- Current report filing (8-K)
February 14 2012 - 12:17PM
Edgar (US Regulatory)
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):
February 7, 2012
Vantage Health
(Exact name of registrant as specified in its
charter)
Nevada
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333-168930
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93-0659770
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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11400 West Olympic Boulevard, Suite 640
Los Angeles, California
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90064
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
(310)
477-5811
___________________________________________________
(Former name or former address, if changed since
last report)
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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 (17CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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SECTION 1 – Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement
The information provided in Item 5.02 concerning the entry into
a material definitive agreement is incorporated by reference in this Item 1.01.
SECTION 5 – Corporate Governance and Management
Item 5.02 Departure of Directors or
Principal Officers; Election of Directors; Appointment of Principal Officers
Effective February 7, 2012, Ms. Lisa Ramakrishnan resigned as our
Chief Executive Officer. She continues to serve as our President, Chairman and as a member of our board of directors. On February
7, 2012, the board of directors appointed Mr. John A. Harris to act as our Chief Executive Officer and as a member of our board
of directors.
John A. Harris
is a business veteran whom has accumulated
over seventeen years of executive experience of organizations marketing health products in Africa. From 2008 to the present, Mr.
Harris serves as the Country Director of DKT South Africa, a company he founded to develop and test an effective new model for
AIDS prevention in South Africa. Mr. Harris has a Bachelors Degree from the University of Florida in Journalism and a Masters Degree
in Communications Management from the Anneberg School for Communication.
There are no family relationships between Mr. Harris and any of
our directors or executive officers.
Aside from the following, Mr. Harris has not had any material direct
or indirect interest in any of our transactions or proposed transactions over the last two years.
On February 11, 2012, we entered into a two year Employment Services
Agreement with a company controlled by Mr. Harris. Under the agreement, we agreed to compensate Mr. Harris a salary of $96,000
annually and we agreed to issue him 1,000,000 shares of our common stock. Mr. Harris is eligible to receive an additional 500,000
shares of our common stock in the event our stock price on January 31, 2014 is recorded at $0.50 or higher or 300,000 shares of
our common stock in the event our stock price on January 31, 2014 is recorded at less than $0.50. Mr. Harris is also eligible to
receive 10% of our net profits derived solely from our African operations. He is also entitled to vacation and sick days, and other
benefits included in the agreement.
A copy of the Employment Services Agreement is attached hereto as
Exhibit 10.1, and is incorporated herein by reference. The foregoing description of the Employment Services Agreement is qualified
in its entirety by reference to the full text thereto.
SECTION 8 – Other Events
Item 8.01 Other Events
On February 7, 2012 we issued a press release concerning the appointment
of Mr. Harris. The press release is attached hereto as Exhibit 99.1.
SECTION 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
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.
Vantage Health
/s/ Lisa Ramikrishnan
Lisa Ramakrishnan
President
Date: February 13, 2012
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