Current Report Filing (8-k)
September 01 2020 - 2:02PM
Edgar (US Regulatory)
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
August 26, 2020
Date of Report (Date of earliest event reported)
SolarWindow Technologies, Inc.
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(Exact name of registrant as specified in its charter)
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Nevada
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333-127953
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59-3509694
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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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300 Main Street, Suite 6, Vestal, New York
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13850
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(Address of principal executive offices)
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(Zip Code)
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(800) 213-0689
(Registrant’s telephone number, including
area code)
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: None.
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. ☐
SECTION 7 – Regulation FD
Item 7.01 Regulation FD Disclosure
On August 26, 2020,
SolarWindow Technologies, Inc., developer of transparent coatings for glass or plastics that convert passive windows into electricity-generating
windows, issued a press release containing a video of the largest ever SolarWindow generating electricity. A copy of the press
release is attached as Exhibit 99.1 to this report.
Except for the historical
information presented in this document, the matters discussed in this Report, or otherwise incorporated by reference into this
document, contain “forward-looking statements” (as such term is defined in the Private Securities Litigation Reform
Act of 1995). These statements are identified by the use of forward-looking terminology such as “believes,” “plans,”
“intend,” ”scheduled,” “potential,” “continue,” “estimates,” “hopes,”
“goal,” “objective,” “expects,” “may,” “will,” “should”
or “anticipates” or the negative thereof or other variations thereon or comparable terminology, or by discussions of
strategy that involve risks and uncertainties. The safe harbor provisions of Section 21E of the Securities Exchange Act of 1934,
as amended, and Section 27A of the Securities Act of 1933, as amended, apply to forward-looking statements made by the Registrant.
The reader is cautioned that no statements contained in this Report should be construed as a guarantee or assurance of future performance
or results. These forward-looking statements involve risks and uncertainties, including those identified within this Report. The
actual results that the Registrant achieves may differ materially from any forward-looking statements due to such risks and uncertainties.
These forward-looking statements are based on current expectations, and the Registrant assumes no obligation to update this information.
Readers are urged to carefully review and consider the various disclosures made by the Registrant in this Report and in the Registrant’s
other reports filed with the Securities and Exchange Commission that attempt to advise interested parties of the risks and factors
that may affect the Registrant’s business.
Note: Information
in this Report furnished pursuant to Item 7 shall not be deemed to be “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information in this Report shall
not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933, as amended. The furnishing
of the information in this Report is not intended to, and does not, constitute a representation that such furnishing is required
by Regulation FD or that the information this Report contains is material investor information that is not otherwise publicly available.
SECTION 9. Financial Statements and
Exhibits
Item 9.01 Financial Statements and Exhibits
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
on September 1, 2020.
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SolarWindow Technologies, Inc.
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By:
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/s/ Jatinder S. Bhogal
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Name: Jatinder S Bhogal
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Title: President and Chief Executive Officer
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