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MANUKA, INC. Form 8-K: Current report

MANUKA, INC. Form 8-K: Current report

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

  • 2023-05-22: Form 8-K; Period of report 2023-05-22; Description 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 5.03.
  • 2022-09-09: Form 8-K; Period of report 2022-09-08; Description 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 5.03.
  • 2022-08-02: Form 8-K; Period of report 2022-07-27; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
  • 2022-07-26: Form 8-K; Period of report 2022-07-20; 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
2023-05-228-K2023-05-225.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On May 18, 2023, Manuka, Inc. (formerly known as Artemis Therapeutics, Inc. (the "Company”)), filed a Certificate of Amendment (the “Certificate of Amendment”) to its Certificate of Incorporation, as amended, with the State of Delaware Division of Corporations to change its corporate name to Manuka, Inc. A copy of the Certificate of Amendment is filed as Exhibit 3.1 hereto and incorporated herein by reference.form8k.htm
2022-09-098-K2022-09-085.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On September 8, 2022, Artemis Therapeutics, Inc., or the Company, filed a Certificate of Amendment to the Certificate of Incorporation of the Company with the Secretary of State of the State of Delaware, or the Certificate of Amendment, pursuant to which the Company increased the number of authorized shares of common stock from 51,000,000 to 150,000,000, or the Authorized Capital Change.zk2228442.htm
2022-08-028-K2022-07-275.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On July 27, 2022, Artemis Therapeutics, Inc. (the “Company”) entered into a service agreement with the Company’s Chief Financial Officer, Mr. David Dana (the “Service Agreement”).form8k.htm
2022-07-268-K2022-07-205.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On July 20, 2022, Mr. Chanan Morris notified the board of directors of Artemis Therapeutics, Inc. (the “Company”) regarding his resignation from his position as Chief Financial Officer of the Company, effective immediately.form8k.htm
2022-07-058-K2022-06-301.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.02 Results of Operations and Financial Condition; 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; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.06 Change in Shell Company Status1.01 On March 6, 2022, we signed the Share Exchange Agreement, as amended.
2.01 SHARE EXCHANGE AGREEMENT AND SHARE EXCHANGE BETWEEN MANUKA LTD AND ARTEMIS THERAPEUTICS INC.
2.02 The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) covers information pertaining to the Company for the three months ended March 31, 2022 and the year ended December 31, 2021 and should be read in conjunction with the unaudited interim consolidated condensed financial statements for the three months ended March 31, 2022 and related notes and with the consolidated audited financial statements and related notes of the Company as of and for the year ended December 31, 2021 and related notes thereto.
3.02 On June 30, 2022, pursuant to the terms of the First Amendment to the Share Exchange Agreement, all the Ordinary Shares of Manuka Ltd. were exchanged for an amount of 31,549,132 shares of common stock of Artemis and 110,000 shares of Series D Preferred stock (convertible into 66,000,000 shares of Artemis’ common stock) .
5.01 The disclosures set forth in Item 2.01 are hereby incorporated by reference into this Item 5.01.
5.02 The disclosures set forth in Item 2.01 are hereby incorporated by reference into this Item 5.02.
5.06 Following the consummation of the Share Exchange described in Item 1.01 and Item 2.01 of this Current Report on Form 8-K, the Company believes that it is not a shell corporation as that term is defined in Rule 405 of the Securities Act and Rule 12b-2 of the Exchange Act.
form8k.htm
2022-03-098-K2022-03-061.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.form8k.htm
2021-11-088-K2021-11-041.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 The information included in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.
form8k.htm
2019-05-218-K2019-05-211.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantzk1923124.htm
2019-01-168-K2019-01-161.02 Termination of a Material Definitive Agreementzk1922470.htm
2019-01-038-K2019-01-035.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1922427.htm
2018-01-058-K2018-01-055.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1820951.htm
2017-10-258-K2017-10-251.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Yearzk1720648.htm
2017-08-118-K2017-08-105.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1720407.htm
2017-06-298-K/A2017-06-291.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.02 Results of Operations and Financial Condition; 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; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.06 Change in Shell Company Statuszk1720211.htm
2017-05-168-K2017-05-167.01 Regulation FD Disclosurezk1719983.htm
2017-03-308-K/A2017-03-301.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.02 Results of Operations and Financial Condition; 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; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.06 Change in Shell Company Statuszk1719728.htm
2017-01-178-K2017-01-175.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1719390.htm
2016-12-208-K2016-12-205.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Yearzk1619303.htm
2016-12-158-K/A2016-12-151.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.02 Results of Operations and Financial Condition; 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; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.06 Change in Shell Company Statuszk1619294.htm
2016-10-188-K/A2016-10-181.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.02 Results of Operations and Financial Condition; 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; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.06 Change in Shell Company Statuszk1619085.htm
