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NEXEON MEDSYSTEMS INC Form 8-K: Current report

NEXEON MEDSYSTEMS INC Form 8-K: Current report

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

  • 2021-04-09: Form 8-K; Period of report 2021-04-08; Description 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; Details 5.01.
  • 2020-11-27: Form 8-K; Period of report 2019-10-22; Description 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 Events; Details 5.01.
  • 2019-04-01: Form 8-K; Period of report 2019-03-28; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
  • 2018-12-11: Form 8-K; Period of report 2018-12-11; Description 7.01 Regulation FD Disclosure; Details 7.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2021-04-098-K2021-04-085.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.01 On April 8, 2021, Miro Zecevic rescinded the Contract of Sale between Rosellini Scientific Holdings, LLC and Mina Mar Corporation.
5.02 In connection with this rescission agreement On April 8 2021, Miro Zecevic resigned from his position as a member of the Board of Directors of Nexeon Medsystems Inc (the “Company”) effective immediately.
nexeon_8k.htm
2020-11-278-K2019-10-225.01 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 Events5.01 On July 17, 2020, Miro Zecevic an individual and principal shareholder of Mina Mar Group, (the “Purchaser”) personally acquired 100% of the issued and outstanding shares of preferred stock (the “Preferred Stock”) of the issuer (the “Company” or the “Registrant”) from William M. Rosellini (the “Seller”).
5.02 On October 22, 2020, William M. Rosellini resigned from his position as Executive Chairman, CEO and a member of the Board of Directors of Nexeon Medsystems Inc (the “Company”) effective immediately.
8.01 The issuer changed control in a civil and amicable fashion.
nexeon_8k.htm
2019-04-018-K2019-03-285.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On March 28, 2019, Wes Ditmer resigned from his position as a member of the Board of Directors of Nexeon Medsystems Inc (the “Company”) effective immediately.f8k032819_nexeonmed.htm
2018-12-118-K2018-12-117.01 Regulation FD Disclosure7.01 Nexeon Medsystems Inc (the “Company”) has made available an updated presentation about its business, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K (the “Report”) and is hereby incorporated by reference.f8k121018_nexeonmedsystems.htm
2018-12-078-K2018-12-071.01 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 December 7, 2018, Nexeon Medsystems Inc, a Nevada corporation (the “Company”) entered into an employment agreement with its Chief Executive Officer and Chairman, William Rosellini (the “Employment Agreement”) pursuant to which Mr. Rosellini shall continue to serve as the Company’s Chief Executive Officer and Chairman for a period of two years (the “Term”) in consideration for an annual base salary of One Dollar ($1.00).
5.02 The information in Item 1.01 is hereby incorporated by reference to this Item 3.03.
f8k120618_nexeonmedsystem.htm
2018-11-208-K2018-11-201.01 Entry into a Material Definitive Agreement; 3.03 Material Modification to Rights of Security Holders1.01 On November 20, 2018, Nexeon Medsystems Inc entered into a Senior Secured Convertible Promissory Note First Amendment (the “Amendment”) with Leonite Capital, LLC (the “Holder”), the holder of the Company’s Senior Secured Convertible Promissory Note originally issued on August 21, 2017 (the “Note”).
3.03 The information in Item 1.01 is hereby incorporated by reference to this Item 3.03.
f8k112018_nexeonmedsys.htm
2018-11-198-K2018-11-192.02 Results of Operations and Financial Condition2.02 On November 19, 2018, Nexeon Medsystems Inc issued a press release announcing its financial results for the third quarter ended September 30, 2018.f8k111918_nexeonmedsystems.htm
2018-11-058-K2018-11-057.01 Regulation FD Disclosure7.01 Nexeon Medsystems Inc (the “Company”) has made available an updated presentation about its business, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K (the “Report”) and is hereby incorporated by reference.f8k110518_nexeonmedsys.htm
2018-11-018-K2018-11-015.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officersf8k110118_nexeonmedsystems.htm
2018-10-298-K2018-10-254.01 Changes in Registrant's Certifying Accountant4.01 On October 25, 2018, Paritz & Company, P.A. ("Paritz"), the independent registered public accounting firm of Nexeon MedSystems Inc (the "Company") notified the Company that Paritz combined with Prager Metis CPAs LLC (“Prager”).f8k102518_nexeonmedsystems.htm
2018-07-108-K2018-07-095.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On July 9, 2018, the Board of Directors of Nexeon Medsystems Inc. (the “Company”) approved an increase to the number of shares of common stock reserved for issuance under the Company’s 2016 Stock Omnibus Incentive Plan from 357,154 (post 1:14 reverse split) shares of common stock to 450,000 shares of common stock.f8k071018_nexeonmedsystems.htm
2018-07-098-K2018-07-097.01 Regulation FD Disclosure7.01 Nexeon Medsystems Inc. (the “Company”) has made available an updated presentation about its business, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K (the “Report”) and is hereby incorporated by reference.f8k070918_nexeonmedsystems.htm
2018-06-288-K2018-06-255.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On June 25, 2018, Nexeon Medsystems Inc. (the “Company”) filed a certificate of amendment (the “Amendment”) to its Articles of Incorporation with the Secretary of State of the State of Nevada in order to effectuate a reverse stock split of the Company’s issued and outstanding common stock, par value $0.001 per share.f8k062518_nexeonmedsystems.htm
