Current Report Filing (8-k)
July 29 2021 - 4:14PM
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) July
27, 2021
The 4Less Group, Inc.
(Exact name of registrant as specified in its charter)
Nevada
|
000-55089
|
90-1494749
|
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(IRS Employer Identification No.)
|
106 W. Mayflower, Las Vegas, Nevada 89030
(Address of principal executive offices)
Registrant’s telephone number, including area code (702)
267-6100 x.4
N/A
(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))
Item 1.01 Entry into a Material Definitive Agreement
On July 27, 2021, we entered into a Common Stock Purchase
Agreement (“CSPA”) with Triton Funds, LP, a Delaware limited partnership (“Triton”) giving us the option to sell
up to $1,000,000 worth of our common stock to Triton, in increments, pursuant to the filing an S-1 Registration Statement. The term of
the CSPA is when Triton has purchased $1,000,000 of our Securities or December 31, 2021.
On July 27, 2021, we entered into Common Stock Purchase
Warrant Agreement under which Triton is granted a 3 year right to purchase up to 300,000 Common Stock Shares of the Company (the “Warrant
Shares”) subject to the terms and conditions of the Warrant and exercise of the Warrant by Triton. The purchase of the Warrant Shares
is subject to an effective registration statement available for resale of such Warrant Shares.
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.
Dated: July 29, 2021
The 4 Less Group Inc.
By: /s/ Timothy Armes
Timothy Armes
Chief Executive Officer
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