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): ~~September~~January 614, ~~2018~~2019

Texas South Energy, Inc.

(Exact name of registrant as specified in its charter)

Nevada		333-171064		99-0362471
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

4550 Post Oak Place Dr., Suite 300

Houston, TX 77027

(Address of principal executive offices and Zip Code)

Registrant'’s telephone number, including area code: (713) 820-6300

N/A

(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 CFR240.14d-2(b))

☐¨ Soliciting material pursuant to Rule 14a-12 under Exchange Act (17 CFR240.14a-12)

☐¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR240.14d-2(b))

☐¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 3.02 Unregistered Sales of Equity Securities.

During ~~August~~October 2018, the Company ~~sold~~issued 24250,~~333,350~~000 shares of common stock to ~~certain~~a ~~accredited~~consultant ~~investors~~ for anservices ~~aggregate~~rendered ~~total~~valued ofat $~~486,667~~0.02 per share.

During November 2018, the Company sold 500,000 shares of common stock to two accredited investors for an aggregate total of $10,000.

During January 2019, the Company issued derivative securities allowing two affiliates to convert up to $460,000 of indebtedness into 23 million shares of common stock at a conversion price of $0.02 per share.

During January 2019, the Company issued 750,000 shares of common stock to an employee valued at $0.02 per share.

The issuances of these securities did not involve the payment of any sales commissions and were exempt pursuant to Section 4(a)(2) of the Securities Act of 1933.

~~Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.~~1

At the Company’s 2018 annual meeting, the Company’s stockholders approved an amended and restated articles of incorporation as described in Item 5.07 below, a copy of which is attached hereto as Exhibit 3.1 and incorporated herein.SIGNATURES

~~Item~~Pursuant ~~5.07~~to ~~Submission~~the requirements of ~~Matters~~the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to abe ~~Vote~~signed ofon ~~Security~~its ~~Holders~~behalf by the undersigned hereunto duly authorized.

OnDate: ~~September~~January 614, ~~2018, the Company held its annual meeting of stockholders. Set forth below are the final voting results for each of the six proposals submitted to a vote of the stockholders.~~2019

~~Proposal~~TEXAS ~~One. To~~SOUTH ~~Elect Directors~~ENERGY, INC. ~~Each~~ ofBy: ~~the~~/s/ ~~two~~Michael ~~nominees~~J. ~~listed~~Mayell ~~below~~Michael ~~was~~J. ~~elected a director of the Company to hold office until the next annual meeting of the stockholders and until his successor has been duly elected and qualified~~Mayell, ~~based~~Chief ~~upon~~Executive ~~the following votes:~~Officer

Nominee	Number of Shares Voted For		Number of Shares Voted Against		Number of Shares Abstaining
Michael J. Mayell		522,529,910		500		-0-
John B. Connally III		522,519,910		500		10,000

Proposal Two. To Adopt the Company’s 2018 Omnibus Incentive Plan. The Company’s stockholders approved and adopted the Company’s 2018 Omnibus Incentive Plan, attached hereto as Exhibit 10.1 which is incorporated herein, by the following votes:

Number of Shares Voted For				Number of Shares Voted Against				Number of Shares Abstaining
	521,553,833				25,720				950,857

Proposal Three. To Ratify of Appointment of Independent Registered Accounting Firm. The Company’s stockholders ratified the appointment of LBB & Associates, Ltd., LLP as the Company’s independent registered public accounting firm for 2018, by the following votes:

Number of Shares Voted For				Number of Shares Voted Against				Number of Shares Abstaining
	560,855,619				32,345				135,706

Proposal Four. To Approve the Amended and Restated Articles of Incorporation. The Company’s stockholders approved the Amended and Restated Articles of Incorporation, as disclosed in the Company’s 2018 proxy statement and attached hereto as Exhibit 3.1 and incorporated herein, by the following votes:

Number of Shares Voted For				Number of Shares Voted Against				Number of Shares Abstaining
	522,521,910				32,345				135,706

Proposal Five. To consider and adopt an amendment to our articles of incorporation to eliminate the applicability of Nevada Revised Statutes provisions 78.411 to 78.444, inclusive, Combinations with Interested Stockholders. The Company’s stockholders approved the amendment to the Company’s articles of incorporation to eliminate the applicability of Nevada Revised Statutes provisions 78.411 to 78.444, inclusive, Combinations with Interested Stockholders, by the following votes:

Number of Shares Voted For				Number of Shares Voted Against				Number of Shares Abstaining
	522,526,910				5,500				3,000

Proposal Six. To Increase the Number of Authorized Shares of Common Stock from 1,350,000,000 to 1,500,000,000. The Company’s stockholders approved the amendment to the Company’s articles of incorporation increasing the authorized shares of common stock from 1,350,000,000 to 1,500,000,000, by the following votes:

Number of Shares Voted For				Number of Shares Voted Against				Number of Shares Abstaining
	557,972,904				5,500				3,000

Item 9.01 Financial Statements and Exhibits.

(d)	Exhibits.	The following exhibits are furnished as part of this current report on Form 8-K:
	3.1	Form of Amended and Restated Articles of Incorporation of Texas South Energy, Inc. (filed herewith)
	10.1	Texas South Energy, Inc.’s 2018 Omnibus Incentive Plan (filed herewith)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: September 11, 2018

TEXAS SOUTH ENERGY, INC. By: /s/ Michael J. Mayell Michael J. Mayell, Chief Executive Officer

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