UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): July 14, 2022
Sharps Technology, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Nevada
(State or Other Jurisdiction of Incorporation)
| 001-41355 | | 82-3751728 |
(Commission File Number) | | (IRS Employer Identification No.) |
105 Maxess Road, Melville, New York 11747
(Address of Principal Executive Offices)
(631) 574 -4436
(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) |
| | |
| ☐ | 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)) |
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| ☐ | 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, $0.0001 par value | | STSS | | NASDAQ Capital Market |
| Common Stock Purchase Warrants | | STSSW | | 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 2.01 Completion of Acquisition or Disposition of Assets
On July 8, 2022, Sharps Technology, Inc. ( the “Company”) received notification from the Court of Registry (the “Court”) in Hungary advising that the Court had registered the transfer of the shares of capital stock of Safegard Medical (Hungary) Kft. (“Safegard”) to the Company completing the Company’s acquisition of Safegard(the “Acquisition”) from Numan Holding Ltd. (the “Seller”). The Acquisition consisted primarily of Safegard’s syringe manufacturing facility in Hungary and the land on which it is located, as well as certain equipment in the facility. The Company has operated the facility since June 2020 and used it to conduct research and development activities and has added its own customized machinery and equipment to the facility. The purchase price of $2,500,000 was released to the Seller. The Company previously issued 28,571 shares of common stock and 35,714 warrants to purchase common stock at $7.00 per share to the Seller.
Item 7.01 Regulation FD Disclosure.
On July 14, 2022, the Company issued a press release announcing the closing of the Company’s acquisition of Safegard Medical (Hungary) Kft.
The information contained in the press releases are not deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and are not incorporated by reference into any Securities Act registration statements.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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: July 14, 2022
| | SHARPS TECHNOLOGY, INC. |
| | |
| | /s/ Robert M. Hayes |
| | Robert M. Hayes |
| | Chief Executive Officer |
