Item 8.01 Other Events.
Delayed
Filing of Quarterly Report on Form 10-Q and Reliance on the Securities and Exchange Commission (the (“SEC”)
Order Regarding 45-Day Extension
Greenway
Technologies, Inc., a Texas corporation (the “Company”), files this Current Report on Form 8-K ("Report")
in reliance on the SEC Order dated March 25, 2020, Release No. 34-88465 (the “Order”). The purpose of
this Report is to notify investors and the public at large of the Company’s likely inability to timely file a Quarterly
Report on Form 10-Q for the First Quarter of the 2020 Fiscal Year ("Quarterly Report") due to circumstances related
to the novel coronavirus and its related disease known as COVID-19.
In
particular, COVID-19 has caused severe disruptions in client support, development and limited access to the Company’s books
and records resulting in limited support from staff and professional advisors. This has, in turn, delayed the Company’s
ability to conduct necessary work to finalize its financial statements which may otherwise impact the Company’s ability
to complete its Quarterly Report. Notwithstanding the foregoing, the Company anticipates filing its Quarterly Report on or before
June 29, 2020, which is within the 45-day period from the Report’s original filing deadline of May 15, 2020, provided by
the Order.
In
light of the current COVID-19 pandemic, the Company will be including the following additional Risk Factor in its Report:
The
occurrence of an uncontrollable event such as the COVID-19 pandemic may negatively affect our operations and ability to file timely
and accurate financial information.
A
significant portion of the Company’s business, financial and governance operations are contracted with certain independent
contractors and third-parties currently on “lock-down” orders or “shelter in place” recommendations related
to the national health crisis created by the COVID-19 pandemic, including key people responsible for assisting the Company in
the development of its financial statements. As a result of the travel and work restrictions stemming from the COVID-19 pandemic,
the Company may be unable to fully review and certify certain financial statements that it needs to permit the Company to file
timely and accurate quarterly Reports on Form 10-Q, including for the quarter ended March 31, 2020, by the prescribed dates without
undue hardship and expense to the Company.
Cautionary
Statements Regarding Forward-Looking Information
Certain
statements in this Current Report on Form 8-K constitute “forward-looking statements” within the meaning of the federal
securities laws. Words such as “expect,” “may,” “might,” “will,” “should,”
“believe,” “expect,” “anticipate,” “likely,” “plan,” “intend,”
or similar expressions or statements regarding intent, belief, or current expectations, are forward-looking statements. While
the Company believes these forward-looking statements are reasonable, undue reliance should not be placed on any such forward-looking
statements, which are based only on information available to the Company as of the date of this release. Any such forward-looking
statements are based upon current estimates and assumptions and are subject to various risks and uncertainties, including, without
limitation, those set forth in the Company’s filings with the Securities and Exchange Commission. The Company expressly
disclaims any obligation to update or alter statements whether as a result of new information, future events, or otherwise, except
as required by law.