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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): October 15, 2024

 

PALTALK, INC.
(Exact name of registrant as specified in its charter)

 

Delaware   001-38717   20-3191847
(State or other jurisdiction   (Commission File Number)   (IRS Employer
of incorporation)       Identification No.)

 

30 Jericho Executive Plaza, Suite 400E

Jericho, NY

   11753
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (212) 967-5120

 

(Former name or former address, if changed since last report)

 

Not Applicable

 

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))

 

☐ 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, $0.001 par value   PALT   The 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. ☐

 

 

 

 

 

 

 

Section 5 - Corporate Governance and Management

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On October 15, 2024, Geoffrey Cook, a member of the Board of Directors (the “Board”) of Paltalk, Inc. (the “Company”), notified the Company of his decision to not stand for reelection to the Board at the Company’s 2024 annual meeting of stockholders (the “Annual Meeting”). Mr. Cook will continue to serve as a director until the Annual Meeting. Mr. Cook’s decision to not stand for reelection at the Annual Meeting is not as a result of any disagreement with the Company or the Board on any matter relating to the Company’s operations, policies or practices, or any other matter.

 

In connection with Mr. Cook’s decision to not stand for reelection at the Annual Meeting, the Board determined to decrease the number of directors on the Board from six to five, effective as of the Annual Meeting.

 

1

 

 

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.

 

Date: October 17, 2024    
  PALTALK, INC.
     
  By: /s/ Jason Katz
    Jason Katz
    Chief Executive Officer

 

 

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Oct. 15, 2024
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Document Period End Date Oct. 15, 2024
Entity File Number 001-38717
Entity Registrant Name PALTALK, INC.
Entity Central Index Key 0001355839
Entity Tax Identification Number 20-3191847
Entity Incorporation, State or Country Code DE
Entity Address, Address Line One 30 Jericho Executive Plaza
Entity Address, Address Line Two Suite 400E
Entity Address, City or Town Jericho
Entity Address, State or Province NY
Entity Address, Postal Zip Code 11753
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Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.001 par value
Trading Symbol PALT
Security Exchange Name NASDAQ
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