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INCOMING, INC. Form 8-K: Current report

INCOMING, INC. Form 8-K: Current report

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

  • 2015-02-23: Form 8-K; Period of report 2014-03-14; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
  • 2013-12-10: Form 8-K; Period of report 2013-12-04; Description 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; Details 5.02.
  • 2012-08-13: Form 8-K; Period of report 2012-08-09; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
  • 2011-10-11: Form 8-K; Period of report 2011-10-05; 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
2015-02-238-K2014-03-145.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On March 14, 2014, John W. Creasy, Jr., informed the Chairman of the Board of Directors of Incoming, Inc. (the “Company”) that he was resigning from his position as a director of the Company and as an officer of the Company effective March 14, 2014 to devote additional time to pursue other business opportunities.incominginc8k02232015.htm
2013-12-108-K2013-12-045.02 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 Year5.02 On December 4, 2013, in connection with the action by written consent of a majority of the Company’s shareholders, the shareholders increased the size of the board of directors of the Company from two directors to eight directors.
5.03 Pursuant to an action by written consent by the majority of the shareholders of Incoming, Inc. (the “Company”) the shareholders authorized the filing of a Certificate of Amendment to the Articles of Incorporation of the Company and Amended and Restated Bylaws of the Company.
incoming8k1292013.htm
2012-08-138-K2012-08-095.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 Effective on August 9, 2012, the Board of Directors of Incoming, Inc., a Nevada corporation (the “Company”) accepted the resignation of Victor AbiJaoudi II as Director of the Company.inc8k080912.htm
2011-10-118-K2011-10-055.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 Effective on October 5th, 2011, the Board of Directors of Incoming, Inc., a Nevada corporation (the “Company”) accepted the resignation of Victor AbiJaoudi II as President and Chief Operating Officer of the Company.incoming-8k_100511.htm
2011-05-258-K/A2010-08-182.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities2.01 On August 23, 2010, we completed an acquisition of NABE pursuant to the Exchange Agreement.
3.02 The shares of common stock offered in the private placement transaction (the “Private Placement”) to the NABE Members (collectively, the “Shares”), have not been registered under the Securities Act, and may not be offered or sold in the United States absent the registration of the resale of the Shares or an applicable exemption from the registration requirements of the Securities Act.
incoming-8ka4_081810.htm
2011-05-028-K/A2010-08-182.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities2.01 On August 23, 2010, we completed an acquisition of NABE pursuant to the Exchange Agreement.
3.02 The shares of common stock offered in the private placement transaction (the “Private Placement”) to the NABE Members (collectively, the “Shares”), have not been registered under the Securities Act, and may not be offered or sold in the United States absent the registration of the resale of the Shares or an applicable exemption from the registration requirements of the Securities Act.
incoming-8ka4_081810.htm
2011-02-188-K2011-02-115.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 Effective on February 11, 2011, the Board of Directors of Incoming, Inc., a Nevada corporation (the “Company”) accepted the resignation of Carl Cornelius as Director of the Company.incoming-8k_021111.htm
2011-02-168-K2011-02-145.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On February 14, 2011, the board of directors of Incoming, Inc. (the “Company”) approved the change of date of the Company’s fiscal year end from November 30th to December 31st.incoming-8k_0216.htm
2011-01-078-K2011-01-075.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On January 3rd, 2011, the Board of Directors of Incoming, Inc., a Nevada corporation (the “Company”) appointed Carl Cornelius to the Board of Directors to serve until his successors shall be elected and qualified on the earlier of death, resignation or removal in the manner provided for in the Company’s by-laws.incoming-8k_010311.htm
2010-11-198-K/A2010-08-181.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 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; 5.06 Change in Shell Company Status; 5.07 Submission of Matters to a Vote of Security Holders1.01 Entry into a Material Definitive Agreement.
1.02 The Amended Exchange Agreement terminated on August 18, 2010 and the Original Exchange Agreement terminated on June 18, 2010.
2.01 On August 23, 2010, we completed an acquisition of NABE pursuant to the Exchange Agreement.
3.02 The shares of common stock offered in the private placement transaction (the “Private Placement”) to the NABE Members (collectively, the “Shares”), have not been registered under the Securities Act, and may not be offered or sold in the United States absent the registration of the resale of the Shares or an applicable exemption from the registration requirements of the Securities Act.
3.03 In connection with the Private Placement, the Company’s board of directors authorized and approved an amendment to the Articles authorizing the issuance of the Class B Common Stock.
5.02 On July 23, 2010, Victor AbiJaoudi II was nominated and elected by our board of directors to serve as Chief Operating Officer and as a director until his successors are elected and qualified on the earlier of his death, resignation or removal in the manner provided in the Company’s bylaws.
