0001078782-14-001297.txt : 20140717 0001078782-14-001297.hdr.sgml : 20140717 20140717150536 ACCESSION NUMBER: 0001078782-14-001297 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140712 ITEM INFORMATION: Unregistered Sales of Equity Securities FILED AS OF DATE: 20140717 DATE AS OF CHANGE: 20140717 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENVIRONMENTAL SCIENCE & TECHNOLOGIES, INC. CENTRAL INDEX KEY: 0001552743 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 455529607 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-54758 FILM NUMBER: 14980116 BUSINESS ADDRESS: STREET 1: 4 WILDER DRIVE #7 CITY: PLAISTOW STATE: NH ZIP: 03865 BUSINESS PHONE: 603-382-8481 MAIL ADDRESS: STREET 1: 4 WILDER DRIVE #7 CITY: PLAISTOW STATE: NH ZIP: 03865 FORMER COMPANY: FORMER CONFORMED NAME: APEX 5 INC. DATE OF NAME CHANGE: 20120621 8-K 1 f8k071714_8k.htm FORM 8-K CURRENT REPORT JULY 12, 2014 Converted by EDGARwiz

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 Report): July 12, 2014


Environmental Science and Technologies, Inc.

(Exact name of registrant as specified in charter)


Delaware

 

000-54758

 

45-5529607

(State or other jurisdiction of incorporation or organization)

 

(Commission File No.)

 

(IRS Employee Identification No.)


 

4 Wilder Drive #7

 

 

Plaistow, NH 03865

 

(Address of principal Executive Offices)


 

(603) 378-0809

 

(Issuer telephone number)


 

 

 

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 (see General Instruction A.2. below):


      .Written communications pursuant to Rule 425 under the Securities Act

      .Soliciting material pursuant to Rule 14a-12 under the Exchange Act

      .Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

      .Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act




SECTION 3 – SECURITIES AND TRADING MARKETS


Item 3.02

Unregistered Sales of Equity Securities


On July 12, 2014 the Registrant sold 3,000,000 shares of its common stock for aggregate consideration of $6,000 (a per-share price of $.002). The shares were sold to one accredited investor.


The Registrant believes that the foregoing transaction was exempt from the registration requirements under the Securities Act of 1933, as amended (“the Act”), based on the following facts: there was no general solicitation, there was a limited number of purchasers, each of whom the Registrant believes was an “accredited investor” (within the meaning of Regulation D under the Securities Act of 1933, as amended) and was sophisticated about business and financial matters, and all shares issued were subject to restriction on transfer, so as to take reasonable steps to assure that the purchaser was not an underwriter within the meaning of Section 2(11) under the Act.






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.


Environmental Science and Technologies, Inc.



By: /s/ Michael R. Rosa

Name: Michael R. Rosa

Title: Chief Executive Officer


Dated: July 17, 2014




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