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 26, 2009
Optex
Systems Holdings, Inc.
(EXACT
NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
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Delaware
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(STATE
OR OTHER JURISDICTION OF INCORPORATION OR ORGANIZATION)
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(COMMISSION
FILE NO.)
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(IRS
EMPLOYEE IDENTIFICATION NO.)
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340 Haven
Avenue, #2N
New York,
NY 10033
(ADDRESS
OF PRINCIPAL EXECUTIVE OFFICES)
(201) 344-8467
(ISSUER
TELEPHONE NUMBER)
Sustut Exploration,
Inc.
(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 (see
General Instruction A.2. below):
[ ]
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
5.03 Amendments
to Articles of Incorporation or Bylaws; Change in Fiscal
Year
On
March 26, 2009, our shareholders and directors authorized us to file an
Amendment to our Certificate of Incorporation with the State of Delaware (the
“Amendment”) in order to: (i) change our name to Optex Systems Holdings, Inc.;
(ii) designate 5,000 shares of preferred stock; (iii) provide further
explanation of the powers of the directors and stockholders of the corporation;
and (iv) certain other provisions.
Additionally,
on March 26, 2009, we authorized the designation of 1,027 shares of our
preferred stock to be designated as Series A Convertible Preferred Stock
pursuant to the rights and designations described in the Certificate of
Designation for Series A Convertible Preferred Stock (the “Certificate of
Designation”).
A copy of
the Amendment to the Certificate of Incorporation is attached hereto as Exhibit
3.1. And, a copy of the Certificate of Designation is attached hereto
as Exhibit 3.2.
Item
8.0 Other
Events
On March
12, 2009, the Board of Directors of Optex Systems Holdings,
Inc. (formerly, Sustut Exploration, Inc.) (the “Company”) approved a 1-2.5
forward stock split (the “Forward Split”) of the Company’s issued and
outstanding common stock with a record date of March 12, 2009. The Forward Split
is only for the Company’s issued and outstanding shares and not its authorized
shares. The Forward Split was payable on March 13, 2009. The Company had
17,999,995 shares outstanding prior to the split and, as a result of the Forward
Split, the Company will have 44,999,991 shares outstanding following the
split.
Item
9.01 Financial
Statement and Exhibits.
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(a)
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Financial
Statements of Business Acquired.
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Not
applicable.
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(b)
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Pro
Forma Financial Information.
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Not
applicable.
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(c)
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Exhibits.
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3.1
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Certificate
of Amendment to Certificate of Incorporation
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3.2
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Certificate
of Designation
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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.
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Sustut
Exploration, Inc.
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By:
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/s/
Andrey Oks
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Andrey
Oks
President
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Dated:
March 26, 2009