0001415889-15-003013.txt : 20150909 0001415889-15-003013.hdr.sgml : 20150909 20150909131616 ACCESSION NUMBER: 0001415889-15-003013 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150903 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150909 DATE AS OF CHANGE: 20150909 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Echo Therapeutics, Inc. CENTRAL INDEX KEY: 0001031927 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 411649949 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35218 FILM NUMBER: 151098508 BUSINESS ADDRESS: STREET 1: 99 WOOD AVENUE SOUTH STREET 2: SUITE 302 CITY: ISELIN STATE: NJ ZIP: 08830 BUSINESS PHONE: 732-549-0919 MAIL ADDRESS: STREET 1: 99 WOOD AVENUE SOUTH STREET 2: SUITE 302 CITY: ISELIN STATE: NJ ZIP: 08830 FORMER COMPANY: FORMER CONFORMED NAME: SONTRA MEDICAL CORP DATE OF NAME CHANGE: 20020702 FORMER COMPANY: FORMER CONFORMED NAME: CHOICETEL COMMUNICATIONS INC/MN/ DATE OF NAME CHANGE: 20020701 FORMER COMPANY: FORMER CONFORMED NAME: SONTRA MEDICAL CORP DATE OF NAME CHANGE: 20020701 8-K 1 ecte8k_sep32015.htm FORM 8-K ecte8k_sep32015.htm


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):  September 3, 2015
 
Echo Therapeutics, Inc.
 (Exact name of Company as specified in its charter)
 
Delaware
 
001-35218
 
41-1649949
(State or other jurisdiction
of Incorporation)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)
         
99 Wood Avenue South., Suite 302
Iselin, NJ
       
08830
(Address of principal executive offices)       (Zip Code)

Company’s telephone number, including area code: (732) 549-0128
 
 (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 Company under any of the following provisions (see General Instruction A.2. below):
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 



 

Item 5.03
Amendments to Articles of Incorporation or Bylaws, Change in Fiscal Year.

On September 3, 2015, Echo Therapeutics, Inc. (the “Company”) filed a Certificate of Increase of Shares Designated as Series F Convertible Preferred Stock (“Certificate of Increase”) with the Secretary of State of the State of Delaware to increase the number of shares designated as its Series F Preferred Stock from 5,000,000 to 6,000,000 shares.  The Certificate of Increase is attached hereto as Exhibit 3.1 and incorporated herein by reference.

Item 9.01
Financial Statements and Exhibits.

Exhibit No.
 
Description
3.1
 
Certificate of Increase of Shares Designated as Series F Convertible Preferred Stock of Echo Therapeutics, Inc.
 
 
 

 

SIGNATURES
 
              Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
                                                                                    
 
ECHO THERAPEUTICS, INC.
 
 
Dated: September 9, 2015
By: /s/ Alan W. Schoenbart                                
 
 Alan W. Schoenbart
 
 
 Chief Financial Officer
 
   

 
 

 

EXHIBIT INDEX

Exhibit No.
 
Description
3.1
 
Certificate of Increase of Shares Designated as Series F Convertible Preferred Stock of Echo Therapeutics, Inc.

EX-3.1 2 ex3-1.htm CERTIFICATE OF INCREASE OF SHARES DESIGNATED AS SERIES F CONVERTIBLE PREFERRED STOCK OF ECHO THERAPEUTICS, INC. ex3-1.htm
Exhibit 3.1
 
CERTIFICATE OF INCREASE
 
OF
 
SHARES DESIGNATED
 
AS
 
SERIES F CONVERTIBLE PREFERRED STOCK
 
OF

ECHO THERAPEUTICS, INC.

(Pursuant to Section 151 of the Delaware General Corporation Law)

*  *  *  *  *
Echo Therapeutics, Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify:

FIRST: That the Certificate of the Designation, Preferences and Rights of Series F Convertible Preferred Stock of Echo Therapeutics, Inc. was filed in the office of the Secretary of State of the State of Delaware on December 22, 2014.

SECOND: The Board of Directors of the Corporation, by the unanimous written consent of its members dated August 28, 2015 filed with the minutes of the Board, duly adopted resolutions authorizing and directing an increase in the number of shares designated as Series F convertible preferred of the Corporation, from 5,000,000 shares to 6,000,000 shares, in accordance with the provisions of Section 151 of the General Corporation Law of the State of Delaware.

IN WITNESS WHEREOF, the Corporation has caused this Certificate to be signed by its duly authorized offer this 28th day of August, 2015.

ECHO THERAPEUTICS, INC.


By  /s/ Alan Schoenbart
Alan Schoenbart,
Chief Financial Officer