UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM
CURRENT REPORT
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Item 3.02. Unregistered Sales of Equity Securities
Partial Conversion of Convertible Note
On May 15, 2023, the Frank T Perone Trust, holder of the Company’s Convertible Promissory Note, partially converted $101,000 of the Note’s principal and $82,710 of accrued interest into 18,371,000 shares of the Company’s common stock in accordance with the Note’s convertible provision.
18,371,000 common shares issued
$0.01 value per share totaling $183,710 consideration
May 15, 2023 issue date
Issued under Rule 144 exemption as restricted shares
Conversion provision of Note is at $0.01 per common share per $1.00 of converted note and accrued interest.
Balance of Note principal after conversion $1,000,000
Balance of accrued interest after conversion at date of conversion, $0.00
Item 9.01. Exhibits
(d) Exhibits
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
*Filed herewith
+Includes management contacts and compensation plans and arrangements
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.
| Dated: May 17, 2023 | By: | /s/ Harold E. Hutchins |
| Harold E. Hutchins | ||
| Chief Financial Officer | ||
| (principal financial and accounting officer) |