UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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): November 19, 2009
Sparta
Commercial Services, Inc.
(Exact
name of Registrant as specified in its charter)
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Nevada
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30-0298178
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(State
of Incorporation)
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(Commission
File No.)
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(IRS
Employer Identification
No.)
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462
Seventh Avenue, 20th
Floor
New
York, NY 10018
(Address
of principal executive offices)
Registrant’s
telephone number: (212)
239-2666
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the obligation of the Registrant under and of the following
provisions:
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-12(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
5.03 Amendments to Articles of Incorporation or Bylaws: Change in Fiscal
Year.
On
November 13, 2009, Registrant filed with the Secretary of State of Nevada a
Certificate of Designations of Preferences, Rights and Limitations of Series C
Convertible Preferred Stock
The
Company authorized a new series of 200,000 shares of preferred stock as Series C
Convertible Preferred Stock, each share having a par value of $0.001 per share.
The Series C Preferred Stock shall, upon liquidation, winding-up or
dissolution, rank: (a) senior to the Corporation’s common stock, par value
$0.001 per share (“Common Stock”) and any other class or series of Preferred
Stock of the Corporation which by their terms are junior to the Series C
Preferred Stock (collectively, together with any warrants, rights, calls or
options exercisable for or convertible into such Preferred Stock, the “Junior
Shares”); (b.) junior to all existing and future indebtedness of the
Corporation; and (c.)junior to the Corporation’s Series A and Series
B Preferred Stock. The Series C Preferred Stock is not entitled to receive any
dividends, has a liquidation value of $10.00 per share, redeemable at the
Company’s option at $10.00 per share, and is convertible at the option of the
holder into shares of common stock as follows: The number of such shares of
Common Stock to be received for each share of Series C Preferred Stock so
converted shall be determined by (A) dividing the number of shares of Series C
Preferred Stock to be converted by the weighted average closing price per share
of the Corporation’s Common Stock for the ten (10) trading days immediately
preceding the date on which the Corporation agrees to issue shares of Series C
Preferred Stock to such Holder multiplied by (B) the Series C Liquidation
Value.
Item
9.01. Financial Statements and Exhibits.
(a)
Financial Statements of Businesses Acquired - None
(b)
Pro Forma Financial Information - None
(c)
Shell Company Transactions - None
(d)
Exhibits: - 5.03 (i) Certificate of Designations of Preferences, Rights and
Limitations of Series C Convertible Preferred Stock
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.
Dated:
November 19, 2009
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SPARTA
COMMERCIAL SERVICES, INC.
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By:
/s/ A.L.
Havens
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Name:
Anthony L. Havens
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Title:
Chief Executive Officer
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