TREX WIND-DOWN, INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2014-11-12: Form 8-K; Period of report 2014-11-10; Description 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; Details 1.01.
- 2014-04-17: Form 8-K; Period of report 2014-04-11; Description 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders; Details 1.01.
- 2014-03-04: Form 8-K; Period of report 2014-03-03; Description 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 5.03.
- 2014-01-27: Form 8-K; Period of report 2014-01-21; Description 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 4.01 Changes in Registrant's Certifying Accountant; 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; Details 1.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2014-11-12 | 8-K | 2014-11-10 | 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 | 1.01 On November 10, 2014, BioPharmX Corporation, a Delaware corporation (the “Company”), completed a private placement (the “Private Placement”) of shares of its Series A convertible redeemable preferred stock, par value $0.001 per share (“Series A”) and warrants to purchase common stock (“Warrants”). 3.02 The information pertaining to the Series A, the Warrants in Item 1.01 is incorporated herein by reference in its entirety. 5.02 On November 10, 2014, Mr. Ping Wang was appointed as a director of the Company. | f8k111014_biopharmx.htm |
| 2014-04-17 | 8-K | 2014-04-11 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 3.03 Material Modification to Rights of Security Holders | 1.01 BioPharmX Corporation (the “Company,” or “we,” “us”) entered into Subscription Agreements (the “Subscription Agreements”) for a private placement (the “Private Placement”) of shares of our Series A Preferred Stock, par value $0.001 per share (“Series A Preferred Stock”), and warrants (the “Warrants”) with two accredited investors (the “Investors”) on March 14, 2014 and April 1, 2014, respectively, whereby we sold an aggregate of 810,811 shares of Series A Preferred Stock at a per share price of $1.85 for gross proceeds of $1,500,000 and issued to the investors for no additional consideration the Warrants to purchase in the aggregate 405,406 shares of the Company’s common stock, par value $0.001 per share, at an exercise price of $3.70 per share. 3.02 The information pertaining to the Series A Preferred Stock, the Warrants and the Conversion Shares in Item 1.01 is incorporated herein by reference in its entirety. 3.03 In connection with the Private Placement, the Company filed with the Secretary of State of the State of Nevada a Certificate of Designations of Preferences, Rights and Limitations of Series A Preferred Stock (the “Series A Certificate”). | f8k041114_biopharmx.htm |
| 2014-03-04 | 8-K | 2014-03-03 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 Effective March 3, 2014, Thompson Designs, Inc., a Nevada corporation (the “Company”), amended its Articles of Incorporation to change its name to BioPharmX Corporation. | f8k030314_biopharmxcorp.htm |
| 2014-01-27 | 8-K | 2014-01-21 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 3.02 Unregistered Sales of Equity Securities; 4.01 Changes in Registrant's Certifying Accountant; 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 | 1.01 On January 23, 2014, Thompson Designs, BPMX and stockholders of BPMX who collectively own 100% of BPMX (the “BPMX Stockholders”) entered into and consummated transactions pursuant to a Share Exchange Agreement (the “Share Exchange Agreement,” such transaction referred to as the “Share Exchange Transaction”), whereby the Company issued to the BPMX Stockholders an aggregate of 7,025,000 shares of its common stock, par value $0.001 (“Common Stock”), in exchange for 100% of the equity interests of BPMX held by the BPMX Stockholders. 2.01 On January 23, 2014, we completed the acquisition of BPMX pursuant to the Share Exchange Agreement. 3.02 Please refer to Item 1.01 - “Entry into a Material Definitive Agreement” for a description of the unregistered sales of equity securities as a result of the Share Exchange Transaction, which is incorporated in its entirety into this Item 3.03. 4.01 On January 23, 2014, we dismissed Silberstein Ungar, PLLC (“SUPLLC”), as our independent accountant. 5.01 On January 21, 2014, Ms. Kade Thompson, a majority shareholder of the Company, entered into a Securities Purchase Agreement (the “Purchase Agreement,” such transaction, the “Purchase Transaction”) with BPMX, pursuant to which Ms. Thompson sold to BPMX 7,000,000 shares of common stock of the Company (the “Control Shares”) for an aggregate amount of $20,000. 5.02 On January 21, 2014, Kade Thompson, our former Chief Executive Officer, President and Director, resigned from each of his positions as a director and officer of the Company. 5.03 On January 23, 2014, the Company adopted the accounting acquirer’s fiscal year end of December 31 as a result of the Share Exchange Transaction consummated on January 23, 2014. 5.06 As a result of the Share Exchange Transaction as described in Items 1.01 and 2.01, which description is incorporated by reference in this Item 5.06 of this report, the Company ceased being a shell company as such term is defined in Rule 12b-2 under the Exchange Act. | f8k012114_thompson.htm |