5.03 In accordance with our Articles, our Board of Directors unanimously approved the filing of an amendment to the Articles designating and authorizing the issuance of 1,980,000 shares of Class B Common Stock.
5.06 Prior to the closing of the acquisition of NABE, the Company was a “shell company” as defined in Rule 12b-2 of the Exchange Act.
5.07 On August 13, 2010, a majority of the voting security holders of the Company, constituting 51.64% of the 17,234,000 outstanding shares of our common stock, approved by written consent: (i) an amendment to the Articles creating two separate classes of common stock and (ii) the election of R. Samuel Bell, Jr. as a director of the Company.
incoming-8ka2_1118.htm
2010-11-188-K2010-11-165.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 Effective on November 16th, 2010, the Board of Directors of Incoming, Inc., a Nevada corporation (the “Company”) accepted the resignation of Ephren Taylor as Director of the Company.incoming-8k_111610.htm
2010-10-158-K/A2010-10-034.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On October 3, 2010, the Board of Directors (the “Board”) of Incoming, Inc. (the “Company”) concluded, based on the recommendation of management, that the unaudited balance sheet and related statement of members’ equity as of June 30, 2010 and the related statements of operations for the three and six month periods ended June 30, 2010 and notes thereto (the “NABE Interim Financial Statements”) of North American Bio-Energies, LLC, a North Carolina limited liability company (“NABE”), previously filed by the Company with the Securities and Exchange Commission (the “Commission”) on August 24, 2010 in its Current Report on Form 8-K, as amended by Amendment No. 1 thereto filed by the Company with the Commission on September 9, 2010 (the “Super 8-K”) should no longer be relied upon.incoming-8ka_1013.htm
2010-10-058-K2010-10-054.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review4.02 On October 3, 2010, management of Incoming, Inc. (the “Company”) concluded that the unaudited balance sheet of North American Bio-Energies, LLC, a North Carolina limited liability company (“NABE”), for the six months ended June 30, 2010 and related notes thereto, and the related statements of operations, changes in members’ equity (the “NABE Interim Financial Statements”) previously filed by the Company with the Securities and Exchange Commission (the “Commission”) on August 24, 2010 in its Current Report on Form 8-K (the “Super 8-K”) should no longer be relied upon.incom_8k100610.htm
2010-09-108-K2010-09-071.01 Entry into a Material Definitive Agreement; 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 Officers1.01 Entry into a Material Definitive Agreement.
1.02 The City Capital Agreement, the Resilient Agreement and the Taylor Loans terminated on September 7, 2010.
5.02 On September 7, 2010, Mr. Taylor tendered his resignation as the Company’s Chief Executive Officer and President and our board of directors accepted the resignation effective immediately.
incoming-8k_0910.htm
2010-09-098-K/A2010-08-181.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 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; 5.06 Change in Shell Company Status; 5.07 Submission of Matters to a Vote of Security Holders1.01 Entry into a Material Definitive Agreement.
1.02 The Amended Exchange Agreement terminated on August 18, 2010 and the Original Exchange Agreement terminated on June 18, 2010.
2.01 On August 23, 2010, we completed an acquisition of NABE pursuant to the Exchange Agreement.
3.02 The shares of common stock offered in the private placement transaction (the “Private Placement”) to the NABE Members (collectively, the “Shares”), have not been registered under the Securities Act, and may not be offered or sold in the United States absent the registration of the resale of the Shares or an applicable exemption from the registration requirements of the Securities Act.
3.03 In connection with the Private Placement, the Company’s board of directors authorized and approved an amendment to the Articles authorizing the issuance of the Class B Common Stock.
5.02 On July 23, 2010, Victor AbiJaoudi II was nominated and elected by our board of directors to serve as Chief Operating Officer and as a director until his successors are elected and qualified on the earlier of his death, resignation or removal in the manner provided in the Company’s bylaws.
5.03 In accordance with our Articles, our Board of Directors unanimously approved the filing of an amendment to the Articles designating and authorizing the issuance of 1,980,000 shares of Class B Common Stock.
5.06 Prior to the closing of the acquisition of NABE, the Company was a “shell company” as defined in Rule 12b-2 of the Exchange Act.
5.07 On August 13, 2010, a majority of the voting security holders of the Company, constituting 51.64% of the 17,234,000 outstanding shares of our common stock, approved by written consent: (i) an amendment to the Articles creating two separate classes of common stock and (ii) the election of R. Samuel Bell, Jr. as a director of the Company.
incoming-8k.htm
2010-08-248-K2010-08-181.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 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; 5.06 Change in Shell Company Status; 5.07 Submission of Matters to a Vote of Security Holders1.01 Entry into a Material Definitive Agreement.
