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) January 12, 2017

 

Retractable Technologies, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

 

Registrant’s telephone number, including area code (972) 294-1010

 

None

(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):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 1.01                                           Entry into a Material Definitive Agreement.

 

On January 12, 2017, Retractable Technologies, Inc. (the “Company”) issued and sold to Thomas J. Shaw, its founder, President, Chief Executive Officer, and majority shareholder, two million shares of Common Stock of the Company (the “Shares”) at a purchase price of $0.89 per share, for aggregate consideration of $1.78 million.  The Shares were sold pursuant to the terms of the Purchase Agreement attached hereto as Exhibit 10.1, which is incorporated herein by reference.  The Shares have not been registered under the Securities Act of 1933, as amended.  The Company intends to rely on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506(b) thereunder for the issuance of securities to Mr. Shaw.  The foregoing summary of the terms of the Purchase Agreement does not purport to be complete and is qualified in its entirety by the Purchase Agreement attached hereto as Exhibit 10.1.

 

Item 3.02                                           Unregistered Sales of Equity Securities.

 

The information provided in Item 1.01 is hereby incorporated by reference to this Item 3.02.

 

Item 9.01                                           Financial Statements and Exhibits.

 

(d)  Exhibits

 

10.1                        Purchase Agreement dated as of January 12, 2017, by and between Retractable Technologies, Inc. and Thomas J. Shaw

 

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.

 

 

DATE: January 13, 2017		RETRACTABLE TECHNOLOGIES, INC.
		(Registrant)
	BY:	/s/ DOUGLAS W. COWAN
		DOUGLAS W. COWAN
		VICE PRESIDENT, CHIEF FINANCIAL OFFICER, AND CHIEF ACCOUNTING OFFICER

 

2