Current Report Filing (8-k)
February 26 2015 - 12:15PM
Edgar (US Regulatory)
UNITED STATES
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): February
26, 2015
SPRIZA,
INC.
(Exact Name of Registrant as Specified in Charter)
Nevada |
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333-185669 |
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90-0888324 |
(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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111 Penn Street
El Segundo, CA
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90245 |
(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
(403) 614-4441
Copies to:
Marc J. Ross, Esq.
Sichenzia Ross Friedman Ference LLP
61 Broadway, 32nd Floor
New York, New York 10006
Telephone: (212) 930-9700
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
FORWARD-LOOKING STATEMENTS
This
Current Report on Form 8-K contains forward-looking statements. Forward-looking
statements include statements concerning plans, objectives, goals, strategies,
future events or performance, and underlying assumptions and other statements
that are other than statements of historical facts. These statements are
subject to uncertainties and risks including, but not limited to (i) securing
capital for general working purposes and (ii) other risks and in statements
filed from time to time with the Securities and Exchange Commission (the “SEC”).
All such forward-looking statements, whether written or oral, and whether made
by or on behalf of the Company, are expressly qualified by the cautionary
statements and any other cautionary statements which may accompany the
forward-looking statements. In addition, the Company disclaims any obligation
to, and will not, update any forward-looking statements to reflect events or
circumstances after the date hereof.
Section 5 -
Corporate Governance and Management
Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
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On February 2,
2015 our board of directors appointed Jason Cowles as a member of our board of
directors. Immediately following his appointment to the board Mr. Cowles was
appointed as the Company’s Chief Operating Officer effective February 2, 2015.
On February 5, 2015 Justin Sather resigned as a
director of the Company effective immediately.
The
information contained in this Current Report on Form 8-K shall not be deemed
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), or incorporated by reference in any filing
under the Securities Act of 1933, as amended (the “Securities Act”) or
the Exchange Act, except as shall be expressly set forth by specific reference
in such a filing. The furnishing of the information in this Current Report on
Form 8-K is not intended to, and does not, constitute a representation that
such furnishing is required by Regulation FD or that the information contained
in this Current Report on Form 8-K constitutes material investor information
that is not otherwise publicly available.
The
Securities and Exchange Commission encourages registrants to disclose
forward-looking information so that investors can better understand the future
prospects of a registrant and make informed investment decisions. This Current
Report on Form 8-K and exhibits may contain these types of statements, which
are “forward-looking statements” within the meaning of the Private Securities
Litigation Reform Act of 1995, and which involve risks, uncertainties and
reflect the Registrant’s judgment as of the date of this Current Report on Form
8-K. Forward-looking statements may relate to, among other things, operating
results and are indicated by words or phrases such as “expects,” “should,”
“will,” and similar words or phrases. These statements are subject to inherent
uncertainties and risks that could cause actual results to differ materially
from those anticipated at the date of this Current Report on Form 8-K.
Investors are cautioned not to rely unduly on forward-looking statements when
evaluating the information presented within.
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.
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SPRIZA, INC. |
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Date:
February 26, 2015 |
By: |
/s/
Rob Danard |
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Rob
Danard |
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Chief
Executive Officer |
Spriza (CE) (USOTC:SPRZ)
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