered into a Share Exchange Agreement (the “Agreement”) with WikiTechnologies, Inc., a Delaware corporation (“Wiki”).mainbody.htm
2014-07-028-K2014-06-275.01 Changes in Control of Registrantmainbody.htm
2014-06-238-K2014-06-203.02 Unregistered Sales of Equity Securities3.02 On June 20, 2014, we closed an extension and enlargement of the private offering of our common stock previously described in our report filed on form 8K on May 16, 2014.mainbody.htm
2014-06-068-K2014-05-301.01 Entry into a Material Definitive Agreement1.01 On May 30, 2014, we entered into a non-exclusive Joint Venture Agreement (the “Agreement”) with Small Screen Casinos Ltd. (“Small Screen”).mainbody.htm
2014-05-298-K2014-05-271.01 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 The disclosures below relating to our entry into a material definitive agreement with our newly-appointed COO, Paul Turino, are incorporated herein by reference.
5.02 On May 27, 2014, the board of directors approved the employment agreement and appointed Mr. Paul Turino, as our new Chief Operating Officer.
mainbody.htm
2014-05-278-K2014-05-221.01 Entry into a Material Definitive Agreement1.01 On May 22, 2014, we entered into a Share Exchange Agreement (the “Agreement”) with WikiTechnologies, Inc., a Delaware corporation (“Wiki”).mainbody.htm
2014-05-168-K2014-05-093.02 Unregistered Sales of Equity Securities3.02 On May 9, 2014, we closed a private offering of common stock sold at a price of $1.00 per share.mainbody.htm
2014-05-078-K2014-04-241.01 Entry into a Material Definitive Agreement1.01 On April 24, 2014, we entered into a Master Services Agreement with Oasis Marketing Solutions, LLC (“Oasis”).mainbody.htm
2014-03-278-K2014-03-265.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On March 26, 2014, the board of directors appointed Joseph D. White as a new director, and our new CEO and president; and Alfred A Rapetti as a new director.mainbody.htm
2014-03-268-K2014-03-251.01 Entry into a Material Definitive Agreement; 5.01 Changes in Control of Registrant1.01 On March 25, 2014, we entered into an Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (the “Agreement”) with our majority shareholder and former officer and director, Taylor Edgerton.
5.01 Also on March 25, 2014, Mr. Edgerton agreed to transfer his remaining shares of common stock to eight purchasers for a total purchase price of approximately $20,000.
mainbody.htm
2014-03-248-K2014-03-211.01 Entry into a Material Definitive Agreement1.01 On March 21, 2014, we entered into an Intellectual Property Purchase Agreement (the “Purchase Agreement”) with Crackpot Inc., a Nevada corporation (“Crackpot”).mainbody.htm
2014-03-148-K2014-03-145.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events5.03 Pursuant to the approval of a majority of our shareholders and our board of directors, we have changed our corporate name to “Cubed, Inc.” In addition, our board of directors has approved a forward split of our common stock on the basis of 2.67 shares for each share issued and outstanding.
8.01 In connection with the name change and forward split, our common stock has been assigned a new CUSIP number and new trading symbol.
mainbody.htm
2014-03-068-K2014-03-045.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events5.02 On March 4, 2014, the board of directors appointed Douglas Shinsato as our new Director, President, Secretary, Treasurer, CEO, and CFO.
8.01 Following the transactions described above, our corporate offices have been moved and our phone number has changed.
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2011-04-268-K2011-04-238.01 Other Events8.01 On April 23, 2011, our board of directors voted to issue 3,000,000 shares to a total of 30 subscribers who purchased shares of common stock at a price of $0.006 per share in our initial public offering (the “Offering”).mainbody.htm