Form: 8-K

Current report filing

August 27, 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): August 23, 2012


Mobivity Holdings Corp.

(Exact name of registrant as specified in its charter)


Nevada

000-53851

26-3439095

(State or Other Jurisdiction

(Commission File

(I.R.S. Employer

of Incorporation)

Number)

Identification Number)

 

58 W. Buffalo St. #200

Chandler, AZ 85225

 (Address of principal executive offices) (zip code)


(866)622-4261

 (Registrant’s telephone number, including area code)


CommerceTel Corporation

(Former name or former address, if changed since last report)


Copies to:

Louis A. Brilleman, Esq.

1140 Avenue of the Americas, 9th Floor

New York, New York 10036

Phone: (212) 584-7805

Fax: (646) 380-6899


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))


Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.


On August 23, 2012, the corporate name of CommerceTel Corporation (the “Company”) was officially changed to Mobivity Holdings Corp. following an announcement by the FINRA.  The name change was effectuated by merging the Company’s wholly owned subsidiary into itself without shareholder approval, as permitted by Nevada law.  


The Company’s trading symbol, MFON, will remain unchanged.  Certificates bearing the new corporate name will be issued in exchange for existing certificates as they are submitted for transfer.


Item 9.01 Financial Statements and Exhibits.


(a) Financial statements of business acquired.


Not applicable.


(b) Pro forma financial information.


Not applicable.


(c) Exhibits


1.1

Articles of Merger filed August 6, 2012*


* Previously filed.



SIGNATURES


Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


 

MOBIVITY HOLDINGS CORP.

 

 

 

 

 

August 27, 2012

By:

/s/ Timothy Schatz

 

 

 

Chief Financial Officer