UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO SECTION 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2023
Commission File Number: 001-40754
Cazoo Group Ltd
(Exact Name of Registrant as Specified in Its Charter)
41 Chalton Street
London NW1 1JD
United Kingdom
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
INCORPORATION BY REFERENCE
This report on Form 6-K shall be deemed to be incorporated by reference into the registration statements on Form S-8 (File No. 333- 260711) and on Form F-3 (File No. 333-267724) of Cazoo Group Ltd (“we,” “us,” “our,” “Cazoo,” or the “Company”) (including the prospectus forming a part of each such registration statement) and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished. Pursuant to Rule 416(b) under the Securities Act of 1933, as amended, the number of undistributed Class A ordinary shares, par value $0.0001 of Cazoo deemed to be covered by each of the registration statements will be proportionately reduced to a number of Class A ordinary shares, par value $0.002 of Cazoo giving effect to the reverse stock split at the ratio of 1-for-20.
Exhibits
| Exhibit Number | Exhibit Description | |
| 99.1 | Cazoo Announces Reverse Stock Split and Increase in Authorized Share Capital |
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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.
CAZOO GROUP LTD | |||
| Date: February 7, 2023 | By: | /s/ Paul Woolf | |
| Name: | Paul Woolf | ||
| Title: | Chief Financial Officer | ||
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