DIGITAL LOCATIONS, INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2024-08-26: Form 8-K; Period of report 2024-08-21; Description 1.02 Termination of 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 1.02.
- 2024-08-02: Form 8-K; Period of report 2024-08-01; Description 7.01 Regulation FD Disclosure; Details 7.01.
- 2024-05-22: Form 8-K; Period of report 2024-05-16; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
- 2024-05-08: Form 8-K; Period of report 2024-05-07; Description 7.01 Regulation FD Disclosure; Details 7.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2024-08-26 | 8-K | 2024-08-21 | 1.02 Termination of a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.02 On August 21, 2024, Digital Locations, Inc. (the “Company”) sent notice terminating the existing sponsorship agreement, as amended (the “Agreement”) with The Florida International University Board of Trustees ( “FIU”), to conduct the work related to the project entitled “Direct Phone to Satellite Communication.” The Company has decided to terminate the Agreement due to a change in business strategy based on recent developments in the satellite communication industry. 5.02 On August 15, 2024, the Board of Directors of the Company elected to terminate the Independent Contractor with Rich Berliner as of October 31, 2024. | form8-k.htm |
| 2024-08-02 | 8-K | 2024-08-01 | 7.01 Regulation FD Disclosure | 7.01 On August 1, 2024, the Company issued a press release. | form8-k.htm |
| 2024-05-22 | 8-K | 2024-05-16 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into Definitive Material Agreement. | form8-k.htm |
| 2024-05-08 | 8-K | 2024-05-07 | 7.01 Regulation FD Disclosure | 7.01 On May 7, 2024, the Company issued a press release. | form8-k.htm |
| 2024-03-06 | 8-K | 2024-03-05 | 7.01 Regulation FD Disclosure | 7.01 On March 5, 2024, the Company issued a press release. | form8-k.htm |
| 2024-02-29 | 8-K | 2024-02-27 | 7.01 Regulation FD Disclosure | 7.01 On February 27, 2024, the Company issued a press release. | form8-k.htm |
| 2024-02-23 | 8-K | 2024-02-21 | 7.01 Regulation FD Disclosure | 7.01 On February 21, 2024, the Company issued a press release. | form8-k.htm |
| 2024-02-21 | 8-K | 2024-02-14 | 7.01 Regulation FD Disclosure | 7.01 On February 14, 2024, the Company issued a press release. | form8-k.htm |
| 2024-02-08 | 8-K | 2024-02-06 | 7.01 Regulation FD Disclosure | 7.01 On February 6, 2024, the Company issued a press release. | form8-k.htm |
| 2023-09-12 | 8-K | 2023-09-07 | 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure | 1.01 On September 7, 2023, Digital Locations, Inc. (“we” or the “Company”) entered into an Equity Financing Agreement (the “Financing Agreement”) and Registration Rights Agreement (the “Registration Rights Agreement”) with GHS Investments, LLC (“GHS”). 7.01 On September 12, 2023, the Company issued a press release. | form8-k.htm |
| 2023-09-07 | 8-K | 2023-09-06 | 7.01 Regulation FD Disclosure | 7.01 On September 6, 2023, the Company issued a press release. | form8-k.htm |
| 2023-08-31 | 8-K | 2023-08-30 | 7.01 Regulation FD Disclosure | 7.01 On August 30, 2023, the Company issued a press release. | form8-k.htm |
| 2023-08-24 | 8-K | 2023-08-22 | 7.01 Regulation FD Disclosure | 7.01 On August 22, 2023, the Company issued a press release. | form8-k.htm |
| 2023-08-18 | 8-K | 2023-08-17 | 7.01 Regulation FD Disclosure | 7.01 On August 17, 2023, the Company issued a press release. | form8-k.htm |
| 2023-08-17 | 8-K | 2023-08-15 | 7.01 Regulation FD Disclosure | 7.01 On August 15, 2023, the Company issued a press release. | form8-k.htm |
| 2023-08-15 | 8-K | 2023-08-09 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 On August 9, 2023, Digital Locations, Inc. (the “Company”) filed a withdrawal of its previously-filed Series F Preferred Stock Certificate of Designation to its Articles of Incorporation. | form8-k.htm |
| 2023-08-14 | 8-K | 2023-08-10 | 7.01 Regulation FD Disclosure | 7.01 On August 10, 2023, the Company issued a press release. | form8-k.htm |
