AND EXCHANGE COMMISSION
to Section 13 or 15(d) of the Securities Exchange Act of 1934
of report (date of earliest event reported): September 23, 2016
Name of Registrant as Specified in its Charter)
|(State of Organization)
W. Nassau Street, Tampa, Florida 33607
of principal executive offices)
telephone number, including area code: (877) 749-5909
of correspondence to:
M. Turner, Esq.
Ross Friedman Ference LLP
York, New York 10006
(212) 930-9700 Fax: (212) 930-9725
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:
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
material pursuant to Rule 14a-12 under the Merger Act (17 CFR 240.14a -12)
communications pursuant to Rule 14d-2(b) under the Merger Act (17 CFR 240.14d -2(b))
communications pursuant to Rule 13e-4(c) under the Merger Act (17 CFR 240.13e -4(c))
Articles of Incorporation; Change in Fiscal Year.|
July 28, 2016, stockholders holding a majority of the issued and outstanding common stock of First Harvest Corp. (the “Company”)
executed a written consent which granted the Company’s Board of Directors (the “Board”) discretionary
authority to (i) amend the Articles of Incorporation of the Company, as amended (the “Articles”), to effect
one or more reverse splits of the Company’s common stock in a ratio to be determined by the Board, in its discretion, which
shall be not less than 1-for-2 and not more than 1-for-50 at any time prior to July 28, 2017 and (ii) determine whether to arrange
for the disposition of fractional interests by stockholders entitled thereto, to pay in cash the fair value of fractions of a
share of common stock as of the time when those entitled to receive such fractions are determined, or to entitle stockholders
to receive, in lieu of any fractional share, the number of shares of common stock rounded up to the next whole number.
Company filed a certificate of amendment (the “Certificate of Amendment”) with the Secretary of State of the
State of Nevada in order to effectuate a reverse stock split of the Company’s common stock by
a ratio of 1-for-10 (the “Reverse Split”). No fractional shares will be issued in connection with the
Reverse Split and the number of shares to be received by a shareholder will be rounded up to the nearest whole number of shares
in the event that such shareholder would otherwise be entitled to receive a fractional share as a result of the Reverse Split.
The Certificate of Amendment became effective with the State of Nevada on September 23, 2016. The Reverse Split became effective
on the OTC Markets on September 26, 2016, having been approved by the Financial Industry Regulatory Authority, Inc. on September
23, 2016. For a period of 20 trading days, the Company’s stock symbol will be “HVSTD”, after which time, the
symbol will revert back to “HVST”. As a result of the Reverse Split, each 10 shares of common stock issued and outstanding
prior to the Reverse Split has been converted into 1 share of common stock, and all options, warrants, and any other similar instruments
convertible into, or exchangeable or exercisable for, shares of common stock have been proportionally adjusted.
9.01 Financial Statements and Exhibits.
of Amendment to Articles of Incorporation, as filed with the Secretary of State of the State of Nevada on September 21, 2016.|
to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
||FIRST HARVEST CORP.|
/s/ KEVIN GILLESPIE|