UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-K/A
(Amendment No.1)
(Mark One)
 
☒   ANNUAL REPORT PURSUANT TO SECTION 13 OR SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended: December 31, 2016
 
OR
 
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from          to             
 
Commission File Number: 333-191426
 
SIGMABROADBAND CO.
(Exact name of registrant as specified in its charter)
 
 
GEORGIA
4899  
46-1289228
 
(State or other jurisdiction of organization)
(Primary Standard Industrial Classification Code)
(Tax Identification Number)
2690 Cobb Parkway Suite A5-284
Smyrna, Georgia 30080
Tel: (800) 545-0010
(Address and telephone number of registrant's executive office)
2690 Cobb Parkway Suite A5-284
Smyrna, Georgia 30080
Tel: (800) 545-0010
(Name, address and telephone number of agent for service)
 
Securities Registered Pursuant to Section 12(b) of the Act: None Securities registered under Section 12(g) of the Exchange Act: TITLE OF EACH CLASS:
 
Preferred Stock, No Par Value Per Share Common Stock, Par Value $0.0001 Per Share
 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☑
 
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☑
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☐ No ☑
 
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ☑
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b- 2 of the Exchange Act. (Check one):
 
Large accelerated filer ☐                           Accelerated filer ☐
 
Non-accelerated filer ☐                             Smaller reporting company ☒
(Do not check if a smaller reporting company)
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☒ No ☐
 
State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, as of the last business day of the registrant’s most recently completed second fiscal quarter: $1,286,280 based on 21,438,000 non-affiliates shares of common stock as of June 30, 2016.
 
On December 31, 2016 there were 24,724,000 shares of the registrant’s Common Stock issued and outstanding and held by approximately 39 shareholders, two of which are deemed affiliates within the meaning of Rule 12b-2 under the Exchange Act.
 
The number of shares outstanding of each of the issuer’s classes of common equity, as of May 5, 2017 was 24,724,000.
 

 
 
 
EXPLANATORY NOTE
 
 
The purpose of this amendment on Form 10-K/A to SigmaBroadband, Co.’s Annual Report on Form 10-K for the period ended December 31, 2016, filed with the Securities and Exchange Commission on May 5, 2017 is solely to furnish Exhibit 101 to the Form 10-K in accordance with Rule 405 of Regulation S-T.
 
No other changes have been made to the Form 10-K. This Amendment No. 1 to the Form 10-K speaks as of the original filing date of the Form 10-K, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-K.
 
 
 
 
 
 
 
 
 
 
 
 
 
Item 15. Exhibits
 
(a) Exhibits
 
The following exhibits are filed with this report on Form 10-K:
 
Exhibit No.
Description 
 
3.1
Articles of Incorporation, as currently in effect*
3.2
Bylaws as currently in effect*
4.1
Specimen common stock certificate*
31.1
302 Certifications – (filed herewith)**
32.1
906 Certifications – (filed herewith)**
31.2
32.2
302 Certifications – (filed herewith)**
906 Certifications – (filed herewith)**
 
* Previously filed with the SEC as exhibits on the registrant’s Form S-1 Registration Statement as declared effective December 13, 2013.
 
* * Previously filed with the SEC as exhibits on the registrant’s Form 10-K Registration Statement as declared effective May 5, 2017.
 
 
 
 
 
 
 
SIGNATURES
 
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on the 5th day of May 2017.
 
 
 
SIGMABROADBAND CO.
 
 
 
 
 
May 5, 2017
By:  
/s/  Jeffery A. Brown
 
 
 
Jeffery A. Brown  
 
 
 
President, Secretary, Principal Executive Officer, and Director
 
 
 
 
 
 
May 5, 2017
By:  
/s/  Timothy D. Valley
 
 
 
Timothy D. Valley  
 
 
 
Chief Financial Officer and Principal Accounting Officer 
 
 
 
 
 
 
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