| 2023-08-09 | 8-K | 2023-08-08 | 7.01 Regulation FD Disclosure | 7.01 On August 8, 2023, the Company issued a press release. | form8-k.htm |
| 2023-08-04 | 8-K | 2023-08-03 | 7.01 Regulation FD Disclosure | 7.01 On August 3, 2023, the Company issued a press release sharing a discussion with leading space research scientist about how space dust can interfere with Satellite Communications. | form8-k.htm |
| 2023-08-03 | 8-K | 2023-08-01 | 7.01 Regulation FD Disclosure | 7.01 On August 1, 2023, the Company issued a press release discussing the presence of different types of space debris and their impact on satellites and other space objects. | form8-k.htm |
| 2023-07-27 | 8-K | 2023-07-25 | 7.01 Regulation FD Disclosure | 7.01 On July 25, 2023, the Company issued a press release discussing the potential of direct satellites to smartphone communication.. | form8-k.htm |
| 2023-07-24 | 8-K | 2023-07-20 | 7.01 Regulation FD Disclosure | 7.01 On July 20, 2023, the Company issued a press release revealing its technology development plan for connecting smartphones to satellites. | form8-k.htm |
| 2023-07-11 | 8-K | 2023-07-05 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 On July 5, 2023, Digital Locations, Inc. (the “Company”) filed a Certificate of Designation to its Articles of Incorporation (the “Certificate”) designating a new class of “Series F Preferred Stock.” The filing of the Certificate was authorized and approved by the Company’s Board of Directors. | form8-k.htm |
| 2023-06-22 | 8-K | 2023-06-20 | 7.01 Regulation FD Disclosure | 7.01 On June 20, 2023, the Company issued a press release regarding a recent conversation between the Company’s CEO, Rich Berliner, and the Executive Chairman of Prescriptive Data regarding the need to provide building owners, managers, and tenants with seamless high-speed communications. | form8-k.htm |
| 2023-06-13 | 8-K | 2023-06-08 | 7.01 Regulation FD Disclosure | 7.01 On June 8, 2023, the Company issued a press release regarding an agreement with Florida International University to develop a disruptive technology that will deliver high-speed Internet from satellites directly to smartphones all over the world. | dloc_8k.htm |
| 2023-06-08 | 8-K | 2023-06-06 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into Definitive Material Agreement. | dloc_8k.htm |
| 2022-04-15 | 8-K | 2022-04-12 | 8.01 Other Events | 8.01 On April 12, 2022, Digital Locations, Inc. (the “Company”) issued a press release announcing that it has entered into an agreement with BigBelly to market approximately 20,000 locations to the Digital Locations small cell network of potential sites. | dloc_8k.htm |
| 2021-12-07 | 8-K | 2021-12-01 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 1, 2021, Mr. Byron Elton resigned as the Chairman of the Board of Directors (the “Board”) of Digital Locations, Inc. (the “Company”). | dloc_8k.htm |
| 2021-04-08 | 8-K | 2021-04-02 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 1.01 Entry into a Material Definitive Agreement. 3.02 The information set forth in Item 1.01 is incorporated herein by reference. 3.03 The information set forth in Item 1.01 is incorporated herein by reference. 5.03 The information set forth in Item 1.01 is incorporated herein by reference. | dloc_8k.htm |
| 2021-03-17 | 8-K/A | 2021-01-07 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure | 1.01 Entry into a Material Definitive Agreement. 2.01 The information set forth in Item 1.01 is incorporated herein by reference. 3.02 The information set forth in Item 1.01 is incorporated herein by reference. 7.01 A copy of the press release issued by the Company on March 2, 2021 announcing the completion of the APA is attached hereto as Exhibit 99.1. | dloc_8ka.htm |
| 2021-02-08 | 8-K | 2020-12-29 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 Entry into a Material Definitive Agreement. 3.02 During the period from December 29, 2020 through January 27, 2021, the Company issued a total of 22,249,835 shares of its common stock to two institutional lenders in consideration for the conversion of three convertible notes payable. | dloc_8k.htm |
