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) February 5, 2021

ALPINE 4 LOGO CLEAR B#1A1C3.JPG  

Alpine 4 Technologies Ltd.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

 

Delaware

 

000-55205

 

 46-5482689 

(STATE OR OTHER JURISDICTION
OF INCORPORATION OR
ORGANIZATION)

 

(COMMISSION FILE NO.)

 

(IRS EMPLOYEE
IDENTIFICATION NO.)

 

2525 E Arizona Biltmore Circle, Suite 237

Phoenix, AZ 85016

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

 

480-702-2431

(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 

 

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

N/A

N/A

 

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 x

 

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. x

 

Item 5.03Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. 

 

On February 5, 2021, Alpine 4 Technologies Ltd., a Delaware corporation (the “Company”), filed with the Secretary of State of Delaware a Certificate of Amendment to the Company’s Certificate of Incorporation to change the name of the Company and to increase the number of authorized shares of Class A Common Stock from 125,000,000 to 195,000,000.

 

The change in the Company’s name (the “Name Change”) must be approved by the Financial Industry Regulatory Authority (“FINRA”). An application has been submitted to FINRA relating to the Name Change. Additional information relating to the Name Change and the status of the FINRA approval process will be provided by the Company.

 

The increase in the Company’s authorized Class A Common Stock is not required to be approved by FINRA and took effect on February 5, 2021.

 

Item 9.01Financial Statement and Exhibits. 

 

(d)Exhibits. 

 

Exhibit
Number

 

Description

 

 

 

3.1

  

Certificate of Amendment

 

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.

 

 

Alpine 4 Technologies Ltd.

 

 

 

 

By: 

/s/ Kent B. Wilson

 

 

Kent B. Wilson

 

 

Chief Executive Officer, President
(Principal Executive Officer)

 

 

CERTIFICATE OF AMENDMENT OF

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF

ALPINE 4 TECHNOLOGIES LTD.

 

ALPINE 4 TECHNOLOGIES LTD., a corporation organized and existing under, and by virtue of, the General Corporation Law of the State of Delaware, hereby certifies that:

 

FIRST: The name of the Corporation is Alpine 4 Technologies Ltd. (the “Corporation”).

 

SECOND: The Corporation was originally incorporated under the name “ALPINE 4 INC.,” and the original Certificate of Incorporation was filed with the Secretary of State of the State of Delaware on April 22, 2014.

 

THIRD: The Board of Directors of the Corporation, acting in accordance with the provisions of Sections 141 and 242 of the General Corporation Law of the State of Delaware, adopted resolutions on January 5, 2021, amending the Corporation’s Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”), to replace ARTICLE I with the following language:

 

ARTICLE I:  The name of the corporation is: Alpine 4 Holdings, Inc.

 

FOURTH: The Board of Directors of the Corporation, acting in accordance with the provisions of Sections 141 and 242 of the General Corporation Law of the State of Delaware, adopted resolutions on January 5, 2021, amending the Corporation’s Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”), to replace Section 1 of ARTICLE IV with the following language:

 

Section 1.  Authorized Shares. This Corporation is authorized to issue ONE HUNDRED NINETY-FIVE MILLION (195,000,000) shares of Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”), TEN MILLION (10,000,000) shares of Class B Common Stock, par value $0.0001 per share (the “Class B Common Stock”), FIFTEEN MILLION (15,000,000) shares of Class C Common Stock, par value $0.0001 per share (the “Class C Common Stock,” and together with the Class A Common Stock and the Class B Common Stock, the “Common Stock”), and FIVE MILLION (5,000,000) shares of Preferred Stock, par value $0.0001 per share. The number of authorized shares of any class or classes of stock may be increased or decreased (but not below the number of shares thereof then outstanding) by the affirmative vote of the holders of at least a majority of the voting power of the issued and outstanding shares of Common Stock of the Corporation, voting together as a single class.

 

FIFTH: Also pursuant to a resolution of the Board of Directors, thereafter this Certificate of Amendment was submitted to the stockholders of the Corporation for their approval, and was duly adopted by the stockholders of the Corporation at a meeting of the stockholders on February 5, 2021, in accordance with the provisions of Sections 211 and 242 of the General Corporation Law of the State of Delaware.

 

SIXTH: All other provisions of the Amended and Restated Certificate of Incorporation shall remain in full force and effect.

 

IN WITNESS WHEREOF, ALPINE 4 TECHNOLOGIES LTD. has caused this Certificate of Amendment to be signed by its Chief Executive Officer this 5th day of February, 2021.

 

ALPINE 4 TECHNOLOGIES LTD.

 

 

 

 

By:

/s/ Kent B. Wilson

 

 

Kent B. Wilson

 

 

Chief Executive Officer