Current Report Filing (8-k)
December 01 2022 - 9:16AM
Edgar (US Regulatory)
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2022-12-01
2022-12-01
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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):
December 1, 2022
Actelis Networks, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
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52-2160309 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
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(I.R.S. Employer
Identification Number) |
4039 Clipper Court, Fremont, CA 94538
(Address of principal executive offices)
(510) 545-1045
(Registrant’s telephone number, including
area code)
(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
Instructions 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)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading Symbol(s) |
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Name of each exchange on which
registered |
Common Stock, $0.0001 par value per share |
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ASNS |
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Nasdaq Capital Market |
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 7.01 Regulation FD Disclosure.
On December 1, 2022, Actelis Networks, Inc. (the
“Company”) posted to its website an investor presentation that it intends to use in conferences and meetings with investors,
shareholders and analysts. A copy of the presentation is furnished herewith as Exhibit 99.1 and incorporated herein by reference.
The information furnished under this Item 7.01
of this Current Report on Form 8-K,, including Exhibit 99.1 are deemed to be “furnished” and shall not be deemed “filed”
for the purpose of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall such information
and exhibits be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange
Act of 1934, as amended.
This Current Report on Form 8-K and Exhibit 99.1
hereto contain forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are based
on current expectations and are not guarantees of future performance. Further, the forward-looking statements are subject to the limitations
listed in Exhibit 99.1 and in the other reports of the Company filed with the Securities and Exchange Commission, including that actual
events or results may differ materially from those in the forward-looking statements. For a more detailed description of the risks and
uncertainties affecting the Company, reference is made to the Company’s reports filed from time to time with the Securities and
Exchange Commission, including, but not limited to, the risks detailed in the Company’s final prospectus (Registration No. 333-264321),
filed with the Securities and Exchange Commission on May 16, 2022.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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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ACTELIS NETWORKS, INC. |
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Dated: December 1, 2022 |
By: |
/s/ Yoav Efron |
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Name: |
Yoav Efron |
|
Title: |
Chief Financial Officer |
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