| 2021-01-13 | 8-K | 2021-01-07 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | dloc_8k.htm |
| 2020-12-29 | 8-K | 2020-12-22 | 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 3.02 On December 22, 2020, Digital Locations, Inc. (the “Company”) issued a total of 205,000,000 non-qualified stock options to purchase 205,000,000 shares of the Company’s common stock to four individuals, including the Company’s chief executive officer, a member of the Board of Directors, and two consultants, at an exercise price of one and seven tenths cents ($0.017) per share exercisable on a cash or cashless basis at any time until December 22, 2025. 5.02 Compensation Arrangements. | dloc_8k.htm |
| 2020-08-25 | 8-K | 2020-07-07 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 Entry into a Material Definitive Agreement. 3.02 During the period from July 6, 2020 through August 18, 2020, Digital Locations, Inc. (the “Company”) issued a total of 49,712,493 shares of its common stock to three institutional lenders in consideration for multiple conversions of convertible notes payable. | dloc_8k.htm |
| 2020-07-06 | 8-K | 2020-07-02 | 3.02 Unregistered Sales of Equity Securities | 3.02 During the period from April 16, 2020 through July 2, 2020, Digital Locations, Inc. (the “Company”) issued a total of 46,936,290 shares of its common stock to three lenders in consideration for multiple conversions of convertible notes payable. | dloc_8k.htm |
| 2020-05-12 | 8-K | 2020-05-12 | 8.01 Other Events | 8.01 Digital Locations, Inc. has determined that it will be unable to meet the May 15, 2020 deadline to file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 with the Securities and Exchange Commission (the “SEC”) due to circumstances related to the COVID-19 pandemic (“COVID-19”). | dloc_8k.htm |
| 2020-03-02 | 8-K | 2020-02-26 | 3.02 Unregistered Sales of Equity Securities | 3.02 Effective February 26, 2020, Digital Locations, Inc. (the “Company”) issued 9,777,778 shares of its common stock upon conversion of 1,100 shares of its issued and outstanding Series B Preferred Stock (the “Preferred Stock”), representing a total stated value of $110,000. | dloc_8k.htm |
| 2020-02-20 | 8-K | 2020-02-13 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure | 5.03 Effective February 14, 2020 (the “Effective Date”), Digital Locations, Inc. (the “Company”) effected a reverse split of its common stock at a ratio of one (1) for two hundred twenty five (225) (the “Reverse Split”) with the filing of a Certificate of Amendment to its Articles of Incorporation (the “Amendment”) with the Secretary of State of Nevada. 7.01 On February 18, 2020, the Company issued a press release announcing the Reverse Split. | dloc_8k.htm |
| 2019-12-03 | 8-K | 2019-11-27 | 3.02 Unregistered Sales of Equity Securities; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 3.02 The information below in Item 5.03 regarding the issuance of Series D Preferred Stock of Digital Locations, Inc. (the “Company”) is incorporated herein by reference in response to this Item 3.02. 5.03 On November 27, 2019 (the “Effective Date”), the Company filed a Certificate of Designation (the “Designation”) with the Secretary of State of Nevada which designates 1,000, shares of the Company’s preferred stock par value $0.001 per shares, as Series D Preferred Stock. | dloc_8k.htm |
| 2019-10-03 | 8-K | 2019-09-30 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 As previously reported on a Form 8-K that was filed with the Securities and Exchange Commission on December 3, 2018, on November 30, 2018, Digital Locations, Inc., a Nevada corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Plan of Merger”) with EllisLab, Inc., an Oregon corporation (“EllisLab”), Rick Ellis and EllisLab Corp., a newly formed Nevada corporation and wholly owned subsidiary of the Company (“Merger Sub”) pursuant to which EllisLab merged with and into Merger Sub (the “Merger”). 5.02 On September 30, 2019, Rick Ellis resigned as the Company’s Chief Executive officer and as a member of the Company’s Board of Directors. | dloc_8k.htm |
