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): July 17, 2008
 
SEAFARER EXPLORATION CORP.
(Exact name of registrant as specified in its charter)

Delaware
 
000-29461
 
73-1556428
(State or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(IRS Employer Identification Number)
 
Kyle Kennedy
Chief Executive Officer
100 2 nd Avenue South, Suite 104N
St. Petersburg, FL 33701
 
(727) 820-1014

(Registrant’s telephone number, including area code)
 
Organetix, Inc.
(Former name or former address, if changed since last report)

Copies to:
Gregory Sichenzia, Esq.
Jonathan R. Shechter, Esq.
Sichenzia Ross Friedman Ference LLP
61 Broadway, 32 nd Floor
New York, New York 10006
Phone: (212) 930-9700
Fax: (212) 930-9725

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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



1


Item 5.03 Amendment to Articles of Incorporation or Bylaws.

On July 17, 2008, Organetix, Inc. (the “Company”) filed a Certificate of Ownership to merge Seafarer Exploration Corp., a wholly-owned subsidiary of the Company into the Company with the Secretary of State of the State of Delaware.  Pursuant to the Certificate of Ownership, the Company’s Articles of Incorporation were amended to change its name from Organetix, Inc. to Seafarer Exploration Corp.

In addition, effective July 18, 2008, the Company’s quotation symbol on the Over-the-Counter Bulletin Board was changed from “OGTX” to “SFRX”.  A copy of the Certificate of Ownership changing the Company’s name to Seafarer Exploration Corp. is attached hereto as Exhibit 3.1.

 
Item 8.01 Other Events

On July 23, 2008, the Company issued a press release with respect to the events described in Item 5.03.


Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number
Description



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.
 
 
  SEAFARER EXPLORATION CORP.  
       
Date: July 23, 2008
By:
/s/   Kyle Kennedy  
    Name: Kyle Kennedy   
    Title: Chief Executive Officer   
       

 
 
 
2


EXHIBIT 3.1
 
CERTIFICATE OF OWNERSHIP
 
OF
 
ORGANETIX, INC.
(a Delaware corporation)
 
AND
 
SEAFARER EXPLORATION CORP.
(a Delaware corporation)
 
 
UNDER SECTION 253 OF THE GENERAL CORPORATION LAW
 
OF THE STATE OF DELAWARE
 
The undersigned corporations organized and existing under and by virtue of the General Corporation Law of the State of Delaware,
 
DO HEREBY CERTIFY:
 
FIRST:                That the name and state of incorporation of each of the constituent corporations of the merger are as follows:
 
NAME
STATE OF INCORPORATION
   
Organetix, Inc.   
Delaware
   
Seafarer Exploration Corp.   
Delaware
 
SECOND:           That 100% of the outstanding stock of Seafarer Exploration Corp. is owned by Organetix, Inc.
 
THIRD:               That the name of the surviving corporation of the merger is Organetix, Inc., which will continue its existence as said surviving corporation under the name Seafarer Exploration Corp.
 
FOURTH:           That the Certificate of Incorporation of Organetix, Inc., a Delaware corporation, the surviving corporation, shall be the Certificate of Incorporation of the surviving corporation, except that article FIRST relating to the name shall be struck and shall be substituted in lieu therefor the following article:
 
“FIRST:  The name of the corporation is Seafarer Exploration Corp.”
 
FOURTH:           That the members of the Board of Directors of Organetix, Inc. unanimously adopted the following resolution by written consent on the 8 th day of July, 2008:
 
RESOLVED, that the Company's wholly-owned subsidiary, Seafarer Exploration Corp., be merged with and into the Company, and that upon the filing of the appropriate certificate of Merger with the Secretary of State of the State of Delaware, the Company's name shall be changed to Seafarer Exploration Corp.
 
FIFTH:                This merger shall be effective on July 9, 2008.
 
 
 
* * * * *
 
 
 
1

 
 
IN WITNESS WHEREOF, the undersigned have executed this Certificate this 8 th day of July, 2008.
 
 
  ORGANETIX, INC.  
       
 
By:
/s/  Kyle Kennedy  
    Name: Kyle Kennedy   
    Title: Chief Executive Officer  
       
 
  SEAFARER EXPLORATION CORP.  
       
 
By:
/s/  Kyle Kennedy  
    Name: Kyle Kennedy   
    Title: Chief Executive Officer   
       
 
 
 
 
 
 
 
 
 
 
 
2


EXHIBIT 99.1
 
 
Organetix Announces Completion of Name Change and Confirms New OTCBB Trading Symbol is "SFRX"
 

 
New York, N.Y.  (07/23/08)  --  Organetix, Inc. (OTCBB:  OGTX) has today announced that it has officially changed its name to Seafarer Exploration Corp. and has received its new trading symbol (OTCBB:  SFRX). The Company commenced its trading under the new symbol "SFRX" at the opening of business Friday, July 18, 2008.  
 
About Organetix, Inc.

On June 5, 2008, Organetix completed the acquisition of Florida based Seafarer Exploration, Inc. ("Seafarer"). The Company has announced it will change its name to Seafarer Exploration Corp. and request a symbol change to better reflect the new direction of the business.

About Seafarer Exploration, Inc.

Seafarer Exploration, Inc. ("Seafarer") is engaged in the exploration and potential salvaging of a shipwreck off the east coast of Florida. The shipwreck is in an area that is in close proximity to Florida's historic Treasure Coast. The Company has acquired a 47 foot boat and necessary equipment to begin the exploration process.

Disclaimer

This press release may include certain statements that are not descriptions of historical facts, but are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements may include the description of our plans and objectives for future operations, assumptions underlying such plans and objectives, statements regarding benefits of the proposed acquisition and other forward-looking terminology such as "may," "expects," "believes," "anticipates," "intends," "projects" or similar terms, variations of such terms or the negative of such terms. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. Such information is based upon various assumptions made by, and expectations of, our management that were reasonable when made but may prove to be incorrect. All of such assumptions are inherently subject to significant economic and competitive uncertainties and contingencies beyond our control and upon assumptions with respect to the future business decisions which are subject to change. Accordingly, there can be no assurance that actual results will meet expectations and actual results may vary (perhaps materially) from certain of the results anticipated herein.
MULTIMEDIA AVAILABLE: http://www.businesswire.com/cgi-bin/mmg.cgi?eid=5722362

Contact:

Kyle Kennedy, CEO
727-820-1014
ir@seafarerexplorationcorp.com


Source:  Seafarer Exploration Corp.