Current Report Filing (8-k)
December 13 2022 - 7:46AM
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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): December 8, 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)) |
|
|
☐ |
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
1.01 Entry into a Material Definitive
Agreement.
On
December 8, 2022, Sharps Technology, Inc. (the “Company”) entered into a distribution agreement (the “Distribution
Agreement”) with Nephron Pharmaceuticals Corporation and Nephron SC, Inc. (collectively, “Nephron”), pursuant to which
the Company appointed Nephron as its exclusive distributor for the sale and distribution of the products subject to the Distribution
Agreement in and throughout the United States. Pursuant to the Distribution Agreement, the price of shipping products will be based on
the cost of delivery to Nephron’s warehouse and the Company will pay for the cost of delivery to Nephron. The Distribution Agreement
has a term of two years and will continue in effect unless either party notifies the other party of its desire to terminate. At any time
and for any reason, either party can terminate the Distribution Agreement after thirty (30) days’ notice and in the event of a
breach of any of the Distribution Agreement’s terms and provisions, either party can terminate the Distribution Agreement by providing
90 days written notice. The Company has the right to terminate the Distribution Agreement with 60 days written notice in the event that
certain conditions are met as set forth in the Distribution Agreement.
The
foregoing is a summary description of certain terms of the Distribution Agreement. For a full description of all terms, please refer
to the copy of the Distribution Agreement that is incorporated by reference and filed herewith as Exhibit 10.1.
Item
7.01 Regulation FD Disclosure.
On
December 13, 2022, the Company issued a press release announcing the Distribution Agreement. The full text of the press release is furnished
as Exhibit 99.1 to this Current Report on Form 8-K.
Item
9.01 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:
December 13, 2022
|
|
SHARPS
TECHNOLOGY, INC. |
|
|
|
|
|
/s/
Robert M. Hayes |
|
|
Robert
M. Hayes |
|
|
Chief
Executive Officer |
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