HYPERSOLAR, INC. (OTCMKTS:HYSR) Files An 8-K Unregistered Sales of Equity SecuritiesItem 3.02 Unregistered Sales of Equity Securities.
The information below in Item 5.03 regarding the issuance of Series A Preferred Stock of HyperSolar, Inc. (the “Company”) is incorporated herein by reference in response to this Item 3.02. The Company relied upon an exemption from the registration requirements under Section 4(a)(2) under the Securities Act of 1933 in connection
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On July 12, 2018, the Company filed a Certificate of Designation (the “Designation”) with the Secretary of State of Nevada which designates 1,000, shares of the Company’s preferred stock par value $0.001 per shares, as Series A Preferred Stock.
to the terms of the Designation, holders of Series A Preferred Stock shall not be entitled to dividends or a liquidation preference and shall have no conversion rights. The holders of Series A Preferred Stock shall have the right to vote separately as a class in an amount equal to 90% of the total vote with respect to a proposal related to (a) any amendment to the Company’s Articles of Incorporation changing the name of the Company, (b) increasing the authorized share capital of the Company, (c) any amendment to the Company’s Bylaws, and (d) effecting any reverse stock split of the Company’s issued and outstanding shares of capital stock. Such vote shall be determined by the holder(s) of a majority of the then issued and outstanding shares of Series A Preferred Stock. The shares of Series A Preferred stock shall be redeemed automatically at par value, upon the earlier of (i) the expiration of 120 days after the effective date of the Designation, (ii) the Company’s CEO no longer services as an officer, director or consultant of the Company or (iii) the date the Company’s shares of common stock first trades on a national securities exchange.
Effective July 12, 2018, the Board of Directors of the Company approved the issuance of 1,000 newly designated Series B Preferred Stock to its CEO, Timothy Young.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Hypersolar, Inc. ExhibitEX-4.1 2 f8k071218ex4-1_hypersolarinc.htm CERTIFICATE OF DESIGNATION OF SERIES A PREFERRED STOCK OF HYPERSOLAR,…To view the full exhibit click here
About HYPERSOLAR, INC. (OTCMKTS:HYSR)
Hypersolar, Inc. is engaged in developing a solar-powered particle system that mimics photosynthesis to separate hydrogen from water. The Company intends for technology of this system to be licensed for the production of renewable hydrogen to produce renewable electricity and hydrogen for fuel cells. The Company is focused on developing a submersible hydrogen production particle that can split water molecules under the sun, emulating the functions of photosynthesis. Each particle is a complete hydrogen generator that contains a high voltage solar cell bonded to chemical catalysts by an encapsulation coating. The Company is developing a modular system that enables the daily production and storage of hydrogen for any time use in electricity generation, oil and gas refining, fertilizer manufacturing or any other applications of hydrogen. The Company’s technology is HyperSolar H2Generator. The Company has not generated any revenues.