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): January 2, 2005
SKYLYNX COMMUNICATIONS, INC.,
(Exact name of registrant as specified in its charter)
Delaware |
0-27635 |
37-1465836 |
(State or other jurisdiction of incorporation or organization) |
(Commission file number) |
(IRS Employer Identification No.) |
500 John Ringling Boulevard, Sarasota, Florida 34242
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (941) 388-2882
N/A
(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:
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Written communications pursuant to Rule 425 under the Securities Act |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
ITEM 3.02 |
UNREGISTERED SALES OF EQUITY SECURITIES |
The following sets forth the information required by Item 701 of Regulation S-B with respect to the unregistered sale of equity securities:
(a) In August 2005, the Company consummated the award of restricted shares of common stock to certain officers, directors and employees of the Company. The restricted stock awards were made in consideration of services to the Company. The following sets forth the name, number of shares and position with the Company of each person who received a restricted stock award:
Stock Bonus Schedule |
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Name |
Number of Shares |
|
Jon Fatula |
400,000 |
|
Ian Justman |
10,000 |
|
Dan Sullivan |
125,000 |
|
Gale Nakai |
20,000 |
|
Linda Hata |
10,000 |
|
Mark Cooley |
50,000 |
|
Bob Weiss |
100,000 |
|
Steve Rogers |
150,000 |
|
Gary Brown |
150,000 |
|
Alfredo Chang |
100,000 |
(b) No underwriter, placement agent, or finder was involved in the transaction.
(c) An aggregate of 1,115,000 shares of common stock were awarded to ten persons who are officers, directors or employees of the Company. The shares were issued for services and were valued at $.065 per share.
(d) We relied on the exemption from registration provided by Sections 4(2) under the Securities Act of 1933 for this transaction. We did not engage in any public advertising or general solicitation in connection with this transaction, and we provided each grantee with access to our reports filed with the Securities and Exchange Commission, our press releases, access to our auditors, and other financial, business, and corporate information. Based on our investigation, we believe that the grantees obtained all information regarding the Company they requested, received answers to all questions it (and its advisors) posed, and otherwise understood the risks of accepting our securities for investment purposes.
(e) Not applicable
(f) Not applicable
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 thereunto duly authorized.
SkyLynx Communications, Inc. |
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Date: August 17, 2005 |
/s/ Gary L. Brown |