Current Report Filing (8-k)
05 April 2019 - 2:25AM
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):
March
19, 2019
Global Digital Solutions, Inc.
(Exact
name of registrant as specified in its charter)
New Jersey
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000-26361
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22-3392051
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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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777 South Flagler Drive, Suite 800, West Tower, West Palm Beach, FL
33401
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(Address
of principal executive offices)
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(561) 515-6163
Registrant's
telephone number, including area code
(Former
name or former 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:
☐
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
8.01 Other Events.
Dismissal of Suit Against Global Digital Solutions,
Inc.
Pursuant
to Section 12(j) of the Securities Exchange Act of 1934, the
Securities Exchange Commission instituted proceedings against GDSI
on December 26, 2017. Section 12(j) authorizes the Commission to
suspend or revoke the registration of a security if it finds that
the issuer has violated any provision of the Exchange Act or any
related rules or regulations. The order instituting proceedings
(“OIP”) alleged that GDSI had violated Section 13(a) of
the Exchange Act, which requires issuers, pursuant to Section 12,
to file periodic reports. According to the OIP, GDSI had filed no
periodic report since September 30, 2015, when it filed a Form 10-Q
report.
The
Division of Enforcement, on February 15, 2018, filed a motion
seeking revocation of the registration of each class of
GDSI’s securities. Claiming the existence of issues of
material fact, GDSI opposed the motion, and, after oral argument,
was ordered to file a supplemental affidavit. On the basis of
supplemental evidence submitted by GDSI, the Division then stayed
this proceeding and certain others. On August 22, 2018, it issued
an order allowing expiration of the stay along with an opportunity
for a new hearing before a law judge. The Division filed a motion
to dismiss on September 17, 2018, after the proceeding was assigned
to a new judge.
The
Division supported its motion by stating that GDSI had become
current on the filings alleged to have been delinquent. Citing
Lucia v. SEC
, 138 S. Ct
2044 (2018), it stated, “the proceeding will, in effect, be
starting over with GDSI having cured the delinquencies alleged in
the OIP.” Maintaining that it was prudent under the
circumstances for the Commission to dismiss this matter, the
Division asserted that it would “carefully monitor GDSI to
ensure its compliance” with future requirements.
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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Global
Digital Solutions, Inc.
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Dated:
April 4, 2019
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By:
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/s/
William
Delgado
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William
Delgado
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Chief Executive
Officer
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