Filed Pursuant to Rule 424(b)(3)
Registration No. 333-135640
AUXILIO, INC.
2,132,076 Shares of Common Stock
This Prospectus Supplement supplements and amends the prospectus dated April 27, 2010 with respect to the resale of 2,132,076 shares of our common stock, or the Prospectus. We are supplementing the Prospectus to provide the following information:
1. On April 4, 2011, we filed a Current Report on Form 8-K announcing the issuance of warrant to purchase 300,000 shares of our Common Stock to Joseph Flynn, our Chief Executive Officer and President.
The information attached to this Prospectus Supplement modifies and supersedes, in part, the information in the Prospectus. Any information that is modified or superseded in the Prospectus shall not be deemed to constitute a part of the Prospectus, except as modified or superseded by this Prospectus Supplement.
This Prospectus Supplement is not complete without, and may not be delivered or utilized except in connection with, the Prospectus, including all amendments and supplements thereto.
THE SECURITIES OFFERED IN THE PROSPECTUS INVOLVE A HIGH DEGREE OF RISK. SEE "RISK FACTORS" BEGINNING ON PAGE 2 OF THE PROSPECTUS TO READ ABOUT FACTORS YOU SHOULD CONSIDER BEFORE BUYING SHARES OF OUR COMMON STOCK.
NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR DETERMINED WHETHER THE PROSPECTUS OR THIS PROSPECTUS SUPPLEMENT IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
The date of this Prospectus Supplement is April 4, 2011
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): April 1, 2011
AUXILIO, INC.
(Exact name of registrant as specified in its charter)
Nevada
(State or other jurisdiction of incorporation)
000-27507 | 88-0350448 |
(Commission File Number) | (I.R.S. Employer Identification No.) |
26300 La Alameda, Suite 100
Mission Viejo, California 92691
(Address of principal executive offices)
(949) 614-0700
(Registrant’s telephone number, including area code)
N/A
(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:
¨ 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))
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 1, 2011, Auxilio, Inc. (the “Company”) issued a warrant to purchase 300,000 shares of the Company’s Common Stock (the “Warrant”) to Joseph Flynn, the Company’s Chief Executive Officer and President. The Warrant expires on March 31, 2016 and has a per share exercise price of $0.94, which represents the closing price of the Company’s Common Stock on the Over-the-Counter Bulletin Board on April 1, 2011. The Warrant will vest as follows: (a) 100,000 of the Warrant Shares shall vest on March 31, 2012; (b) 100,000 of the Warrant Shares shall vest on March 31, 2013; and (c) 100,000 of the Warrant Shares shall best on March 31, 2014. The foregoing description of the Warrant is qualified in its entirety by reference to the Warrant, a copy of which is attached hereto as Exhibit 10.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
Description |
10.1 | Common Stock Warrant dated April 1, 2011, issued to Joseph Flynn. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AUXILIO, INC. | ||
Date: April 4, 2011 | By: | /s/ Paul T. Anthony |
Name: | Paul T. Anthony | |
Title: | Chief Financial Officer | |
EXHIBIT INDEX
Exhibit
Number Description
10.1 | Common Stock Warrant dated April 1, 2011, issued to Joseph Flynn. |