| 2019-05-24 | 8-K | 2019-05-20 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On May 20, 2019, Rick Ellis was appointed Chief Executive Officer by the Board of Directors of Digital Locations, Inc. (the “Company”), a Nevada corporation (the “Ellis Appointment”). | dloc_8k.htm |
| 2019-02-13 | 8-K/A | 2018-11-30 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.03 Material Modification to Rights of Security Holders; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure | 1.01 Entry into a Material Definitive Agreement. 2.01 The information set forth in Item 1.01 is incorporated by reference herein. 3.03 The information set forth in Item 1.01 is incorporated by reference herein. 5.02 The information set forth in Item 1.01 is incorporated by reference herein. 5.03 The information set forth in Item 1.01 is incorporated by reference herein. 7.01 The foregoing information in this Item 7.01 (including Exhibit 99.1 hereto) is being furnished under “Item 7.01 Regulation FD Disclosure.” Such information (including Exhibit 99.1 hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Exchange Act, except as shall be expressly set forth by specific reference in such filing. | dloc_8k.htm |
| 2018-12-20 | 8-K | 2018-12-17 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On December 17, 2018, Digital Locations, Inc. (the “Company”) dismissed Liggett & Webb, P.A. (“L&W”) as the independent registered public accounting firm of the Company. | dloc_8k.htm |
| 2018-12-03 | 8-K | 2018-11-30 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure | 1.01 On November 30, 2018, Digital Locations, Inc., a Nevada corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Plan of Merger”) with EllisLab, Inc., an Oregon corporation (“EllisLab”), Rick Ellis (the “EllisLab Shareholder”), and EllisLab Corp., a newly formed Nevada corporation and wholly owned subsidiary of the Company (“Merger Sub”) pursuant to which EllisLab merged with and into Merger Sub (the “Merger”). 3.02 The information set forth in Item 1.01 is incorporated by reference herein. 5.02 The information set forth in Item 1.01 is incorporated by reference herein. 5.03 The information set forth in Item 1.01 is incorporated by reference herein. 7.01 A copy of the press release issued by the Company on December 3, 2018 announcing the completion of the Merger and the Purchase are furnished as Exhibit 99.1 hereto. | dloc_8k.htm |
| 2018-06-11 | 8-K | 2018-06-08 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On June 8, 2018, Gerard F. Hug, chief executive officer and a director of Digital Locations, Inc. (the “Company”), notified the Company that he will resign from his positions as the Company’s chief executive officer and member of the board of directors, effective immediately. | dloc_8k.htm |
| 2017-12-20 | 8-K/A | 2017-12-04 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 Entry into a Material Definitive Agreement. 3.02 The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference to this Item 3.02. | cabn_8ka.htm |
| 2017-12-19 | 8-K | 2017-12-04 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities | 1.01 Entry into a Material Definitive Agreement. 3.02 The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference to this Item 3.02. | cabn_8k.htm |
| 2017-11-24 | 8-K | 2017-11-16 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 Effective November 16, 2017, Digital Locations, Inc., a Nevada corporation formerly known as Carbon Sciences, Inc. (the “Company”) amended its articles of incorporation in order to change the name of the Company from Carbon Sciences, Inc. to Digital Locations, Inc. A copy of the Certificate of Amendment to Articles of Incorporation is attached to this Report as Exhibit 3.1. | cabn_8k.htm |
| 2017-10-19 | 8-K | 2017-10-16 | 1.02 Termination of a Material Definitive Agreement | 1.02 As previously reported in a Current Report on form 8-K filed by Carbon Sciences, Inc. (the “Company”) with the Securities and Exchange Commission on September 8, 2017, the Company reported that it had entered into a term sheet with Glanz, Inc. dba Corner Media, a Delaware corporation (“Glanz”) pertaining to the purchase of Glanz’s assets (the “Glanz Transaction”). | cabn_8k.htm |
