UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): April 7, 2020
Exobox Technologies Corp.
(Exact name of Registrant as specified in its charter)
| Nevada | 000-51689 | 88-0456274 | ||
| (State or other jurisdiction of | (Commission File Number) | (IRS employer | ||
| incorporation or organization) | identification no.) |
| 3445 Lawrence Ave | ||
| Oceanside, New York | 11572 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: 646 768 8417
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| None |
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))
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 5.01 Changes in Control of Registrant.
On March 27, 2020, as a result of a custodianship in Clark County, Nevada, Case Number: A-20-810738-B, Custodian Ventures LLC (“Custodian”) was appointed custodian of Exobox Technologies Corp. (the “Company”).
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 27, 2020, Custodian appointed David Lazar as the Company’s Chief Executive Officer, President, Secretary, Chief Financial Officer, Chief Executive Officer and Chairman of the Board of Directors.
David Lazar, 29, has been CEO and Chairman of the Company since May 16, 2018. David Lazar is a private investor. Mr. Lazar has been a partner at Zenith Partners International since 2013, where he specializes in research and development, sales and marketing. From 2014 through 2015, David was the Chief Executive Officer of Dico, Inc., which was then sold to Peekay Boutiques. Since February of 2018, Mr. Lazar has been the managing member of Custodian Ventures LLC, where he specializes in assisting distressed public companies. Since March 2018, David has acted as the managing member of Activist Investing LLC, which specializes in active investing in distressed public companies. David has a diverse knowledge of financial, legal and operations management; public company management, accounting, audit preparation, due diligence reviews and SEC regulations.
Section 8 - Other Events
Item 8.01. Other Events.
The Registrant’s current contact information is listed below:
Address: 3445 Lawrence Ave, Oceanside, New York, 11572
Phone number: 646-768-8417
Email: David@Activistinvestingllc.com
The Registrant’s President, Secretary, Chief Financial Officer, Chief Executive Officer and Chairman of the Board of Directors is David Lazar, who may be reached at the Registrant’s address above.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 99.1 | Notice of Entry of Order in the State of Nevada, dated March 27, 2020. |
1
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 thereunto duly authorized.
| Exobox Technologies Corp | ||
| Dated: April 7, 2020 | By: | /s/ David Lazar |
| David Lazar | ||
| Chief Executive Officer | ||
2
EXHIBIT INDEX
| Exhibit No. | Document Description | |
| 99.1 | Notice of Entry of Order in the State of Nevada, dated March 27, 2020. |
3
Exhibit 99.1
A-20-810738-B
DISTRICT COURT
CLARK COUNTY, NEVADA
| NRS Chapters 78-89 | COURT MINUTES | March 27, 2020 |
| A-20-810738-B | Custodian Ventures, LLC, Plaintiff(s) |
| vs. | |
| Exobox Technologies Corp. [Nevada Entity No. C30664-1999], Defendant(s) |
| March 27, 2020 | 3:00 AM | Motion for Appointment of Custodian |
| HEARD BY: Gonzalez, Elizabeth | COURTROOM: Chambers |
COURT CLERK: Dulce Romea
| PARTIES PRESENT: | None. Minute order only – no hearing held. |
JOURNAL ENTRIES
- Upon review of the papers and pleadings on file in this Matter, as proper service has been provided, this Court notes no opposition has been filed. Accordingly, pursuant to EDCR 2.20(e) the Petition is deemed unopposed. Therefore, good cause appearing, COURT ORDERED, motion is GRANTED IN PART. Movant is permitted to appoint new officers and directors, send the notice of a special meeting to all shareholders of record noticing a meeting on at least 10 days’ notice and to pay back fees owed to the State of Nevada. Moving Counsel is to prepare and submit an order within ten (10) days and distribute a filed copy to all parties involved in this matter and the transfer agent. COURT FURTHER ORDERED, matter SET for status check on the report in 6 weeks on the chambers calendar, and reports to be filed monthly.
| 5-8-20 | CHAMBERS | STATUS CHECK: CUSTODIAN’S REPORT |
CLERK’S NOTE: A copy of this minute order was distributed via electronic mail. / dr 3-30-20
| PRINT DATE: 03/30/2020 | Page 1 of 1 | Minutes Date: March 27, 2020 |