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) March 14, 2006 -------------- OBN HOLDINGS, INCORPORATED ---------------------------- (Exact name of registrant as specified in its charter) NEVADA 000-51021 81-0592921 - ---------------------------- ----------------- -------------------- (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification Number) 8275 South Eastern Avenue, Suite 200, Las Vegas, NV 89123 -------------------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code (702) 435-0544 --------------- ITEM 3.02 UNREGISTERED SALES OF EQUITY SECURITIES In January 2006, the Company's board of directors approved to allow its executives to convert their accrued salaries, less $50,000 each, to shares of common stock at a conversion rate of $1.00 per share or the current market price, which ever is greater. On March 14, 2006, Roger Neal Smith, Chief Executive Officer, converted $150,000 of his accrued salary into the Company's common stock at a price of $1.00 per share. On March 14, 2006, Larry Taylor, Chief Financial Officer, converted $50,000 of his accrued salary into the Company's common stock at a price of $1.00 per share. 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. OBN HOLDINGS, INCORPORATED Date: March 17, 2006 --------------------- By: /s/ Roger Neal Smith -------------------------- Roger Neal Smith Chief Executive Officer, President and Director