8-K 1 form8-k.htm

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): October 24, 2018

AMMO, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware |  | 001-13101 |  | 83-1950534
(State or other jurisdiction |  | (Commission |  | (IRS Employer
of Incorporation) |  | File Number) |  | Identification Number)

6401 E. Thomas Road, #106

Scottsdale, Arizona 85251

(Address of principal executive offices)

480-947-0001

(Registrant’s telephone number)

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

AMMO, INC.

Form 8-K

Current Report

ITEM 5.03. | Amendments to Articles of Incorporation or Bylaws; Change to Fiscal Year

On October 24, 2018, Ammo, Inc. amended and restated its Certificate of Incorporation in order to update the document and increase the authorized capital from 50,000,000 shares of Common Stock to 200,000,000 shares, and to add an authorized 10,000,000 shares of Preferred Stock. The Preferred Stock terms, preferences, and conditions can be determined by the Board of Directors in the future without a stockholder vote.

The foregoing summary of the amended and restated Certficate of Incorporation is qualified in its entirety and is filed as exhibit 3.1 and is incorporated by reference herein.

ITEM 9.01 | Financial Statements and Exhibits

(d) Exhibits

Exhibit Number |  | Description
3.1 |  | Amended and Restated Articles of Incorporation file with the Delaware Secretary of State on October 24, 2018

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: October 25, 2018 | AMMO, INC.
| By: | /s/ Fred W. Wagenhals
|  | Fred W. Wagenhals
|  | Chief Executive Officer