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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) August 13, 2021

 

Infinity Energy Resources, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   001-17204   20-3126427
(State or other jurisdiction
of incorporation)
 

(Commission

File Number)

  (IRS Employer
Identification No.)

 

11900 College Blvd.

Suite 310

Overland Park, KS 66210

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (913) 948-9512

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of exchange on which registered
   

 

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))

 

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

 

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.

 

Infinity Energy Resources, Inc. (the “Company”) is filing, (i) as Exhibit 3.1 hereto, a copy of its Corrected Certificate of Incorporation, filed with the Secretary of State of Delaware on September 13, 2006, and (ii) as Exhibit 3.2 hereto, a copy of its Certificate of Amendment of Certificate of Incorporation, filed with the Secretary of State of Delaware on November 11, 2015, to collectively supersede and replace the Certificate of Incorporation of the Company which was filed with the Securities and Exchange Commission as Exhibit 3.1 to Amendment No. 2 to Form 10, on April 5, 2012. Unless and until the Certificate of Incorporation, as amended, is further amended, it shall continue in full force and effect as the Company’s Certificate of Incorporation.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
Exhibit 3.1   Corrected Certificate of Incorporation of Infinity Energy Resources, Inc.
Exhibit 3.2   Certificate of Amendment of Certificate of Incorporation of Infinity Energy Resources, Inc.

 

 
 

 

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 13, 2021 Infinity Energy Resources, Inc.
     
  By: /s/ Stanton E. Ross
  Name: Stanton E. Ross
  Title: Chairman, President and Chief Executive Officer

 

 
 

 

 

 

Exhibit 3.1

 

 

 
 

 

 

 
 

 

 

 
 

 

 

 
 

 

 

 
 

 

 

 
 

 

 

 
 

 

 

 
 

 

 

Exhibit 3.2