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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): October 14, 2024
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
7.01 Regulation FD Disclosure
On
October 14, 2024, Sharps Technology, Inc. (the “Company”) issued a press release. A copy of the press release is furnished
hereto as Exhibit 99.1 and incorporated herein by reference.
Exhibits
9.01 Financial Statements and 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:
October 15, 2024
SHARPS
TECHNOLOGY, INC. |
|
|
|
/s/
Robert Hayes |
|
Robert
Hayes |
|
Chief
Executive Officer |
|
Exhibit
99.1
SHARPS
TECHNOLOGY, INC. ANNOUNCES STOCKHOLDERS’ APPROVAL OF REVERSE STOCK SPLIT RATIO AND EFFECTIVE DATE
October
14, 2024
NEW
YORK, October 14, 2024 / Sharps Technology, Inc. (NASDAQ: “STSS” and “STSSW”) (“Sharps”),
an innovative medical device and pharmaceutical packaging company offering patented, best-in-class syringe products, today announced
that it will effect a one-for-22 reverse stock split (the “reverse split”) of its common stock, par value $0.0001 per share
(the “Common Stock”), that will become effective on October 15, 2024 at 11:59 PM Eastern Time, before the opening of trading
on The Nasdaq Capital Market (“Nasdaq”). Sharps has requested that its Common Stock begin trading on October 16, 2024, on
a post-reverse split basis on the Nasdaq under the existing symbol “STSS”.
The
reverse split is primarily intended to bring Sharps into compliance with the minimum bid price requirement for maintaining its listing
on the Nasdaq. The new CUSIP number for the Common Stock following the reverse split will be 82003F200.
At
Sharps’ special meeting of stockholders on October 7, 2024 (the “Special Meeting”), Sharps’ stockholders approved
the proposal to authorize Sharps’ Board of Directors (the “Board”), in its sole and absolute discretion, to file a
certificate of amendment (the “Amendment”) to Sharps’ amended and restated certificate of incorporation to effect the
reverse split at a ratio to be determined by the Board, not to exceed a 1-for-22 reverse split. On August 19, 2024, the Board approved
the reverse split at a ratio of one-for-8 up to 1-for-22, and the Amendment has been filed with the Secretary of State of the State of
Nevada, which will become effective on October 15, 2024, at 11:59 PM Eastern Time, before the opening of trading on the Nasdaq.
The
reverse split will affect all issued and outstanding shares of Common Stock. All outstanding options, restricted stock awards, warrants
and other securities entitling their holders to purchase or otherwise receive shares of Common Stock will be adjusted as a result of
the reverse split, as required by the terms of each security. The number of shares available to be awarded under Sharps’ 2023 Equity
Incentive Plan, will also be appropriately adjusted. Following the reverse split, the par value of the Common Stock will remain unchanged
at $0.0001 per share. The reverse split will not change the authorized number of shares of Common Stock or preferred stock. No fractional
shares of Common Stock shall be issued as a result of the Reverse Split, and stockholders who otherwise would be entitled to receive
fractional shares of New Common Stock shall be entitled to receive the number of shares of New Common Stock rounded up to the next whole
number. The reverse split will affect all stockholders uniformly and will not alter any stockholder’s percentage interest in Sharps’
equity (other than as a result of the rounding of fractional shares, as set forth above).
The
reverse split will reduce the number of shares of Common Stock issued and outstanding from approximately 39.5 million shares to approximately
1.8 million shares.
About
Sharps Technology:
Sharps
Technology is an innovative medical device and pharmaceutical packaging company offering patented, best-in-class smart-safety syringe
products to the healthcare industry. The Company’s product lines focus on providing ultra-low waste capabilities, that incorporate
syringe technologies that use both passive and active safety features. Sharps also offers products that are designed with specialized
copolymer technology to support the prefillable syringe market segment. The Company has a manufacturing facility in Hungary and has partnered
with Nephron Pharmaceuticals to expand its manufacturing capacity in the U.S. For additional information, please visit www.sharpstechnology.com.
Forward-Looking
Statements:
This
press release contains “forward-looking statements”. Forward-looking statements reflect our current view about future events.
When used in this press release, the words “anticipate,” “believe,” “estimate,” “expect,”
“future,” “intend,” “plan,” “poised” or the negative of these terms and similar expressions,
as they relate to us or our management, identify forward-looking statements. Such statements, include, but are not limited to, statements
contained in this press release relating to our business strategy, our future operating results and liquidity, and capital resources
outlook. Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy, and other
future conditions. Because forward–looking statements relate to the future, they are subject to inherent uncertainties, risks,
and changes in circumstances that are difficult to predict. Our actual results may differ materially from those contemplated by the forward-looking
statements. They are neither statements of historical fact nor guarantees of assurance of future performance. We caution you therefore
against relying on any of these forward-looking statements. Important factors that could cause actual results to differ materially from
those in the forward-looking statements include, without limitation, our ability to raise capital to fund continuing operations; our
ability to protect our intellectual property rights; the impact of any infringement actions or other litigation brought against us; competition
from other providers and products; our ability to develop and commercialize products and services; changes in government regulation;
our ability to complete capital raising transactions; and other factors relating to our industry, our operations and results of operations.
Actual results may differ significantly from those anticipated, believed, estimated, expected, intended, or planned. Factors or events
that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We
cannot guarantee future results, levels of activity, performance, or achievements. The Company assumes no obligation to update any forward-looking
statements in order to reflect any event or circumstance that may arise after the date of this release.
US
Investor Relations:
Dave
Gentry
RedChip Companies, Inc.
1-800-RED-CHIP (733-2447)
Or 407-644-4256
STSS@redchip.com
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Sharps Technology (NASDAQ:STSSW)
과거 데이터 주식 차트
부터 9월(9) 2024 으로 10월(10) 2024
Sharps Technology (NASDAQ:STSSW)
과거 데이터 주식 차트
부터 10월(10) 2023 으로 10월(10) 2024