Current Report Filing (8-k)
April 27 2022 - 7:03AM
Edgar (US Regulatory)
0001593001
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0001593001
2022-04-27
2022-04-27
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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):
April 27, 2022
NIGHTFOOD HOLDINGS, INC.
(Exact Name of Registrant as Specified in Charter)
Nevada |
|
000-55406 |
|
46-3885019 |
(State or Other Jurisdiction
of Incorporation) |
|
(Commission
File Number) |
|
(I.R.S. Employer
Identification No.) |
520 White Plains Road – Suite 500
Tarrytown, New York 10591
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including
area code: (888) 888-6444
(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)) |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934
(17 CFR §240.12b-2).
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
Not applicable |
|
Not applicable |
|
Not applicable |
| Item 7.01 | Regulation FD Disclosure. |
On April 27, 2022, Nightfood Holdings, Inc. (the
“Company”) issued a press release, announcing that it had received all expected initial purchase orders for nationwide hotel
distribution, and that Nightfood is on target to be available in 21 hotel distribution hubs across the country in early May in advance
of its introduction into a soon-to-be announced extended stay hotel chain with approximately 500 properties in the United States.
The foregoing summary of the press release does
not purport to be complete and is qualified in its entirety by reference to the full text of the press release. The press release, which
is furnished as Exhibit 99.1 to this Current Report on Form 8-K, is incorporated herein by reference. The information in this Item 7.01
(including Exhibit 99.1) is being furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. This report will
not be deemed an admission as to the materiality of any information in this Item 7.01 (including Exhibit 99.1).
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
Exhibit Number |
|
Description |
99.1 |
|
Press Release |
104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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 thereunto
duly authorized.
Date: April 27, 2022
|
NIGHTFOOD HOLDINGS, INC. |
|
|
|
By: |
/s/ Sean
Folkson |
|
Name: |
Sean Folkson |
|
Title: |
Chief Executive Officer |
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