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):
June 24th, 2020
 
SEEDO CORP.
(Exact name of registrant as specified in its charter)
 
Delaware
333-208814
47-2847446
(State of incorporation)
(Commission File Number)
(IRS Employer No.)
 
 HaCarmel 2
Yokneam, Israel 20692
(Address of principal executive offices and Zip Code)
 
+972 546 642 228
(Registrant's telephone number, including area code)
 
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 5.02 – DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS.
 
On June 24th, 2020, the Shareholders of Seedo Corp. appointed Mr. David Grossman as Director and CEO, Dr. Gil Feiler as Executive Chairman, and David Freidenberg as Director. On the same date, Zohar Levy, previous Director, resigned.
 
David Grossman, 45, has been Partner at Hava - Cannabis Ba'arava Ltd. since 2017; Director at Gefen Biomed Investments Ltd. (TASE: GEFEN); Chairmand and Board Member of Biomedico Hadarim Ltd. (TASE: BIMC); Board Member at Beyond Air Inc. (NASDAQ: XAIR); Chairman of the Board and Chief Executive Officer at D-Pharm Ltd. (TASE: DPRM); past External Director at Cellect Biotechnology Ltd. (NASDAQ: APOP); Chairman of Algomizer Ltd. (TASE: ALMO); CEO at XTL Biopharmaceuticals Ltd. (NASDAQ: XTLB). Mr. Grossman received a BA in Business Administration with a focus on information technology from the Interdisciplinary Center Herzliya in 2000.
 
Dr. Gil Feiler, 60, serves as the Director Bank of Georgia (LSE: BGEO), Partner at Forest Investment House ($1 Billion AUM). Dr. Feiler serves as Head of Scientific Advisory Board of Cannabics Inc. (OTC: CNBX). He has served as a Board Member of Advanced Vision Technology (VSJ), the Board of Habenleumi Bank Mutual Fund Division (Dikla); advisor for the Government of Ras al-Khemah, United Arab Emirates. Dr. Feiler has published extensively on business opportunities and is a frequent speaker in world events including the World Economic Forum at Davos. Dr. Feiler holds a PhD in Middle East Economics from Tel Aviv University (1989), and is a graduate of the International Management Program of the Technion (2002). 
 
David Freidenberg, 43, has extensive experience in the telecommunications and information technology (IT) industries including Vice President of Sales & Business Development at Trigyn Technologies, an IT services provider with $130 million in annual revenue. Past posts include CEO and Director of POMM Inc.; CEO and Director of Chip Pc; COO of Nidam Communication as well as a Director and manager for Hot cable TV, and Bezeq (Israeli National telephone company).  David received both his BA in Economics (2003) and MBA in finance and accounting (2007) from Hebrew University.
 
Item 9.01  
Exhibits 
 
   (d) Exhibits.
 
 
 
 
       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.
 
Date: June 24th, 2020
 
 
SEEDO CORP.
 
S/ David Grossman
By:  David Grossman, Director, CEO
 
Exhibit 10.1

RESIGNATION by
The Director, CEO
of
SEEDO CORP.

The following is a true copy of the Director, and Chief Executive Officer’s Resignation from the Corporation, held this 24th day of June, 2020;
 
WHEREAS the undersigned was appointed as Director and Chief Executive Officer of the Corporation and has served in said capacity to date, he has determined at this time to formally RESIGN and renounce all further corporate designation or affiliation with SEEDO CORP.

At present, there are no other Board or Executive Officers. I shall remain interim Director and Chief Executive Officer until the very next Shareholder’s Meeting, at which time the Shareholders shall choose the new officers of the Company. Upon the new Board’s election, this Resignation shall become immediately effective, and my Resignation shall take effect, and shall serve to sever any and all official ties, duties, obligations or liabilities regarding SEEDO CORP.

DATED: 24th June, 2020

           
____________________
Zohar Levy, Dir., CEO
SEEDO CORP.

Exhibit 10.2

 RESOLUTION OF THE SHAREHOLDERS

OF

SEEDO CORP.

The following is a true copy of the resolution duly adopted by the Majority of the Shareholders of the Corporation at a special meeting, notice to this meeting having been waived, held this 24th day of June, 2020;

WHEREAS there has been presented to and considered by this meeting a Motion to elect new Directors and Board Members of the Company;

NOW THEREFORE BE IT RESOLVED that the majority of shareholders having considered this matter, and having opened the floor to all those who voice a preference in the issue, have overwhelmingly decided and RESOLVED that we have elected:

DAVID GROSSMAN as Director, and Chief Executive Officer;
DR. GIL FEILER as Director, and Chairman of the Board;
DAVID FREIDENBERG, as Board Member

The Above qualified people, having been nominated, have Accepted their positions.

Said Motion is hereby passed and the corporate books, records and the Company shall file this Resolution in the corporate records.

Dated: 24th June, 2020

           
____________________
Zohar Levy, on behalf of the majority Shareholders