UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Amendment No.1)
(Mark
One)
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR SECTION
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the
fiscal year ended: December 31,
2016
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the
transition period
from to
Commission
File Number: 333-191426
SIGMABROADBAND CO.
(Exact name of registrant as specified in its charter)
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GEORGIA
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4899
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46-1289228
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(State or other jurisdiction of organization)
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(Primary Standard Industrial Classification Code)
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(Tax Identification Number)
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2690 Cobb Parkway Suite A5-284
Smyrna, Georgia 30080
Tel: (800) 545-0010
(Address and telephone number of registrant's executive
office)
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2690 Cobb Parkway Suite A5-284
Smyrna, Georgia 30080
Tel: (800) 545-0010
(Name, address and telephone number of agent for
service)
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Securities
Registered Pursuant to Section 12(b) of the Act: None Securities
registered under Section 12(g) of the Exchange Act: TITLE OF EACH
CLASS:
Preferred
Stock, No Par Value Per Share Common Stock, Par Value $0.0001 Per
Share
Indicate
by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act. Yes ☐ No ☑
Indicate
by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act. Yes
☐ No
☑
Indicate
by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such
shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for
the past 90 days. Yes ☐ No ☑
Indicate
by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant’s knowledge, in
definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K. ☑
Indicate
by check mark whether the registrant is a large accelerated filer,
an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See definitions of “large accelerated
filer,” “accelerated filer,” and “smaller
reporting company” in Rule 12b- 2 of the Exchange Act. (Check
one):
Large
accelerated filer ☐
Accelerated filer ☐
Non-accelerated
filer ☐
Smaller reporting
company ☒
(Do not
check if a smaller reporting company)
Indicate
by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Exchange Act). Yes ☒ No
☐
State
the aggregate market value of the voting and non-voting common
equity held by non-affiliates computed by reference to the price at
which the common equity was last sold, as of the last business day
of the registrant’s most recently completed second fiscal
quarter: $1,286,280 based on 21,438,000 non-affiliates shares of
common stock as of June 30, 2016.
On
December 31, 2016 there were 24,724,000 shares of the
registrant’s Common Stock issued and outstanding and held by
approximately 39 shareholders, two of which are deemed affiliates
within the meaning of Rule 12b-2 under the Exchange
Act.
The
number of shares outstanding of each of the issuer’s classes
of common equity, as of May 5, 2017 was 24,724,000.
EXPLANATORY NOTE
The purpose of this amendment on Form 10-K/A to SigmaBroadband,
Co.’s Annual Report on Form 10-K for the period ended
December 31, 2016, filed with the Securities and Exchange
Commission on May 5, 2017 is solely to furnish Exhibit 101 to the
Form 10-K in accordance with Rule 405 of Regulation
S-T.
No other changes have been made to the Form 10-K. This Amendment
No. 1 to the Form 10-K speaks as of the original filing date of the
Form 10-K, does not reflect events that may have occurred
subsequent to the original filing date, and does not modify or
update in any way disclosures made in the original Form
10-K.
Item 15. Exhibits
(a)
Exhibits
The
following exhibits are filed with this report on Form
10-K:
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Exhibit No.
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Description
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3.1
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Articles
of Incorporation, as currently in effect*
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3.2
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Bylaws
as currently in effect*
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4.1
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Specimen
common stock certificate*
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31.1
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302
Certifications – (filed herewith)**
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32.1
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906
Certifications – (filed herewith)**
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31.2
32.2
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302
Certifications – (filed herewith)**
906
Certifications – (filed herewith)**
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*
Previously filed
with the SEC as exhibits on the registrant’s Form S-1
Registration Statement as declared effective December
13, 2013.
*
* Previously filed
with the SEC as exhibits on the registrant’s Form 10-K
Registration Statement as declared effective May 5,
2017.
SIGNATURES
In
accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized, on the 5th day of May
2017.
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SIGMABROADBAND CO.
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May 5,
2017
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By:
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/s/
Jeffery A.
Brown
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Jeffery A. Brown
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President,
Secretary, Principal Executive Officer, and Director
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May 5,
2017
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By:
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/s/
Timothy D.
Valley
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Timothy D. Valley
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Chief
Financial Officer and Principal Accounting
Officer
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