Optigenex Inc. - Current report filing (8-K)
23 May 2008 - 8:10PM
Edgar (US Regulatory)
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): May 23, 2008.
OPTIGENEX
INC.
(Exact
Name of Registrant as Specified in Charter)
Delaware
|
000-51248
|
20-1678933
|
(State
or other jurisdiction of
incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
1170
Valley Brook Avenue, 2
nd
Floor, Suite B, Lyndhurst, NJ 07071
|
(Address
of principal executive offices)
|
Registrant’s
telephone number, including area code:
|
(201)
355-2098
|
(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 (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
240.14-12)
□
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 13-e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
In
this
Form 8-K, unless otherwise indicated or the context otherwise requires, all
references to “we”, “our”, “us”, “our company”, the “Company”, “Optigenex”, or
the “Registrant” refer to Optigenex Inc., a Delaware Corporation.
Item
5.01
|
Changes
in Control of Registrant
|
On
May
23, 2008, the Company issued 5,000,000 shares of Series A Super Preferred Stock
(“Preferred Shares”) to Daniel Zwiren the Company’s President, Chief Executive
Officer and sole Director for services rendered. The 5,000,000 Preferred Shares
represent 100% of the Company’s authorized preferred shares.
The
Preferred Shares have been designated to (i) carry voting rights per share
equal
to 20 times the number of votes as each share of common stock, (ii) carry no
dividends, (iii) carry no liquidation preference, (iv) carry no conversion
rights, and (v) not be subject to reverse stock splits and other changes to
the
common stock capital of the Company.
As
a
result of the fact that the 5,000,000 Preferred Shares issued to Mr. Zwiren
carry voting rights equal to 20 times the number of votes as each share of
common stock, Mr. Zwiren now has voting control equal to 100,000,000 shares
of
common stock.
Item
9.01
|
Financial
Statements and Exhibits.
|
(a)
|
Financial
Statements of Businesses Acquired.
|
None.
(b)
|
Pro
Forma Financial Information.
|
None.
(c)
|
Shell
Company Transactions.
|
None.
None
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
|
|
|
|
OPTIGENEX,
INC.
|
|
|
|
Date: May
23, 2008
|
By:
|
/s/ Daniel
Zwiren
|
|
Daniel
Zwiren
|
|
Chief
Executive Officer
|
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