UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended November 30, 2008
[ ] 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: 000-49817
GENOSYS, INC.
(Exact Name of Registrant as specified in its Charter)
| |
Utah | 87-0671592 |
(State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) |
280 W. Riverpark Drive, Provo, UT 84604
(Address of Principal Executive Offices)
Registrant’s Telephone Number, including area code: (801) 623-4751
Securities Registered pursuant to Section 12(b) of the Act: None
Securities Registered pursuant to Section 12(g) of the Act:
Common Stock, par value $0.001 per share
(Title of Class)
Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [ ] No [ X ]
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes [ ] No [X]
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 [ X ] 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 IV of this Form 10-K or any amendment to this Form 10-K. [ ]
1
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company:
| |
| |
Large accelerated filer [ ] | Accelerated filed [ ] |
Non-accelerated filer [ ] | Smaller reporting company [X] |
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes [ ] No [ X ].
Aggregate Market Value of Non-Voting Common Stock Held by Non-Affiliates
State the aggregate market value of the voting and non-voting common stock held by non-affiliates computed by reference to the price at which the common stock was last sold, or the average bid and asked price of such common stock, as of the last business day of the Registrant’s most recently completed second quarter.
The market value of the voting and non-voting common stock presently held by non-affiliates is $2,847,024, based on 14,984,336 shares held by non-affiliates. These shares were valued at the last trade of the Registrant’s common stock on the OTCBB on March 12, 2009, of $0.19 per share.
Applicable Only to Registrants Involved in Bankruptcy Proceedings During the Preceding Five Years
Not applicable.
Outstanding Shares
As of March 12, 2009, the Registrant had 47,666,774 shares of common stock outstanding.
Documents Incorporated by Reference
See Part IV, Item 15.
Explanatory Note:
This Annual Report is being amended to correct our 302 certifications only.
2
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized.
GeNOsys, Inc.
Date: 4/13/2009 By/s/John W. R. Miller
John W. R. Miller, Jr., Director
and Chief Executive Officer
Date: 4/13/2009 By/s/Brett A. Blake
Brett A. Blake
President
Date: 4/13/2009 By/s/Keith L. Merrell
Keith L. Merrell
Chief Financial Officer and
Treasurer
Date: 4/13/2009 By/s/Clark M. Mower
Clark M. Mower, Director and
Chairman of the Board
Date: 4/13/2009 By/s/John P. Livingstone
John P. Livingstone
Director
Date: 4/13/2009 By/s/Stephen D. Minton, M.D.
Stephen D. Minton, M.D., Director
and Chief Medical Officer
3