NUZEE, INC. (OTCMKTS:NUZE) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
As set forth below in Item 5.07, on October 22, 2019, the stockholders of NuZee, Inc. (the “Company”) approved a proposal granting the board of directors of the Company (the “Board”) discretionary authority to file an amendment (the “Certificate of Amendment”) to the Company’s Articles of Incorporation, as amended (the “Articles”), which amends Section 1 of the Articles to effect a reverse stock split of the Company’s common stock, par value $.00001 (the “Common Stock”), at any ratio from 1-for-3 to 1-for-5 at the Board’s discretion. On October 22, 2019, the Board approved a 1-for-3 reverse stock split of the Common Stock (the “Reverse Stock Split”). Accordingly, each holder of Common Stock will receive one share of Common Stock for every three shares such stockholder held immediately prior to the effectiveness of the Reverse Stock Split. The Certificate of Amendment became effective upon acceptance of the Company’s filing of the Certificate of Amendment with the Secretary of State of Nevada.
The above description of the Certificate of Amendment is qualified in its entirety by reference to the full text of the Certificate of Amendment, which is filed as Exhibit 3.1 attached hereto and incorporated by reference herein.
Item 5.07 Submission of Matters to a Vote of Security Holders
On October 22, 2019, the Company held its 2019 Annual Meeting of Stockholders (the “Annual Meeting”). The final results for each of the matters submitted to a vote of stockholders at the Annual Meeting are as follows:
Proposal 1 – Election of Directors
Proposal 2 – Amendment of Articles of Incorporation to Effect a Reverse Stock Split
Proposal 3 – Adoption of 2019 Stock Incentive Plan
Proposal 4 – Advisory Vote on Frequency of Advisory Votes on the Compensation of Named Executive Officers
Proposal 5 – Advisory Vote on Compensation of Named Executive Officers
Proposal 6 – Ratification of Appointment of Independent Registered Public Accounting Firm
Item 9.01Financial Statements and Exhibits.
NuZee, Inc. Exhibit
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About NUZEE, INC. (OTCMKTS:NUZE)
NuZee, Inc., formerly Havana Furnishings, Inc., manages a portfolio of branded consumer packaged goods. The Company is a start-up organization, which markets and distributes consumer products primarily in the beverage sector. The Company sells its products directly to consumers through its Website portal, as well as through affiliate online stores and retailers. The Company offers Drip Cup line, which is a pour-over coffee. The Company’s Drip Cup line includes the functional varietals: Lean, Think and Relax Cup. The Company offers Relax Cup for stress reduction. It offers Lean Cup for weight loss. It offers Think Cup for cognitive performance. The Company also offers Nude Drip Cup, Relax Drip Cup for stress reduction, Lean Drip Cup for weight loss and Think Drip Cup for cognitive performance. The Company has manufacturing facility in Vista, California, used for the production of its Drip Cup line.