Form: 8-K

Current report filing

June 6, 2012

 

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): June 5, 2012

 

AETHLON MEDICAL, INC.

(Exact name of registrant as specified in its charter)

         

Nevada

(State or other jurisdiction

of incorporation)

 

000-21846

(Commission File Number)

 

13-3632859

(IRS Employer

Identification Number)

 

     

8910 University Center Lane, Suite 660

San Diego, California

(Address of principal executive offices)

 

92122

(Zip Code)

 

 

Registrant’s telephone number, including area code: (858) 459-7800

 

Not applicable

(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 240.14a-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))

 

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FORWARD LOOKING STATEMENTS

 

This Form 8-K and other reports filed by Registrant from time to time with the Securities and Exchange Commission (collectively the "Filings") contain or may contain forward looking statements and information that are based upon beliefs of, and information currently available to, Registrant's management as well as estimates and assumptions made by Registrant's management. When used in the Filings the words "anticipate, "believe", "estimate", "expect", "future", "intend", "plan" or the negative of these terms and similar expressions as they relate to Registrant or Registrant's management identify forward looking statements. Such statements reflect the current view of Registrant with respect to future events and are subject to risks, uncertainties, assumptions and other factors relating to Registrant's industry, Registrant's operations and results of operations and any businesses that may be acquired by Registrant. Should one or more of these risks or uncertainties materialize, or should the underlying assumptions prove incorrect, actual results may differ significantly from those anticipated, believed, estimated, expected, intended or planned.

 

Although Registrant believes that the expectations reflected in the forward looking statements are reasonable, Registrant cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, Registrant does not intend to update any of the forward-looking statements to conform these statements to actual results.

 

ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL YEAR

 

On June 5, 2012, the Registrant filed a Certificate of Amendment to Articles of Incorporation (the "Amendment") with the Secretary of the State of Nevada. The Amendment serves to increase the authorized shares of the Registrant’s common stock from 250 million shares to 500 million shares. No other changes were made to the Registrant's Certificate of Incorporation by the Amendment.

 

The Amendment was approved by the stockholders of the Registrant on June 4, 2012. A copy of the Amendment is attached hereto as Exhibit 3.1(i).

 

 

ITEM 9.01 EXHIBITS AND FINANCIAL STATEMENTS

 

Exhibit 3.1(i) Certificate of Amendment to Articles of Incorporation

 

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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.

 

 

         AETHLON MEDICAL, INC.
         
       

 

By: /s/ James A. Joyce

        James A. Joyce
    Dated: June 6, 2012   Chief Executive Officer

 

 

 

 

 

 

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