Current Report Filing (8-k)
August 08 2019 - 8:32AM
Edgar (US Regulatory)
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): August 8, 2019
CELSIUS
HOLDINGS, INC.
(Exact
name of registrant as specified in charter)
Nevada
(State
or other jurisdiction of incorporation)
000-55663
|
|
20-2745790
|
(Commission
File Number)
|
|
(IRS
Employer Identification No.)
|
2424
N Federal Highway, Suite 208, Boca Raton, Florida 33431
(Address
of principal executive offices and zip code)
(561)
276-2239
|
(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 registrant under
any of the following provisions:
|
☐
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
☐
|
Soliciting
material pursuant to Rule 14a-12(b) 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, $.001 par value
|
|
CELH
|
|
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.
☐
When
used in this Current Report on Form 8-K, unless otherwise indicated, the terms “
the Company
,” “
Celsius
,”
“
we
,” “
us
” and “
our
” refer to Celsius Holdings, Inc. and its subsidiaries.
Item
7.01
|
Regulation
FD Disclosure.
|
On
August 8, 2019, Celsius issued a press release (a) releasing financial results for the second quarter ended June 30, 2019; and
(b) announcing that our management will then host a conference call that same day at 10:00 a.m. Eastern Time to discuss the results
with the investment community.
Persons
desiring to participate in the conference call, please call one of the following telephone numbers at least 10 minutes before
the start of the call:
|
●
|
International:
201-689-8354
|
An
audio replay of the call will be available on the Company's website at https://www.celsiusholdingsinc.com/press-releases/
A
copy of the press release is included as
Exhibit 99.1
to this report.
In
accordance with General Instruction B.2 of Form 8-K, the information furnished pursuant to this Item 7.01, and including Exhibit
99.1 furnished herewith, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the “
Exchange Act
”), nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended or the Exchange Act, except as shall be expressly set forth by specific reference in such
a filing.
Item
9.01
|
Financial
Statements and Exhibits.
|
SIGNATURE
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.
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CELSIUS
HOLDINGS, INC.
|
|
|
|
Date:
August 8, 2019
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By:
|
/s/ John
Fieldly
|
|
|
John
Fieldly, Chief Executive Officer
|
2
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