THWAPR, INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2012-11-15: Form 8-K; Period of report 2012-11-15; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 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 3.01.
- 2012-04-26: Form 8-K; Period of report 2012-04-26; Description 3.03 Material Modification to Rights of Security Holders; 5.05 Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics; Details 5.05.
- 2012-03-23: Form 8-K; Period of report 2012-03-20; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
- 2012-03-02: Form 8-K; Period of report 2012-02-27; 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; 8.01 Other Events; Details 1.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2012-11-15 | 8-K | 2012-11-15 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 3.01 The Company will not file a Form 10-Q with the Securities and Exchange Commission as is required under the Securities and Exchange Act of 1934. 5.02 On November 9, 2012, Leonard Dreyer and Gurmit Brar resigned from the Board of Directors. 8.01 On February 2, 2012 in a Form 8-K filed with the Securities and Exchange Commission the Thwapr, Inc. (the “Company”) stated that it was experiencing a shortage in working capital and was actively seeking additional debt or equity financing to sustain operations at then current levels. | thwi8k.htm |
| 2012-04-26 | 8-K | 2012-04-26 | 3.03 Material Modification to Rights of Security Holders; 5.05 Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics | 5.05 On April 26, 2012, the board of directors of Thwapr, Inc. (the “Company”), with the consent of the holder of approximately 72% of our outstanding shares of Series A convertible preferred stock (the “Series A Preferred Stock”), amended and restated the certificate of designation of such Series A Preferred Stock (the "Designation"). | v310813_8k.htm |
| 2012-03-23 | 8-K | 2012-03-20 | 1.01 Entry into a Material Definitive Agreement | 1.01 As part of the Company’s efforts to achieve liquidity, avoid defaults under indebtedness that was due and payable, and satisfy approximately $750,000 of additional debt, accounts payable and accrued expense obligations owed to certain consultants, employees and vendors (the “Payables”), in addition to seeking to raise additional working capital, the Company’s management has commenced to implement a debt restructuring plan (the “Restructuring Plan”). | v307045_8k.htm |
| 2012-03-02 | 8-K | 2012-02-27 | 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; 8.01 Other Events | 1.01 On February, 27, 2012, Thwapr, Inc. (the “Company”) consummated a line of credit and restructuring agreement (the “Agreement”) with Mr. Ron Singh whereby he and his affiliates have agreed to make available to the Company an initial $200,000 line of credit over a period of approximately four months. 5.02 Under the terms of the Agreement, a consulting agreement between the Company and Universal Management, an affiliate of Bruce Goldstein, the former President and CEO of the Company, was terminated. 8.01 The Company has changed its principal executive office from 95 Morton Street, New York, N.Y. to 410 S. Rampart Boulevard, Suite 390, Las Vegas, Nevada 89145. | v304493_8k.htm |
| 2012-02-02 | 8-K | 2012-02-02 | 7.01 Regulation FD Disclosure; 8.01 Other Events | 8.01 In response to recent inquiries, Thwapr, Inc. (the “Company”) today stated that it has no explanation for the recent volatility in the trading price of its common stock or in the high trading volume in the past few days. | v301133_8k.htm |
| 2011-10-26 | 8-K | 2011-10-24 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On October 20, 2011, our board of directors approved the 2011 Stock Option Plan (the “2011 Plan”). | v238023_8k.htm |
| 2011-10-21 | 8-K | 2011-10-21 | 7.01 Regulation FD Disclosure | 7.01 On November 19, 2011, Thwapr, Inc. (the “Company”) posted on its Website a variety of downloadable information regarding the Company and its product offering. | v237804_8k.htm |
| 2011-04-01 | 8-K | 2011-03-25 | 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 Effective March 25, 2011, the holders of the Thwapr, Inc. (the “Company”) Series A Preferred Stock agreed to a modification in the conversion ratio of the Series A Preferred Stock into Common Stock from 9-for-1 to 6.5-for-1 (the “Conversion Ratio Change”). 5.07 The disclosure under Item 5.03 of this Current Report on Form 8-K is incorporated by reference in its entirety into this Item 5.07. | v217367_8k.htm |
| 2011-02-04 | 8-K | 2011-01-31 | 8.01 Other Events | 8.01 On January 31, 2011, Thwapr, Inc. (the “Company”) received approval from FINRA to proceed with a 3:1 forward split of its Common Stock (the “Stock Split”). | v210013_8-k.htm |
| 2011-01-24 | 8-K | 2011-01-24 | 7.01 Regulation FD Disclosure | 7.01 Thwapr, Inc. has been approved by Apple for the launch of a mobile video sharing application in the iTunes App Store on February 7, 2011. | v208726_8k.htm |