2016-08-298-K2016-08-291.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.02 Results of Operations and Financial Condition; 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; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 5.06 Change in Shell Company Statuszk1618936.htm
2016-08-038-K2016-08-031.01 Entry into a Material Definitive Agreementzk1618798.htm
2015-10-088-K2015-10-085.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1517397.htm
2015-02-268-K2015-02-265.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1516372.htm
2014-12-158-K2014-12-155.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1415980.htm
2014-10-028-K2014-10-025.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1415614.htm
2014-07-088-K2014-07-085.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1415215.htm
2014-03-068-K2014-03-061.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assetszk1414557.htm
2014-02-148-K2014-02-145.07 Submission of Matters to a Vote of Security Holderszk1414415.htm
2014-01-148-K2014-01-141.01 Entry into a Material Definitive Agreementzk1414229.htm
2013-12-178-K2013-12-175.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1314073.htm
2013-10-218-K2013-10-215.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1313749.htm
2013-10-158-K2013-10-155.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1313721.htm
2013-10-038-K2013-10-031.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosurezk1313695.htm
2013-01-318-K2013-01-318.01 Other Eventszk1312543.htm
2012-12-218-K2012-12-215.07 Submission of Matters to a Vote of Security Holderszk1212403.htm
2012-12-138-K2012-12-128.01 Other Eventszk1212376.htm
2012-07-188-K2012-07-185.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1211704.htm
2012-03-148-K2012-03-142.02 Results of Operations and Financial Conditionzk1211151.htm
2011-09-138-K2011-09-135.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holderszk1110413.htm
2011-09-068-K2011-09-061.01 Entry into a Material Definitive Agreementzk1110376.htm
2010-12-068-K/A2010-12-061.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantzk1009149.txt
2010-12-028-K2010-12-025.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Eventszk1009143.txt
2010-10-128-K2010-10-125.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1008872.txt
2010-09-248-K2010-09-245.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holderszk1008819.txt
2010-09-148-K2010-09-145.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1008780.txt
2010-07-268-K2010-07-261.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrantzk1008561.txt
2010-06-048-K2010-06-045.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1008396.txt
2010-03-168-K2010-03-161.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securitieszk1008062.htm
2010-03-088-K2010-03-085.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1008015.txt
2010-02-168-K2010-02-165.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk1007900.txt
2010-01-218-K2010-01-211.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreementzk1007793.htm
2009-12-238-K2009-12-235.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk97685.txt
2009-10-088-K2009-10-085.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk97339.txt
2009-10-068-K2009-10-062.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangementzk97331.txt
2009-06-258-K2009-06-255.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk96933.txt
2008-08-218-K2008-08-215.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk85738.txt
2008-08-188-K2008-08-185.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk85673.txt
2008-07-038-K2008-07-035.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Eventszk85498.txt
2008-06-208-K2008-06-205.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk85426.txt
2008-05-028-K2008-05-021.01 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 Officerszk85176.htm
2008-04-238-K2008-04-237.01 Regulation FD Disclosurezk85145.htm
2008-04-098-K2008-04-091.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securitieszk85080.htm
2008-04-048-K2008-04-045.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Yearzk85078.txt
2008-03-128-K2008-03-125.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk84951.txt
2008-01-168-K2008-01-161.01 Entry into a Material Definitive Agreementzk84718.txt
2007-07-268-K2007-07-265.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk74024.txt
2007-03-288-K2007-03-285.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk73579.txt
2007-03-138-K2007-03-138.01 Other Eventszk73509.txt
2007-02-218-K2006-02-215.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk73439.txt
2006-11-158-K/A2006-11-159.01 Financial Statements and Exhibitszk63110.txt
2006-11-148-K2006-11-148.01 Other Eventszk63105.txt
2006-10-268-K2006-10-268.01 Other Eventszk63027.txt
2006-08-288-K2006-08-281.01 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 Officerszk62854.txt
2006-07-198-K2006-07-191.01 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 Officers; 8.01 Other Eventszk62738.txt
2005-10-038-K2005-10-031.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securitieszk51881.txt
2005-05-248-K2005-05-245.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officerszk51550.txt
2005-04-148-K2005-04-144.01 Changes in Registrant's Certifying Accountantzk51473.txt
2004-07-218-K2004-07-218.01 Other Eventszk40899.txt
2004-06-038-K2004-06-038.01 Other Eventszk40787.txt
2003-07-228-K2003-07-088.01 Other Eventsb326056_8k.txt
2002-11-258-K2002-11-224.01 Changes in Registrant's Certifying Accountantb321565_8k.txt
2002-11-088-K2002-11-072.01 Completion of Acquisition or Disposition of Assets; 5.01 Changes in Control of Registrant; 8.01 Other Eventsb321185_8k.txt
2002-07-108-K2002-07-058.01 Other Eventsd827399.txt
2001-10-048-K2001-08-318.01 Other Eventsd27080_8-k.txt
2001-03-158-K/A2001-01-124.01 Changes in Registrant's Certifying Accountantd25090_8k-a.txt
2001-02-088-K2001-01-268.01 Other Eventsa2037688z8-k.txt
2001-01-188-K2001-01-124.01 Changes in Registrant's Certifying Accountanta2035704z8-k.txt
2000-05-308-K2000-05-255.01 Changes in Control of Registranta8-k.txt
2000-05-238-K2000-05-195.01 Changes in Control of Registrant