Current Report Filing (8-k)
15 4월 2021 - 5:48AM
Edgar (US Regulatory)
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)
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April 8, 2021
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Elvictor Group, Inc.
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(Exact name of registrant as specified in its
charter)
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Nevada
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333-225239
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82-3296328
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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30 Wall Street (8th Floor), New York, NY 10005
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(Address of principal executive offices)
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Registrant’s telephone number, including area code
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646-491-6601
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N/A
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(Former name or former address, if changed since
last report.)
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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))
Section 3- Securities and Trading Markets
Item 3.03 Material Modification to Rights
of Security Holders
On April 8, 2021, the Board of Directors (the
“Board”) of Elvictor Group, Inc. (the “Company”) resolved to authorize the issuance of a total of 395,220,000
shares of restricted common stock of the Company to Mr. Konstantinos Galanakis and Mr. Stavros Galanakis (collectively, the “Preferred
Holders”) collectively pursuant to a Settlement Agreement and Release (the “Settlement Agreement”) as described
via a Current Report on Form 8-K filed on July 14, 2020. Pursuant to that Settlement Agreement, the holders of the Series A Preferred
Stock shall cancel all shares of Series A Preferred in exchange for 95% of the common stock held as an aggregate of the holdings
of the founding shareholders plus the shares to be issued to the Preferred Holders upon the occurrence of one of the “triggering
events” as described therein, one of which being the passage of 9 months from the date of execution. As of the date of the
Board Resolution on April 8, 2021, more than 9 months have passed since the signing of the Settlement Agreement, which occurred
on July 7, 2020. The Settlement Agreement was further conditioned upon the execution of a non-compete agreement between the Company
and the Preferred Holders preventing them from competing in crew and ship management. Such non-compete agreement was ratified by
the disinterested members of the Board on April 8, 2021 and entered into on the same date.
Section 5 – Corporate Governance and
Management
Item 5.02 Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On April 8, 2021, the Company received the
resignation of Theofylaktos Petros Oikonomou from his respective position as Chief Financial Officer for the Company. Pursuant
to that, and on April 8, 2021, the Board for the Company formally accepted the above resignation. A copy of this filing has
been furnished to Mr. Oikonomou who has provided no written correspondence in response to the filing. There are no disputes or
disagreements between the officer and the Company.
Further, pursuant to the consent of a majority
of the voting interests of the Company, on April 8, 2021, the Board formally accepted the consent of a majority of the voting interests
of the Company and formally removed Mr. Panagiotis Tolis from his position as Director of the Company, effective on that date.
There are no disputes or disagreements between the officer and the Company.
The Board of Directors has not determined candidates
for appointments for the vacancies.
SIGNATURE
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.
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Elvictor Group, Inc.
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(Registrant)
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Date:
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April 14, 2021
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By:
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/s/ Konstantinos Galanakis
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Name:
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Konstantinos Galanakis
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Title:
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Chief Executive Officer
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Elvictor (PK) (USOTC:ELVG)
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