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 10, 2012
3DIcon Corporation
(Exact name of registrant as specified in charter)
| Oklahoma | 333- 143761 | 73-1479206 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 6804 South Canton Avenue, Suite 150 Tulsa, OK | 74136 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (918) 494-0505
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Item 8.01. | Other Events |
Two letters to the shareholders of 3DIcon Corporation (the “Company”) were issued on April 10, 2012 and April 12, 2012. A copy of the letters from the Company’s outgoing Chief Executive Officer, Sidney A. Aroesty, and the Company’s incoming Chief Executive Officer, Mark Willner, are attached herewith as Exhibit 99.1 and Exhibit 99.2, respectively. A copy of the press releases announcing the letters are attached herewith as Exhibit 99.3 and Exhibit 99.4.
| Item 9.01. | Financial Statements and Exhibits |
| (c) | Exhibits |
| Exhibit No. | Description |
| 99.1 | Letter to shareholders from 3DIcon’s Outgoing Chief Executive Officer, Sidney Aroesty |
| 99.2 | Letter to shareholders from 3DIcon’s Incoming Chief Executive Officer, Mark Willner | |
| 99.3 | Press release dated April 10, 2012 | |
| 99.4 | Press release dated April 12, 2012 |
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.
| 3DICON CORPORATION | ||
| Date: April 13, 2012 | By: | /s/ Mark Willner |
| Name: Mark Willner Position: Chief Executive Officer | ||
