UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): January 4, 2016

 

TRUE DRINKS HOLDINGS, INC.

(Exact name of Registrant as specified in its Charter)

 

 




Nevada

001-32420

84-1575085

 

(State or other jurisdiction

of incorporation)

(Commission File No.)

(IRS Employer

Identification No.)

 

 



18552 MacArthur Blvd., Suite 325, Irvine, California 92612

 

(Address of principal executive offices)

 


 

(949) 203-3500

 

(Registrant s Telephone Number)

 


 

Not Applicable

 

(Former name or 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 (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))

 











 


Item 5.03

Amendments to Articles of Incorporation or Bylaws; Changes in Fiscal Year.

 

On January 4, 2016, the True Drinks Holdings, Inc. (the Company ) filed a Certificate of Amendment to the Company s Articles of Incorporation with the Nevada Secretary of State to increase the number of shares of the Company's common stock, par value $0.001 per share, authorized for issuance thereunder from 200.0 million to 300.0 million shares (the  Amendment ). A copy of the Amendment is attached to this Current Report on Form 8-K as Exhibit 3.1. The Company previously disclosed information with respect to the Amendment in the Information Statement on Schedule 14C, filed with the Securities and Exchange Commission on December 8, 2015.


Item 9.01

Financial Statements and Exhibits.


See Exhibit Index.












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.

 






 

 

TRUE DRINKS HOLDINGS, INC.





Date: January 7, 2016

 

By:

 /s/ Daniel Kerker

 

 

 

Daniel Kerker

 

 

 

Chief Financial Officer

 

 

 







EXHIBIT INDEX


Exhibit Number

 

Description

3.1


Certificate of Amendment to the Articles of Incorporation of True Drinks Holdings, Inc., dated December 30, 2015 .





CERTIFICATE OF AMENDMENT

TO

ARTICLES OF INCORPORATION

OF

TRUE DRINKS HOLDINGS, INC.


         True Drinks Holdings, Inc., a Nevada corporation (the " Corporation "), does hereby certify that:


          FIRST : This Certificate of Amendment amends the provisions of the Corporation's Articles of Incorporation (the " Articles of Incorporation ").


          SECOND : The terms and provisions of this Certificate of Amendment have been duly adopted in accordance with Section 78.380 of the Nevada Revised Statutes and shall become effective immediately upon filing this Certificate of Amendment.


          THIRD : The first paragraph of Article III, Section 1 of the Articles of Incorporation is hereby amended in its entirety and replaced with the following:


Authorized Shares of Common Stock. The aggregate number of shares of stock which the corporation shall have authority to issue is 3 00 ,000,000 shares of $0.001 par value Common Stock. The shares of this class of Common Stock shall have unlimited voting rights and shall constitute the sole voting group of the corporation, except to the extent any additional voting group or groups may hereafter be established in accordance with the Nevada Revised Statutes. The shares of this class shall also be entitled to receive the net assets of the corporation upon dissolution.

 

         IN WITNESS WHEREOF, the Corporation has caused this Certificate of Amendment to be signed by its officers thereunto duly authorized this 30 th   day of December , 2015 .


                                     By:

/s/ Daniel Kerker

                                    Name:   Daniel Kerker

                                    Title:     Chief Financial Officer