Current Report Filing (8-k)
January 02 2020 - 5:01PM
Edgar (US Regulatory)
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 30, 2019
MICT,
INC.
|
(Exact
name of registrant as specified in its charter)
|
DELAWARE
|
|
001-35850
|
|
27-0016420
|
(State
or other jurisdiction
|
|
(Commission
|
|
(IRS
Employer
|
of
incorporation)
|
|
File
Number)
|
|
Identification
No.)
|
28
West Grand Avenue, Suite 3, Montvale, New Jersey
|
|
07645
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(Address
of principal executive offices)
|
|
(Zip
Code)
|
(201)
225-0190
(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 Instruction A.2. below):
☐
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
☐
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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|
|
☐
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
|
|
Trading
Symbol(s)
|
|
Name
of each exchange on
which registered
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Common
Stock, par value $0.001 per share
|
|
MICT
|
|
The
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
5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On
December 30, 2019, MICT, Inc., a Delaware corporation (the “Company”) filed an Amended Certificate of
Designation of the Preferences, Rights and Limitations with the Secretary of State of Delaware (the “Certificate of
Designation”) to, among other things, remove the prohibition on forced conversions of the Company’s Series
A Preferred Stock, par value $0.001 per share, into shares of common stock in the event the Company’s stockholders fail
to approve a business combination on or prior to December 31, 2019.
The
foregoing description of the Certificate of Designation is not complete and is subject to and qualified in its entirety by reference
to the Certificate of Designation, a copy of which is attached as Exhibit 3.1 to this Current Report on Form 8-K and
is incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits.
(d)
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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MICT,
INC.
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|
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Dated:
January 2, 2020
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By:
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/s/
David Lucatz
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|
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Name:
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David Lucatz
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|
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Title:
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President and Chief Executive Officer
|
2
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