UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported):
(Exact name of Registrant as Specified in its Charter)
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices, including zip code)
Registrant’s
telephone number, including area code:
(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:
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)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||
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. ☐
Item 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On May 2, 2023, SKYX Platforms Corp. (the “Company”) filed with the Division of Corporations of the Florida Department of State Articles of Amendment to the Articles of Incorporation of the Company (the “Articles of Amendment”) to cancel, withdraw and terminate the designation of 20,000,000 shares of the Company’s authorized preferred stock as “Series A Convertible Preferred Stock.” No shares of Series A Convertible Preferred Stock were issued and outstanding as of May 2, 2023. The Articles of Amendment were effective immediately upon filing. All shares of preferred stock previously designated as Series A Convertible Preferred Stock returned to the status of authorized but undesignated shares of preferred stock, no par value, of the Company.
The foregoing description of the Articles of Amendment is qualified in its entirety by reference to the Articles of Amendment, a copy of which is filed as Exhibit 3.1 hereto and incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits. |
Exhibit Number | Description | |
3.1 | Articles of Amendment to the Articles of Incorporation of the Company (effective May 2, 2023). | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
SKYX PLATFORMS CORP. | ||
Date: May 5, 2023 | By: | /s/ John P. Campi |
Name: | John P. Campi | |
Title: | Chief Executive Officer |
Exhibit 3.1
ARTICLES OF AMENDMENT TO
ARTICLES OF INCORPORATION
OF
SKYX PLATFORMS CORP.
SKYX Platforms Corp., a Florida Corporation (the “Corporation”), acting pursuant to the provisions of Section 607.1006 of the Florida Business Corporation Act, does hereby adopt the following Articles of Amendment to its Articles of Incorporation, as amended (the “Articles”).
FIRST: The name of the Corporation is SKYX Platforms Corp.
SECOND: Pursuant to the authority of the Board of Directors of the Corporation set forth in the Articles and Section 607.0602 of the Florida Business Corporation Act, the Corporation is authorized to issue 20,000,000 shares of preferred stock, no par value, all of which were previously designated by the Board of Directors as “Series A Convertible Preferred Stock.”
THIRD: There are no shares of Series A Convertible Preferred Stock issued or outstanding.
FOURTH: Pursuant to the authority of the Board of Directors of the Corporation set forth in the Articles and Sections 607.0602 and 607.1002 of the Florida Business Corporation Act, the Board of Directors of the Corporation, by resolutions duly adopted on April 25, 2023 and without the need for shareholder approval, approved the amendment of the Articles to delete all provisions thereof pertaining to the authorization of, and to cancel, withdraw and terminate the designation of, the “Series A Convertible Preferred Stock,” consisting of 20,000,000 shares of the Corporation’s authorized but unissued preferred stock. Following such amendment, all 20,000,000 authorized shares of the Corporation’s preferred stock shall have the status of authorized and unissued shares of preferred stock, undesignated as to series or class.
FIFTH: These Articles of Amendment are to be effective immediately upon filing.
IN WITNESS WHEREOF, the undersigned duly authorized officer of the Corporation has executed these Articles of Amendment as of this 2nd day of May, 2023.
SKYX PLATFORMS CORP. | ||
By: | /s/ John P. Campi | |
Name: | John P. Campi | |
Title: | Chief Executive Officer |
Cover |
May 02, 2023 |
---|---|
Cover [Abstract] | |
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | May 02, 2023 |
Current Fiscal Year End Date | --12-31 |
Entity File Number | 001-41276 |
Entity Registrant Name | SKYX PLATFORMS CORP. |
Entity Central Index Key | 0001598981 |
Entity Tax Identification Number | 46-3645414 |
Entity Incorporation, State or Country Code | FL |
Entity Address, Address Line One | 2855 W. McNab Road |
Entity Address, City or Town | Pompano Beach |
Entity Address, State or Province | FL |
Entity Address, Postal Zip Code | 33069 |
City Area Code | (855) |
Local Phone Number | 759-7584 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Common Stock, no par value per share |
Trading Symbol | SKYX |
Security Exchange Name | NASDAQ |
Entity Emerging Growth Company | false |
Entity Information, Former Legal or Registered Name | Not Applicable |
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