| 2010-07-21 | 8-K | 2010-07-16 | 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 As authorized by the Company’s Articles of Incorporation, the Board of Directors of the Company has designated 47,061,636 shares of the 50,000,000 authorized shares of preferred stock, as Series A Preferred Stock, having such powers, designation, preferences, limitations, restrictions and relative rights as set forth in the Certificate of Designation for the Company’s Series A Preferred Stock (the “Certificate of Designation”) filed with the Nevada Secretary of State on July 16, 2010. | v191143_8k.htm |
| 2010-06-04 | 8-K | 2010-05-28 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On May 28, 2010 Messrs. | v187364_8k.htm |
| 2010-05-06 | 8-K | 2010-05-04 | 4.01 Changes in Registrant's Certifying Accountant; 5.05 Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics | 4.01 (i) On May 5, 2010, Thwapr, Inc., formerly known as Seaospa, Inc. (the “Company”) dismissed Weinberg & Baer LLC, successor in interest to Alan Weinberg CPA (“Weinberg”), as the Company’s independent certifying accountant. 5.05 On May 4, 2010, the Company’s Board of Directors adopted a Code of Ethics applicable to all directors, officers, and employees of the Company. | v183793_8k.htm |
| 2010-04-23 | 8-K/A | 2010-04-23 | 9.01 Financial Statements and Exhibits | 9.01 (a) Financial Statements of Business Acquired. | v182038_8ka.htm |
| 2010-04-21 | 8-K | 2010-04-21 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events | 5.03 As previously disclosed in the Current Report on Form 8-K filed with the Securities and Exchange Commission on April 2, 2010, on March 29, 2010, Seaospa, Inc. (the “Company”), closed a voluntary share exchange transaction with Thwapr, Inc., a Delaware corporation that is a mobile to mobile video and photo service provider (“Thwapr”), pursuant to a Share Exchange Agreement by and among the Company, certain stockholders of the Company, Thwapr and the stockholders of Thwapr (the “Exchange Transaction”). 8.01 In connection with the Name Change described in Item 5.03 above, FINRA has assigned the Company a new stock symbol, “THWI.” This new symbol took effect at the open of business on April 21, 2010. | v181762_8k.htm |
| 2010-04-02 | 8-K | 2010-03-29 | 2.01 Completion of Acquisition or Disposition of Assets; 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 Status; 8.01 Other Events | 2.01 On March 29, 2010 (the “Closing Date”), Seaospa, Inc., a Nevada corporation (“Seaospa”), closed a voluntary share exchange transaction with Thwapr, Inc., a Delaware corporation (“Thwapr”), that is a mobile to mobile video and photo service provider, pursuant to a Share Exchange Agreement (the “Exchange Agreement”) by and among Seaospa, certain stockholders of Seaospa, Thwapr and the stockholders of Thwapr (the “Thwapr Stockholders”). 3.02 As more fully described in Items 1.01 and 2.01 above, in connection with the Exchange Agreement, on the Closing Date, we issued 142,676,508 shares of our common stock and warrants to acquire 12,181,363 shares of our common stock to the Thwapr Stockholders in exchange for 100% of the capital stock of Thwapr. 5.01 As more fully described in Items 1.01 and 2.01 above, on March 29, 2010, in a voluntary share exchange transaction, we acquired a business engaged in providing mobile to mobile video and photo sharing services, by executing the Exchange Agreement by and among the Company, certain stockholders of the Company, Thwapr, and the stockholders of Thwapr. 5.02 As more fully described in Items 1.01, 2.01 and 5.01 above, on March 29, 2010 in a voluntary share exchange transaction, we acquired a business providing mobile to mobile video and photo sharing services, by executing the Exchange Agreement by and among the Company, certain stockholders of the Company, Thwapr, and the stockholders of Thwapr. 5.03 Effective March 25, 2010, in connection with the Stock Split described in Item 2.01 above, we amended our Articles of Incorporation by filing a Certificate of Amendment with the Secretary of State of the State of Nevada to increase our authorized shares of common stock from 100,000,000 to 300,000,000. 5.06 Reference is made to the voluntary share exchange transaction under the Exchange Agreement, as described in Item 1.01, which is incorporated herein by reference. 8.01 In connection with the Stock Split described in Item 2.01 above, FINRA has assigned the Company a new stock symbol, “SOPAD.” This new symbol took effect at the open of business on March 29, 2010, and the symbol will revert to “SOPA” 20 business days from March 29, 1010. | v179918_8k.htm |
| 2010-03-22 | 8-K | 2010-03-22 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | g3974.txt | |
| 2010-03-09 | 8-K | 2010-03-05 | 1.01 Entry into a Material Definitive Agreement | g3931.txt |