Current Report Filing (8-k)
October 15 2021 - 4:04PM
Edgar (US Regulatory)
0000943535
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2021-10-07
2021-10-07
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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): October 7, 2021
WORLD
HEALTH ENERGY HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware
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000-30256
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59-2762023
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(State
or other jurisdiction
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(Commission
File
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(IRS
Employer
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of
incorporation
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Number)
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Identification
No.)
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1825
NW Corporate Blvd. Suite 110, Boca Raton, FL 33431
(Address of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code: (561) 870-0440
N/A
(Former name or former address, if changed since last report.)
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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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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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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☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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N/A
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N/A
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N/A
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Indicate
by check mark whether the registrant is an emerging growth company as defined in 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 checkmark 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. ☐
Item
5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
World
Health Energy Holdings, Inc. (the “Company”) filed an amendment (the “Amendment”) to its Certificate of Incorporation,
as amended, on October 7, 2021, to increase the Company’s authorized share capital and to change the par value of the Company’s
Common Stock. The Amendment increased the Company’s authorized share capital to 750,000,000,000 shares of common stock (from 110,000,000,000
shares) and changed the par value of the common stock to $0.00001 per share (from $0.0007).
Item
8.01 Other Events
Effective
upon the Amendment, the Company will issue 387,000,000,000 shares of the Company’s common stock to UCG, Inc., a Florida
corporation owned jointly by Gaya Rozensweig and George Baumeohl, the Company’s directors, upon the automatic conversion of
all 3,870,000 outstanding shares of the Company’s Series B Convertible Preferred Stock (the “Series B Preferred Stock”)
issued in April 2020 in connection with the acquisition of RNA, Ltd. From UCG, Inc. The terms of the Series B Preferred Stock
were described in the Company’s Current Report on Form 8-K filed on April 30, 2020.
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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World
Health energy Holdings, Inc.
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By:
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/s/
Giora Rosenzweig
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October
15, 2021
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Interim
Chief Executive Officer
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