Current Report Filing (8-k)
November 19 2019 - 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): November 19, 2019
MY SIZE, INC.
(Exact name of registrant as specified in
its charter)
Delaware
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001-37370
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51-0394637
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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3 Arava St., pob 1026,
Airport City, Israel 7010000
(Address of principal executive offices
and Zip Code)
Registrant’s telephone number, including
area code +972-3-600-9030
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
(see General Instruction A.2. below):
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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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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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
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Trading Symbol(s)
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Name of each exchange on
which registered
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Common Stock, $0.001 par value per share
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MYSZ
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Nasdaq Capital Market
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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 3.01 Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing or Notice of Delisting.
As previously reported
by My Size, Inc. (the “Company”), on October 1, 2019, a Nasdaq Hearings Panel (the “Panel”) granted the
Company’s request to continue the listing of the Company’s common stock on the Nasdaq Capital Market (“Nasdaq”),
subject to the Company’s satisfaction of certain conditions including, among other things, compliance with the minimum $1.00
bid price requirement (the “Bid Price Rule”) by no later than January 20, 2020. In order to satisfy the Bid Price Rule
and to make the Company’s common stock more attractive to certain institutional investors and thereby strengthen the Company’s
investor base, the Company implemented a 1-for-15 reverse stock split of its outstanding common shares. The reverse stock split
was effective for Nasdaq marketplace purposes at the open of business on November 19, 2019.
Also on November 19,
2019, the Company received formal notice from Nasdaq that the Company’s non-compliance with the minimum $2.5 million stockholders’
equity requirement, as set forth in Nasdaq Listing Rule 5550(b)(1) (the “Stockholders’ Equity Rule”), as of September
30, 2019, could serve as an additional basis for delisting. In accordance with the Nasdaq Listing Rules, the Company has been granted
the opportunity and plans to timely present its plan to regain compliance with the Stockholders’ Equity Rule for the Panel’s
consideration.
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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MY SIZE, INC.
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Date: November 19, 2019
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By:
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/s/ Ronen Luzon
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Name:
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Ronen Luzon
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Title:
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Chief Executive Officer
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2
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