Current Report Filing (8-k)
June 09 2020 - 6:01AM
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): June 8, 2020 (June 8, 2020)
DIGITAL
ALLY, INC.
(Exact
Name of Registrant as Specified in Charter)
Nevada
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001-33899
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20-0064269
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(State
or other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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9705
Loiret Blvd., Lenexa, KS 66219
(Address
of Principal Executive Offices) (Zip Code)
(913)
814-7774
(Registrant’s
telephone number, including area code)
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of exchange on which registered
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Common
stock, $0.001 par value
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DGLY
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The
Nasdaq Capital Market
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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:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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
8.01 Other Events.
As
previously disclosed on the Current Report on Form 8-K, filed by Digital Ally, Inc. (the “Company”) on June 4, 2020,
the Company consummated an underwritten public offering (the “Offering”) of 3,090,909 shares (the “Firm Shares”)
of common stock, par value $0.001 per share, of the Company (the “Common Stock”). The Offering was conducted pursuant
to an underwriting agreement, dated June 2, 2020 (the “Underwriting Agreement”), between the Company and Aegis Capital
Corp., as representative of the underwriters (the “Underwriters”). The Firm Shares were sold at a public offering
price of $1.65 per share. Pursuant to the Underwriting Agreement, the Company granted the Underwriters a forty-five (45)-day option
to purchase up to an additional 463,636 shares of Common Stock at the public offering price, less underwriting discounts and commissions,
to cover over-allotments, if any (the “Option Shares” and together with the Firm Shares, the “Shares”).
The
Offering of the Shares were registered pursuant to the Company’s effective shelf registration statement on Form S-3 (File
No. 333-225227) (the “Registration Statement”), which was initially filed with the U.S. Securities and Exchange Commission
on May 25, 2018, and was declared effective on June 6, 2018, and the related base prospectus included in the Registration Statement,
as supplemented by the prospectus supplement dated June 2, 2020 (the “Prospectus Supplement”).
On
June 8, 2020, the Underwriters fully exercised their over-allotment option to acquire the Option Shares at $1.65 per share, and
the offering of the Option Shares closed on June 8, 2020. The exercise of such over-allotment option resulted in additional gross
proceeds, before deducting underwriting discounts and commissions and other estimated Offering expenses, of $764,999.40, which
the Company intends to use for general corporate purposes, including for compliance
with certain Nasdaq continued listing requirements and continued investments in the Company’s commercialization efforts.
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:
June 8, 2020
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Digital
Ally, Inc.
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By:
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/s/
Stanton E. Ross
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Name:
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Stanton
E. Ross
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Title:
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Chairman,
President and Chief Executive Officer
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