SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 25, 2012
Commission File Number 333-136247
DOMARK INTERNATIONAL INC.
(Exact name of registrant as specified in its charter)
Nevada 20-4647578
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
254 S. Ronald Reagan Blvd, Suite 134 Longwood, Florida 32750
(Address of principal executive offices) (Zip Code)
(321) 250-4996
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
EXPLANATORY NOTE
The purpose of this Amendment No. 1 on Form 8-K/A to the DoMark International
Inc.'s (the "Company" or "DoMark") Form 8-K as filed with the Securities and
Exchange Commission on May 25, 2012 (the "Form 8-K"), is solely to clarify the
Michael Franklin's continuing position with the Company. For the purposes of
continuity the Company has incorporated the clarification into the original
disclosure and herein presents the amended disclosure it its entirety.
No other changes have been made to the Form 8-K. This Amendment No. 1 to the
Form 8-K continues to speak as of the original filing date of the Form 8-K, does
not reflect events that may have occurred subsequent to the original filing
date, and, except as noted above, does not modify or update in any way
disclosures made in the original Form 8-K.
ITEM 5.02: DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS,
APPOINTMENT OF CERTAIN OFFICERS
Effective May 25, 2012, Michael Franklin, Chairman and CEO of the Company,
resigned his position as CEO of the Company. There was no disagreement between
the Registrant and Mr. Franklin at the time of his resignation. Mr. Franklin
will continue to serve on the Board of Directors of DoMark and will continue as
the President of SolaWerks Inc., a wholly owned subsidiary of the Company.
Also on May 25, 2012, the Company's Shareholders appointed R. Brentwood Strasler
as Director, President and Corporate Secretary. Mr. Strasler will serve as a
Director until his successor has been elected at the next annual meeting of the
Company's shareholders or until his earlier resignation, removal, or death. Mr.
Strasler has not been appointed to any committees of the Board, as the Board
does not presently have any committees.
R. Brentwood Strasler, age 45, has more than twenty years experience in both
private industry and the public capital markets and has a broad range of skills
and expertise in corporate governance, corporate finance, and other matters
faced by emerging companies.
Form August 2009 to March 2012 Mr. Strasler was Vice President of Clarus
Securities Inc., a Canadian based investment bank. From 2007 to 2008 he was a
Senior Vice President at investment bank Westwind Partners/Thomas Weisel Group.
In addition, Mr. Strasler has owned and operated businesses in a variety of
industries focusing on restructurings, financings, mergers and acquisitions. His
leadership has been instrumental in the successful reorganization, development,
and expansion of several private companies in the diversified services,
technology, and industrial manufacturing sectors. Mr. Strasler has been directly
involved in raising over $275 million in public financings for companies engaged
in a wide range of industries and market capitalizations.
Mr. Strasler holds an Economics Degree from the University of Western Ontario
and an MBA in International Finance from the University of Notre Dame.
On May 25, 2012 the Company and Mr. Strasler executed and Employment Agreement
covering a period of three (3) years from the date of commencement. Per the
2
terms of the agreement Mr. Strasler shall have an annual salary of $150,000USD
and shall be reimbursed for expenses normal business expenses incurred in the
performance of his duties under the Agreement.
In addition, Mr. Strasler shall be issued 100,000 Stock Purchase Warrants to
purchase Company stock at the price of $1 per share. The Warrants are
exercisable for a period of three (3) years and are vested quarterly on a pro
rate basis over the first 12 months from the date of issuance.
Mr. Strasler was not appointed pursuant to any arrangement or understanding
between Mr. Strasler and any other person.
ITEM 9.01: FINANCIAL STATEMENTS AND EXHIBITS
Exhibit Number Description
-------------- -----------
10.01 Employment Agreement between Domark International Inc. R.
Brentwood Strasler dated May 25, 2012 (as filed as Exhibit
10.01 to the Company's Form 8-K, filed with the SEC on May 25,
2012)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Domark International Inc.
By: /s/ R. Brentwood Strasler
------------------------------------
R. Brentwood Strasler
President
Date: May 29, 2012
