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): June 21, 1999 CAPITA RESEARCH GROUP, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Nevada 1-14025 88-072350 - --------------- ----------- ---------------- (State or other (Commission (I.R.S. Employer jurisdiction of File Number) Identification No.) incorporation) 591 Skippack Pike Blue Bell, Pennsylvania 19422 - ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (215) 619-7777 ------------------ (Not Applicable) ------------------------------------------------------------ Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events - ------- ------------ On June 21, 1999, the Board of Directors of the Registrant authorized the sale of 3,350,273 shares of the Registrant's common stock to its officers and directors, at the then current market price of $ 0.25 per share. The Registrant subsequently issued those shares against payment received in the form of interest bearing non-recourse notes in an aggregate amount of $837,568.25. The Registrant is a development stage company, and accordingly, compensates its management at below-market levels. The Board of Directors believes that giving management an equity participation in the Registrant will ultimately compensate management for services rendered, and furthermore, will benefit all shareholders by providing the Registrant's officers and directors with an incentive for their continued service. SIGNATURE --------- 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. CAPITA RESEARCH GROUP, INC. By /s/ David B. Hunter --------------------------- Name: David B. Hunter Title: President and Chief Executive Officer Dated: September 20, 1999