TO SECTION 13 or 15(d) OF THE



Date of report (Date of earliest event reported): November 9, 2018


Rennova Health, Inc.

(Exact Name of Registrant as Specified in Its Charter)



(State or Other Jurisdiction of Incorporation)


001-35141   68-0370244
(Commission File Number)   (I.R.S. Employer Identification No.)


400 S. Australian Avenue, Suite 800, West Palm Beach,
(Address of Principal Executive Offices)   (Zip Code)


(561) 855-1626
(Registrant’s Telephone Number, Including Area Code)



(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))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company [  ]


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]






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


On November 9, 2018, Rennova Health, Inc. (the “Company”) announced that the effective time of the 1-for-500 reverse split of its common stock has been moved to 5:00 p.m., Eastern time, on November 12, 2018. The change was made following a recommendation made by FINRA due to Monday, November 12, being a Federal holiday.


As a result of the reverse stock split, every 500 shares of the Company’s pre-reverse split common stock will be combined and reclassified into one share of the Company’s common stock. Proportionate voting rights and other rights of common stockholders will not be affected by the reverse stock split, other than as a result of the cash payment for any fractional shares that would have otherwise been issued. Stockholders who would otherwise hold a fractional share of common stock will receive a cash payment in respect of such fraction of a share of common stock. No fractional shares will be issued in connection with the reverse stock split.


The reverse stock split will become effective at 5:00 p.m., Eastern Time, on November 12, 2018 and the Company’s common stock will trade on a post-split basis at the open of business on November 13, 2018. The par value and other terms of the common stock will not be affected by the reverse stock split. The authorized capital of the Company of 10,000,000,000 shares of common stock and 5,000,000 shares of preferred stock, also will not be affected by the reverse split.


All outstanding preferred shares, stock options, warrants, and equity incentive plans immediately prior to the reverse stock split will generally be appropriately adjusted by dividing the number of shares of common stock into which the preferred shares, stock options, warrants and equity incentive plans of the common stock are exercisable or convertible by 500 and multiplying the exercise or conversion price by 500, as a result of the reverse stock split.


The Company’s transfer agent, Computershare Inc., is acting as exchange agent for the reverse stock split and will send instructions to stockholders of record regarding the exchange of certificates for common stock.


Item 9.01. Financial Statements and Exhibits.


(d) Exhibits


Exhibit No.   Exhibit Description
99.1   Press Release dated November 9, 2018






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: November 9, 2018 RENNOVA HEALTH, INC.
  By: /s/ Seamus Lagan
    Seamus Lagan
    Chief Executive Officer
    (principal executive officer)






Exhibit No.   Exhibit Description
99.1   Press Release dated November 9, 2018