At a special meeting of shareholders of Paybox Corp, a Delaware
corporation (the Company), held on Wednesday, May 3, 2017, the
Companys shareholders approved a 1-for-200 reverse stock split
(the Reverse Stock Split).

Thereafter, the Company effectuated the Reverse Stock Split by
filing a certificate of amendment to the Companys Certificate of
Incorporation with the Secretary of State of the State of
Delaware (the Certificate of Amendment).

In the Reverse Stock Split, every 200 shares of common stock,
$0.0001 par value per share, of the Company, which were issued
and outstanding immediately prior to the Reverse Stock Split,
have been combined into one issued and outstanding share of the
Companys common stock. No fractional shares are being issued in
connection with the Reverse Stock Split. Shareholders who
otherwise would be entitled to receive a fractional share of the
Companys common stock as a result of the Reverse Stock Split will
receive a cash payment of $0.40 per pre-Reverse Stock Split share
in lieu of receiving a fractional post-Reverse Stock Split share.
The Companys transfer agent, Manhattan Transfer Registrar
Company, will act as exchange agent for the Reverse Stock Split
(the Exchange Agent). No payment will be made to holders entitled
to receive post-Reverse Stock Split shares. As promptly as
practicable, the Exchange Agent will send shareholders of record
holding certificates representing pre-Reverse Stock Split shares
with a letter of transmittal and instructions for the exchange of
their stock certificates for certificates representing
post-Reverse Stock Split shares or for receiving a cash payment,
as appropriate. Registered shareholders owning shares
electronically in book-entry form and shareholders owning shares
through a bank, broker or other securities nominee (subject to
the applicable procedures of their securities nominee) will have
their positions automatically adjusted to reflect the Reverse
Stock Split, and will not be required to take any action in
connection with the Reverse Stock Split.

As a result of the Reverse Stock Split, the Company has fewer
than 500 record holders of its common stock, and the Company’s
common stock has become eligible for termination of registration
under the Securities Exchange Act of 1934, as amended (the
Exchange Act). The Company intends to promptly file a Form 15
with the Securities and Exchange Commission (the SEC) to
terminate the common stocks registration under Section 12(g) of
the Exchange Act. Upon filing of the Form 15, the Companys
obligation to file certain reports with the SEC, including Forms
10-K, 10-Q and 8-K, will be immediately suspended. The Company
expects that the deregistration of its common stock will become
effective 90 days after the date of filing of the Form 15 with
the SEC. A copy of the press release announcing the
deregistration is included as Exhibit 99.1 to this report.

For a more detailed discussion of the Reverse Stock Split, please
see the definitive Proxy Statement of the Company, filed on April
11, 2017 with the SEC.

Item 5.03 Amendment to Articles of Incorporation or Bylaws;
Change in Fiscal Year.

The information set forth in Item 3.03 of this Current Report on
Form 8-K is incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

The information set forth in Item 3.03 of this Current Report on
Form 8-K is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.		Description
3.1		Certificate of Amendment, filed May 3, 2017, to effect a 1-for-200 reverse stock split effective on May 3, 2017.
99.1		Press Release of Paybox Corp dated May 3, 2017, furnished herewith.