1.02 The Amended Exchange Agreement terminated on August 18, 2010 and the Original Exchange Agreement terminated on June 18, 2010.
2.01 On August 23, 2010, we completed an acquisition of NABE pursuant to the Exchange Agreement.
3.02 The shares of common stock offered in the private placement transaction (the “Private Placement”) to the NABE Members (collectively, the “Shares”), have not been registered under the Securities Act, and may not be offered or sold in the United States absent the registration of the resale of the Shares or an applicable exemption from the registration requirements of the Securities Act.
3.03 In connection with the Private Placement, the Company’s board of directors authorized and approved an amendment to the Articles authorizing the issuance of the Class B Common Stock.
5.02 On July 23, 2010, Victor AbiJaoudi II was nominated and elected by our board of directors to serve as Chief Operating Officer and as a director until his successors are elected and qualified on the earlier of his death, resignation or removal in the manner provided in the Company’s bylaws.
5.03 In accordance with our Articles, our Board of Directors unanimously approved the filing of an amendment to the Articles designating and authorizing the issuance of 1,980,000 shares of Class B Common Stock.
5.06 Prior to the closing of the acquisition of NABE, the Company was a “shell company” as defined in Rule 12b-2 of the Exchange Act.
5.07 On August 13, 2010, a majority of the voting security holders of the Company, constituting 51.64% of the 17,234,000 outstanding shares of our common stock, approved by written consent: (i) an amendment to the Articles creating two separate classes of common stock and (ii) the election of R. Samuel Bell, Jr. as a director of the Company.
incoming-8k.htm
2010-07-098-K2010-07-095.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 Effective on July 1st, 2010, the Board of Directors of Incoming, Inc., a Nevada corporation (the “Company”) accepted the resignation of Andrew Befumo as Director of the Company, leaving Ephren Taylor, II as the sole Director.incoming-8k_0709.htm
2010-02-168-K2010-02-091.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.incoming-8k_0216.htm
2010-01-208-K/A2009-11-064.01 Changes in Registrant's Certifying Accountant4.01 On November 6, 2009, the Company dismissed Ronald R. Chadwick, P.C. (“Chadwick”) as its independent registered public accounting firm, effective immediately.incoming-8ka_0120.htm
2009-11-308-K2009-11-235.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On November 23, 2009, Andrew Befumo was appointed to the Board of Directors of the Company to serve until his successors shall be elected and qualified on the earlier of death, resignation or removal in the manner provided for in the Company’s by-laws.incoming-8k.htm
2009-11-178-K2009-11-111.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.incoming-8k_1117.htm
2009-11-098-K2009-11-064.01 Changes in Registrant's Certifying Accountant4.01 On November 6, 2009, the Company dismissed Ronald R. Chadwick, P.C. (“Chadwick”) as its independent registered public accounting firm, effective immediately.incoming8k-1108.htm
2009-10-088-K2009-09-301.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
2.01 As described in Item 1.01, on September 30, 2009, the Registrant purchased a 100% interest in the NAPM in exchange for One Million (1,000,000) shares of the Registrant’s common stock, and options to purchase an additional Two Million (2,000,000) shares of the registrant’s common stock.
icnn-8k_265.htm
2009-09-188-K2009-09-145.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On September 14, 2009 Ephren W. Taylor II was nominated and elected by the Board of Directors as Registrant’s President and Chief Executive Officer to serve until his successors shall be elected and qualified until the earlier of death, resignation or removal in the manner provided for in the Company’s by-laws.incoming8k-248.htm
2009-08-318-K2009-07-311.01 Entry into a Material Definitive Agreement; 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; 8.01 Other Events1.01 On July 31, 2009, Yury Nesterov, a shareholder and affiliate of Incoming, Inc. (the "Registrant"), consummated one Affiliate Stock Purchase Agreement with Aaron West.
3.02 As described in Item 1.01, on July 31, 2009, West and Watley acquired from Nesterov and Djafarova a total of 4,500,000 shares of common stock of the Registrant, representing approximately 52.5% of the total issued and outstanding shares of the Registrant for a total price of Thirty Thousand Dollars ($30,000.00).
5.01 As described in Item1.01, on July 31, 2009, West and Watley acquired from Nesterov and Djafarova a total of 4,500,000 shares of common stock of the Registrant (the sale of common stock to West and Watley hereinafter referred to as the “Transaction”), representing approximately 52.5% of the total issued and outstanding shares of the Registrant resulting in a change in control of the Registrant on July 31, 2009.
5.02 On July 31, 2009 Elaina Watley was nominated and elected by the Board of Directors as Registrant’s President to serve until her successors shall be elected and qualified until the earlier of death, resignation or removal in the manner provided for in the Company’s by-laws.
incoming8k-8_31.htm