1 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): September 20, 2001 Zaxis International Inc. Delaware 0-15476 68-0080601 (State or other Commission file number IRS Identification Number Jurisdiction of Incorporation) 1890 Georgetown Road, Hudson, OH 44236 (Address of Principal Executive Offices) (zip code) 330-650-0444 (Registrant's telephone number, including area code) 2 Item 5. Other Events The Company announces the retirement of all debt held by Progen Industries Limited of Australia in Zaxis including all notes payable, accrued interest, warrants, options and commissions. The debt was retired in exchange for a combination of cash and restricted common stock. The Company announces the appointment of John Hrobsky to the Board of Directors. Mr. Hrobsky is President and Chief Executive Officer of Zaxis and has held that position with the Company since December of 1999. His appointment to the Board of Directors increases the number of Directors to six. 3 SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Zaxis International Inc. ---------------------------------------- (Registrant) September 20, 2001 BY: S/S John Hrobsky ------------------------------------ John Hrobsky, President & Chief Executive Officer and Acting Chief Financial Officer