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): August 16, 2023
StHealth Capital Investment Corporation
(Exact name of Registrant as Specified in Its Charter)
Maryland (State or Other Jurisdiction | 814-01137 (Commission | 47-1709055 (IRS Employer |
5050 Quorum Drive, Suite 700 #9629 Dallas, TX 75254 |
Registrant’s telephone number, including area code: (212) 601-2769
(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 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) | Name of each exchange on which registered |
| Common Stock, par value $0.001 per share | N/A | Not registered on any exchange at this time |
| Preferred Stock, par value $0.001 per share | N/A | Not registered on any exchange at this time |
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 8.01. Other Events
By resolution on August 16, 2023, the Board resolved to consent to an Order of the Securities and Exchange Commission (“SEC”) pursuant to Section 12(j) of the Securities Exchange Act of 1934 (“Exchange Act”) that revokes the registration of each class of StHealth Capital Investment Corporation securities registered pursuant to Exchange Act Section 12. The revocation will become effective 90 days after the SEC enters the order.
For reasons disclosed in the Company’s October 26, 2022, Form 8-K, the Company has been unable to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13, which has resulted in the Commission’s decision to seek revocation of the Company’s Exchange Act registration.
Forward-Looking Statements
This Current Report on Form 8-K may contain certain forward-looking statements, including statements with regard to the future performance and operation of the Company. Words such as “believes,” “expects,” “projects” and “future” or similar expressions are intended to identify forward-looking statements. These forward-looking statements are subject to the inherent uncertainties in predicting future results and conditions. Certain factors could cause actual results to differ materially from those projected in these forward-looking statements, and some of these factors are enumerated in the filings the Company makes with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise any forward- looking statements, whether as a result of new information, future events or otherwise.
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 18, 2023
StHealth Capital Investment Corporation
By:
/s/ Glenn Metts
Name: Glenn Metts
Title: Chief Executive Officer