2018-05-178-K2018-05-145.07 Submission of Matters to a Vote of Security Holders5.07 To permit, but not require, the Board of Directors of the Company to effectuate a reverse stock split of the Company’s common stock, par value $0.001 per share by a ratio of not less than one (1) for two (2) and not more than one (1) for twenty-five (25) (the “Range”), with the exact ratio to be set at a whole number within this Range as determined by the Board in its sole discretion within one year of the Record Date.f8k051418_nexeonmedsystems.htm
2018-04-308-K2018-04-307.01 Regulation FD Disclosure7.01 Nexeon Medsystems Inc. (the “Company”) has made available a presentation about its business, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K (the “Report”) and is hereby incorporated by reference.f8k043018_nexeonmed.htm
2018-04-248-K2018-04-235.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On April 24, 2018, Nexeon Medsystems Inc, a Nevada corporation (the “Company”), appointed Robert Wesley “Wes” Dittmer II as a director of the Company.f8k042318_nexeonmedsys.htm
2017-12-128-K/A2017-09-012.01 Completion of Acquisition or Disposition of Assets2.01 On September 5, 2017, Nexeon MedSystems Inc (“Nexeon”) filed a Current Report on Form 8-K (the “Original Report”) reporting the completion of its acquisition of Nexeon Medsystems Belgium SPRL, a company incorporated under the laws of Belgium, (“NMB”) on September 1, 2017, through its wholly-owned subsidiary Nexeon Medsystems Europe, SARL, a Luxembourg private limited liability company ( “Nexeon Europe”), pursuant to the Acquisition Agreement entered into on January 10, 2017, between Rosellini Scientific, LLC, a Texas limited liability company controlled by our Chief Executive Officer, William Rosellini, (“RS”) and Nexeon Europe (the “Acquisition”).f8k090117a1_nexeonmedsys.htm
2017-11-088-K2017-11-085.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On November 7th, 2017, Nexeon Medsystems, Inc. (the “Company”) Ronald Conquest resigned from his position as the Company’s Vice-President of Finance and member of the Board of Directors, as well as his consulting agreement, effective immediately.f8k110817_nexeonmedsys.htm
2017-09-058-K2017-09-011.01 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 On September 1, 2017 (the “Acquisition Date”), Nexeon MedSystems Inc, a Nevada corporation, (the “Company”), through its wholly-owned subsidiary Nexeon Medsystems Europe, SARL, a Luxembourg private limited liability company ( “Nexeon Europe”), completed the acquisition of Nexeon Medsystems Belgium SPRL, a company incorporated under the laws of Belgium, (“NMB”) pursuant to the Acquisition Agreement entered into on January 10, 2017, between Rosellini Scientific, LLC, a Texas limited liability company controlled by our Chief Executive Officer, William Rosellini, (“RS”) and Nexeon Europe (the “Acquisition”).
8.01 Nexeon MedSystems Inc is a neuromodulation medical device manufacturing company focused on the development and commercialization of our neurostimulation technology platform for the treatment of various disorders via electrical stimulation of tissues associated with the nervous system.
d921718k.htm
2017-08-258-K2017-08-241.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 Entry into a Material Definitive Agreement.
3.02 The information provided in Item 1.01 is incorporated by reference in this Item 3.02.
p8241728k.htm
2017-06-288-K2017-06-265.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On June 20, 2017, the Board of Directors of Nexeon MedSystems Inc (the “Company”), appointed Daniel Powell to serve as the Vice President, Sales and Marketing of the Company effective as of June 26, 2017 (the “Effective Date”).p0622.htm
2017-03-108-K2017-02-148.01 Other Events8.01 On February 14, 2017, the Company entered into a Professional Relations and Consulting Agreement (“Agreement”) with Acorn Management Partners LLC (“Consultant”) which provides for Consultant to (i) create a “Full Market Awareness Program” that will be customized by the Consultant to fit Company’s needs in order to assist the Company in achieving its goals of creating awareness and knowledge about the Company and objectives over a period of time; (ii) drive long-term investors through financial professionals to the Company for fundamental reasons, therefore steadily increasing the shareholder base and creating a truly sophisticated market, and (iii) expand the Company’s investor base through production of a “Quick Facts” sheet for the Company and conference calls between financial professionals and the Company’s appointed executive to speak with such professionals.p0312_8-k.htm
2017-02-288-K2017-01-015.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On January 1, 2017, the Board of Directors of Nexeon MedSystems Inc (the “Company”), appointed Emily Hamilton, MD to serve as the Director of Emerging Therapy of the Company.p0234_8-k.htm
2017-01-198-K2017-01-061.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.p0123_8-k.htm
2017-01-178-K2017-01-101.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.p0117_8-k.htm
2016-12-298-K2016-12-205.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On December 15, 2016, the Board of Directors of Nexeon MedSystems Inc (the “Company”), appointed Brian Blischak to serve as the President and Chief Commercial Officer of the Company effective as of December 1, 2016 (the “Effective Date”).p1244_8-k.htm
2016-12-208-K2016-12-151.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.p1212_8-k.htm
2016-12-058-K2016-12-023.02 Unregistered Sales of Equity Securities3.02 On February 2, 2016, the Company initiated a private placement under Rule 506 of Regulation D, for the sale of 2,500,000 Units, at $1.00 per Unit for a total offering of $2,500,000, each Unit consisting of one share of restricted common stock and one warrant to purchase one additional share of restricted common stock.p1106_8-k.htm