| 2017-10-18 | 8-K | 2017-10-12 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On October 12, 2017 (the “Effective Date”), in a transaction with an unaffiliated shareholder (“Current Holder”) of the Series B Preferred Stock (the “Preferred Stock”) of Carbon Sciences, Inc., a Nevada corporation (the “Company”), Unleashed Future Holdings, LLC, a limited liability company owned by a retirement account of which Mr. Gerard Hug, the chief executive officer and a director of the Company, is a beneficiary, purchased an option for $7,000 to buy up to 7,000 shares of Preferred Stock (the “Shares”) from the Current Holder (the “Option”). | cabn_8k.htm |
| 2017-09-08 | 8-K | 2017-09-01 | 1.01 Entry into a Material Definitive Agreement; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 1.01 Entry into a Material Definitive Agreement. 5.03 In anticipation of the Closing, the Company’s board of directors and majority shareholder are expected to authorize an amendment to the Company’s articles of incorporation in order to change the name of the Company to Digital Locations, Inc. The Company will file a Schedule 14C Information Statement immediately thereafter. | cabn_8-k.htm |
| 2017-09-07 | 8-K | 2017-08-31 | 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 3.02 On August 31, 2017, the Company filed a Withdrawal of Certificate of Designation for its original Series A Preferred Stock with the Secretary of State of Nevada. 3.03 On August 31, 2017, the Company filed a Withdrawal of Certificate of Designation for its original Series A Preferred Stock with the Secretary of State of Nevada. 5.03 On August 31, 2017, the Company’s Board of Directors authorized an amendment to its Articles of Incorporation for the withdrawal of its original Series A Preferred Stock. | cabn_8-k.htm |
| 2017-07-06 | 8-K | 2017-07-01 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Compensation Arrangements. | cabn_8k.htm |
| 2017-05-03 | 8-K | 2017-04-30 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On April 30, 2017, Mr. Christopher Kelly resigned as the chief executive officer and a director of Carbon Sciences, Inc., a Nevada corporation (the “Company”), and the Company accepted Mr. Kelly’s resignations, effective April 30, 2017. | cabn_8k.htm |
| 2016-04-11 | 8-K | 2016-04-07 | 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 3.03 On April 7, 2016, Carbon Sciences, Inc., a Nevada corporation (the "Company") notified the Financial Regulatory Industry Authority ("FINRA") that it intended to effect a one-for-ten reverse stock split of its authorized, issued and outstanding shares of Common Stock, par value $0.001 per share (the "Amendment"). 5.03 The Company has notified FINRA at least ten (10) days in advance of its intent to affect a one-for-ten reverse stock split of the Company's authorized number of shares of Common Stock, and its issued and outstanding shares of Common Stock. | carbon8k04072016.htm |
| 2016-03-08 | 8-K | 2016-03-07 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective March 7, 2016, Carbon Sciences, Inc., a Nevada corporation (the "Company") appointed Christopher S. Kelly as a new director and the new chief executive officer of the Company. | carbon8k03082016.htm |
| 2016-03-08 | 8-K/A | 2016-03-02 | 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 3.02 Effective March 3, 2016, the Board of Directors of Carbon Sciences, Inc., a Nevada corporation (the "Company") authorized the issuance of 16,155 shares of Series B Preferred Stock having a face value of $1,615,500 to holders of convertible promissory notes in the aggregate principal amount of $1,615,362 payable by the Company (the "Prior Notes"), in exchange for the redemption and cancellation of the Prior Notes, including all outstanding principal of $1,615,362 and unpaid interest, which has been accruing at 10% per annum. 3.03 On March 2, 2016, the Company filed a Certificate of Designation for its Series B Preferred Stock with the Secretary of State of Nevada designating 30,000 shares of its authorized preferred stock as Series B Preferred Stock. 5.03 On March 2, 2016, the Company amended its Articles of Incorporation for the creation of its Series B Preferred Stock. | carbon8ka03082016.htm |
