UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
(Amendment No. 1)
☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended April 30, 2021
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
For the transition period from ________ to _________
Commission File Number: 000-55585
Red Cat Holdings, Inc.
(Exact name of registrant as specified in its charter)
Nevada | 86-0490034 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
607 Ponce de Leon Ave, Suite 407 San Juan, PR |
85251 | |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (833) 373-3228
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 | RCAT | Nasdaq Capital Market |
Securities registered pursuant to Section 12(g) of the Act: Common Stock, par value $0.001 per share
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☑
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☑
Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☐ | Accelerated filer | ☐ |
Non-accelerated filer | ☐ | Smaller reporting company | ☑ |
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. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑
The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter was $107,391,705.
As of August 9, 2021, there were 48,244,219 shares of the registrant’s common stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
None.
EXPANATORY NOTE:
This amendment to the Form 10-K is being filed solely to include exhibit hyperlinks within the Exhibit Index. There were no other changes made to the original Form 10-K as filed.
PART IV
ITEM 15. EXHIBITS, FINANCIAL STATEMENTS SCHEDULES.
ITEM 16. FORM 10-K SUMMARY
Not applicable.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunder duly authorized.
Red Hat Holdings, Inc. | ||
Dated: August 17, 2021 | By: | /s/ Jeffrey Thompson |
Jeffrey Thompson Chief Executive Officer and President (Principal Executive Officer) |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
Name | Title | Date | ||
/s/ Jeffrey M. Thompson | Chief Executive Officer, President and Director | August 17, 2021 | ||
Jeffrey M. Thompson | (Principal Executive Officer) | |||
/s/ Joseph Hernon | August 17, 2021 | |||
Joseph Hernon | Chief Financial Officer, Treasurer and Secretary (Principal Financial and Accounting Officer) | |||
/s/ Nicolas Liuzza, Jr. | Director | August 17, 2021 | ||
Nicolas Liuzza, Jr. | ||||
/s/ Patrick T, Mitchell | Director | August 17, 2021 | ||
Patrick T. Mitchell | ||||
/s/ Joseph Freedman | Director | August 17, 2021 | ||
Joseph Freedman | ||||
/s/ Jonathan Read | Director | August 17, 2021 | ||
Jonthan Read |