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): | February 2, 2012 |
| Net Element, Inc. |
| (Exact name of registrant as specified in its charter) |
| Delaware | 000-51108 | 20-0715816 | ||
|
(State or other jurisdiction of incorporation) |
(Commission (File Number) |
(I.R.S. Employer Identification No.) |
| 1450 S. Miami Avenue, Miami, FL | 33130 | |
| (Address of principal executive offices) | (Zip Code) |
| Registrant's telephone number, including area code: | (305) 507-8808 |
| Not Applicable |
|
Former name or former address, if changed since last report
|
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:
£Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
£Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
£Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
£Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
On February 2, 2012, Net Element, Inc. (the "Company") entered into a Subscription Agreement with one of its directors, Felix Vulis, pursuant to which Mr. Vulis purchased from the Company for $100,000: (i) 666,667 shares of common stock of the Company; (ii) a three-year warrant to purchase up to an additional 666,667 shares of common stock of the Company with an exercise price of $0.25 per share; (iii) a three-year warrant to purchase up to an additional 666,667 shares of common stock of the Company with an exercise price of $0.50 per share; and (iv) a three-year warrant to purchase up to an additional 666,666 shares of common stock of the Company with an exercise price of $1.00 per share.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 10.1 | Subscription Agreement dated February 2, 2012 between Net Element, Inc. and Felix Vulis | |
| 10.2 | Form of Warrant, dated February 2, 2012, with an exercise price of $0.25 per share, issued to Felix Vulis | |
| 10.3 | Form of Warrant, dated February 2, 2012, with an exercise price of $0.50 per share, issued to Felix Vulis | |
| 10.4 | Form of Warrant, dated February 2, 2012, with an exercise price of $1.00 per share, issued to Felix Vulis |
| 2 |
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.
| NET ELEMENT, INC. | ||
| Date: February 6, 2012 | By: /s/ Jonathan New | |
| Name: Jonathan New | ||
| Title: Chief Financial Officer |
| 3 |
EXHIBIT INDEX
| Exhibit No. | Description | |
| 10.1 | Subscription Agreement dated February 2, 2012 between Net Element, Inc. and Felix Vulis | |
| 10.2 | Form of Warrant, dated February 2, 2012, with an exercise price of $0.25 per share, issued to Felix Vulis | |
| 10.3 | Form of Warrant, dated February 2, 2012, with an exercise price of $0.50 per share, issued to Felix Vulis | |
| 10.4 | Form of Warrant, dated February 2, 2012, with an exercise price of $1.00 per share, issued to Felix Vulis |