form8-k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT FOR ISSUERS SUBJECT TO THE
1934
ACT REPORTING REQUIREMENTS
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934.
Date
of
Event: November 29, 2007
NEXIA
HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Nevada
(State
or
other jurisdiction of incorporation or organization)
|
033-22128D
(Commission
File Number)
|
84-1062062
(IRS
Employer Identification Number)
|
59
West 100 South, Suite 200, Salt Lake City, Utah 84101
(Address
of principal executive offices)
(801)
575-8073
(Registrant's
telephone number, including area code)
Item
3.03 Material Modifications to Rights of Security
Holders
The
information set forth in Item 5.03 is incorporated herein by
reference.
Item
5.03 Amendment to Articles of Incorporation or Bylaws; Change in Fiscal
Year
On
November 29, 2007, Nexia Holdings, Inc., a Nevada corporation (the “Company”)
Board of Director’s authorized the Company to effect a reverse split of the
Company’s Common Stock, par value $0.0001 at a ratio of up to one for one
hundred and reduce the number of authorized shares of Common Stock to Five
Hundred Million (500,000,000). On November 29, 2007, the Company’s
Board of Directors approved the implementation of a reverse stock split at
a
ratio of one-for-one hundred and the stated reduction in the number of
authorized shares of Common Stock.
On
November 30, 2007 the Company will submit a Certificate of Change Pursuant
to
NRS §78.209 with the Nevada Secretary of State to effect the reverse stock split
and reduce the number of authorized shares of Common Stock to 500,000,000,
reduced from 50 Billion.
On
December 13, 2007, the reverse stock split shall become effective. At
that time, each one hundred (100) outstanding shares of Common Stock of the
Company will be combined into and automatically become one (1) outstanding
shares of Common Stock of the Company. The reverse stock split is
expected to reduce the number of outstanding shares of the Company’s Common
Stock from approximately 14,587,323,144 shares to approximately 145,873,500
shares. No fractional shares will be issued in connection with
the reverse stock split, all fractional shares that would have resulted from
the
reverse split shall be rounded up to the next whole share.
ITEM
9.01 Financial Statements and Exhibits
The
following exhibits are included as part of this report:
| Exhibit
No. |
Page
No.
|
Description |
NONE
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.
Dated
this 29th day
of November, 2007.
Nexia
Holdings, Inc.
/s/ Richard
Surber .
Richard
Surber, President