| 2016-03-04 | 8-K | 2016-03-02 | 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 3.02 Effective March 2, 2016, the Board of Directors of Carbon Sciences, Inc., a Nevada corporation (the "Company") authorized the issuance of 5,000 shares of Series B Preferred Stock having a face value of $500,000 to a holder of a convertible promissory note in the principal amount of $500,000 payable by the Company (the "Prior Note"), in exchange for the redemption and cancellation of the Prior Note, including all outstanding principal of $500,000 and accrued but unpaid interest. 3.03 On March 2, 2016, the Company filed a Certificate of Designation for its Series B Preferred Stock with the Secretary of State of Nevada designating 30,000 shares of its authorized preferred stock as Series B Preferred Stock. 5.03 On March 2, 2016, the Company amended its Articles of Incorporation for the creation of its Series B Preferred Stock. | carbon8k03022016.htm |
| 2016-02-17 | 8-K | 2016-02-12 | 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 3.02 The terms of the Series A Preferred Stock are discussed more fully in Item 3.03 of this filing. 3.03 On February 12, 2016, the Company filed a Certificate of Designation for its Series A Preferred Stock with the Secretary of State of Nevada designating 1,000 shares of its authorized preferred stock as Series A Preferred Stock. 5.03 On February 12, 2016, the Company amended its Articles of Incorporation for the creation of its Series A Preferred Stock. | carbon8k02162016.htm |
| 2016-01-29 | 8-K | 2016-01-25 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On January 25, 2016, Carbon Sciences, Inc., a Nevada corporation (the "Company"), engaged Liggett & Webb P.A. ("New Accountant") as its principal independent registered public accounting firm to audit the Company's financial statements. | carbon8k01292016.htm |
| 2015-01-08 | 8-K | 2015-01-05 | 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 | 1.01 On January 5, 2015, Carbon Sciences, Inc., a Nevada corporation (the “Company”), formed Transphene, Inc., a Nevada corporation (“Transphene”), of which the Company owns 50% of the total issued and outstanding capital stock. 5.02 The biographical information regarding William E. Beifuss, Jr. is already included in the Company’s public reports filed by it with the Securities and Exchange Commission. | carbonsciences8k01062015.htm |
| 2015-01-06 | 8-K | 2015-01-03 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Mr. Dan Nethercott resigned as a director of Carbon Sciences, Inc., a Nevada corporation (the “Company”), effective on January 3, 2015, and the Company accepted Mr. Nethercott’s resignation. | carbonsciences8k01062015.htm |
| 2014-09-16 | 8-K | 2014-09-16 | 8.01 Other Events | 8.01 Effective September 16, 2014, Carbon Sciences, Inc., a Nevada corporation (the “Company”), has determined to change the focus of its business from developing a technology to convert natural gas into liquid fuel to developing a technology to mass produce graphene from natural gas. | carbonsciences8k09162014.htm |
| 2013-05-09 | 8-K | 2013-05-04 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On May 4, 2013, Byron Elton submitted his resignation as President and CEO of Carbon Sciences, Inc. (the “Company”) effective May 10, 2013. | carbon8k05092013.htm |
| 2012-09-07 | 8-K | 2012-08-31 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On August 31, 2012, Roland Bryan retired as a director of Carbon Sciences, Inc. (the “Company”). | form8k.htm |
| 2011-08-04 | 8-K | 2011-08-01 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.07 Submission of Matters to a Vote of Security Holders | 5.03 On August 1, 2011, Carbon Sciences, Inc. (the “Company”) filed with the Secretary of State of the State of Nevada a Certificate of Amendment to Articles of Incorporation (“Certificate”) to increase the authorized shares of both Common Stock and Preferred Stock of the Company (the “Amendment”). 5.07 The information set forth in Item 5.03 of this report is hereby incorporated by reference into this Item 5.07. | form8k.htm |
