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:  August 7, 2018

 

ALTITUDE INTERNATIONAL, INC

 (Exact name of Registrant as specified in its Charter)

 

TITAN COMPUTER SERVICES, INC

(Former name of Registrant)

 

New York

000-55639

13-3778988

(State or Other Jurisdiction of

(Commission File Number)

(I.R.S. Employer Identification No.)

Incorporation)

 

 

 

515 E. Las Olas Boulevard, Suite 120, Fort Lauderdale, FL  33301

(Address of Principal Executive Offices)

 

(954) 256-5120

(Registrant’s Telephone Number, including area code)

 

Copy to:

 

Brunson Chandler & Jones, PLLC

175 South Main Street, Suite 1410

Salt Lake City, Utah 84111

(801)303-5721

 

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 (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14-a-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 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 8.01 Other Events.

 

As previously reported, on June 4, 2018, the Registrant’s Articles of Incorporation were amended to change the name of the Registrant to “Altitude International, Inc.” as approved by the Registrant’s shareholders and board of directors earlier this year. The purpose of the name change will help further our brand identity and will reflect the major focus of our business operations, the manufacturing and distribution of products in the athletic training industry, specifically altitude training.

 

Effective as of August 7, 2018, Financial Industry Regulatory Authority (“FINRA”) has effectuated the name change in its system and the Company’s common stock will now be quoted under the symbol “ALTD.”

 

  ITEM 9.01 Financial Statements and Exhibits.

 

 (d) Exhibits

 

Exhibit No.

 

Description

 

 

 

3.1

 

Certificate of Amendment to the Articles of Incorporation filed on June 4, 2018

   

 

 

 

 

 

 

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:  August 7, 2018

 

 

ALTITUDE INTERNATIONAL, INC.

 

 

 

By:  /s/ David Vincent                                           

Name:  David Vincent

Title:   CEO and Director

 

 

 

 

 

Exhibit 3.1

 

STATE OF NEW YORK

 

DEPARTMENT OF STATE

 

 

 

 

I hereby certify that the annexed copy has been compared with the original document in the custody of the Secretary of State and that the same is a true copy of said original.

 

 

 

WITNESS my hand and official seal of the Department of State, at the City of Albany, on June 26, 2018.

 

 

 

Brendan Fitzgerald

Executive Deputy Secretary of State

 

 

 

 

Rev. 09116

 

 

 

 

 

 

Division of Corporations,

State Records and

Uniform Commercial Code

New York State

Department of State

DIVISION OF CORPORATIONS,

STATE RECORDS AND

UNIFORM COMMERCIAL CODE

One Commerce Plaza

99 Washington Ave.

Albany, NY 12231-0001

www.dos.ny.gov

 

CERTIFICATE OF AMENDMENT

OF THE

CERTIFICATE OF INCORPORATION

OF

 

 

Titan Computer Services, Inc.


(Insert the Current Name of Domestic Corporation)

 

Under Section 805 of the Business Corporation Law

 

 

FIRST: The current name of the corporation is:

Titan Computer Services, Inc.


 

If the name of the corporation has been previously changed, the name under which it was

originally formed is:

 


 

SECOND: The date of filing of the certificate of incorporation with the Department of State is:

July 13, 1994


 

THIRD: The amendment effected by this certificate of amendment is as follows:

The subject matter and full text of each amended paragraph must be stated.

FOR EXAMPLE, a certificate of amendment changing the name of the corporation would read as follows:

Paragraph FIRST of the Certificate of Incorporation relating to the name of the corporation is amended to read in its entirety as follows:

FIRST, The name of the corporation is (….new name….)

Paragraph  FIRST      of the Certificate of Incorporation relating to

the name of the corporation


 


is amended to read in its entirety as follows:

 

The name of the Corporation is "Altitude International, Inc."

 

 

 


 

 

 

 

 

 

Paragraph                                 of the Certificate of Incorporation relating to

 


 

 


 

is amended to read in its entirety as follows:

 

 

 

 

 

 

 

 

 


 

FOURTH: The certification of amendment was authorized by: (Check the appropriate box)

☒ The vote of the board of directors followed by a vote of a majority of all outstanding shares entitled to vote thereon at a meeting of shareholders.

☐ The vote of the board of directors followed by the unanimous written consent of the holders of all outstanding shares.

 

 

David Vincent                            

(Name of Signer)

 

 

President & CEO                       

(Title of Signer)