| 2011-06-07 | 8-K | 2011-06-06 | 8.01 Other Events | 8.01 Effective June 6, 2011, Carbon Sciences, Inc., a Nevada corporation (the “Company”) common stock commenced trading under a new trading symbol, “CABND”. | form8k.htm |
| 2011-05-16 | 8-K | 2011-05-09 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 On May 9, 2011, Carbon Sciences, Inc. (the “Company”) filed with the Secretary of State of the State of Nevada an Certificate of Amendment to Articles of Incorporation (“Certificate”) to effect a reverse stock split of all of the outstanding and authorized shares of Common Stock of the Company at a ratio of 1 for 40 (the “Reverse Split). | form8k.htm |
| 2010-12-27 | 8-K | 2010-12-23 | 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 | 1.01 On December 23, 2010, Carbon Sciences, Inc. (the “Company”) entered in to an Exclusive License Agreement with the University of Saskatchewan (“UOS”), Canada, pursuant to which the Company has an exclusive, worldwide, sub-licensable, royalty-bearing right and license to make, have made, use, offer for sale, sell, reproduce, distribute, incorporate into other technology, or otherwise exploit certain patent-pending technology and relevant improvements from UOS, for a high performance catalyst for the dry reforming of methane with carbon dioxide for the production of synthesis gas. 5.02 On December 24, 2010, the Company accepted the resignation of Naveed Aslam, the Company’s Chief Technology Officer, to be effective on December 31, 2010. | form8k.htm |
| 2010-11-24 | 8-K | 2010-11-15 | 8.01 Other Events | 8.01 On November 24, 2010, Carbon Sciences, Inc., a Nevada corporation (the “Company”), disclosed that a search of industry literature undertaken to file a patent to protect its most recent development of catalysts for transforming greenhouse gases into gasoline revealed that similar research and development has been published by others in the field. | form8k.htm |
| 2009-12-23 | 8-K | 2009-12-17 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 17, 2009, Daniel Nethercott was appointed as Director of Carbon Sciences, Inc. (the “Company”). | form8k.htm |
| 2009-05-21 | 8-K | 2009-05-15 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective May 15, 2009, Derek McLeish resigned as CEO and Chairman of Carbon Sciences, Inc. (the “Company”). | form8k.htm |
| 2009-05-06 | 8-K | 2009-05-01 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 Effective May 1, 2009, Michael Stone resigned as a director of Carbon Sciences, Inc. (the “Company”). | form8k.htm |
| 2009-04-20 | 8-K | 2009-04-05 | 8.01 Other Events | 8.01 Effective as of April 5, 2009, Derek McLeish, the Chief Executive Officer of Carbon Sciences, Inc. (the “Company”) and Byron H. Elton, the Company’s President, entered into a Stock Option Agreement (the “Elton SOA”) pursuant to which Mr. Elton purchased the option (the “Elton Option”) to acquire 15,000,000 shares of the Company’s common stock (the “Elton Option Shares”) from Mr. McLeish at an exercise price of $.10 per share. | form8k.htm |
| 2009-03-20 | 8-K | 2009-03-16 | 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 | 5.02 On March 16, 2009, Daniel Elenbaas resigned as a member of the Board of Directors of Carbon Sciences, Inc. (the “Company”). 7.01 On March 18, 2009, the Company issued a press release concerning Mr. Elton’s election and Mr. Elenbaas’s resignation. | form8k.htm |
| 2009-03-03 | 8-K/A | 2009-01-05 | 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 | form8k.htm | |
| 2009-01-08 | 8-K | 2009-01-05 | 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 | 5.02 On January 5, 2009, Byron Elton was appointed as President and Chief Operating Officer of Carbon Sciences, Inc. (the “Company”). 7.01 On January 5, 2009, the Company issued a press release concerning Mr. Elton’s appointment. | form8k.htm |